-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G8Hg+NxH/y2k3t8vrdPG8LPbyWwd+0zt1IQe3ZuFnrYUMenipjJW4BsdhUDr0YPd fbt2/JeFYs5Y9nX2USzYjA== 0001078782-01-500111.txt : 20020410 0001078782-01-500111.hdr.sgml : 20020410 ACCESSION NUMBER: 0001078782-01-500111 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010930 FILED AS OF DATE: 20011114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SICLONE INDUSTRIES INC CENTRAL INDEX KEY: 0001083446 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 87042699 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-25809 FILM NUMBER: 1785809 BUSINESS ADDRESS: STREET 1: 6269 JAMESTOWN COURT CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: 801-566-6627 MAIL ADDRESS: STREET 1: 6269 JAMESTOWN COURT CITY: SALT LAKE CITY STATE: UT ZIP: 84121 10QSB 1 sicl901qsb.htm SEPTEMBER 30, 2001 10-QSB U

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB



[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2001

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-25809

SICLONE INDUSTRIES, INC.

(Exact name of small business issuer as specified in its charter)
Nevada

(State or other jurisdiction of incorporation or organization)

87-0429748

(IRS Employer Identification No.)

6269 Jamestown Court, Salt Lake City, Utah 84121

(Address of principal executive offices)

801-566-6627

(Issuer's telephone number)

Not Applicable

(Former name, address and fiscal year, if changed since last report)

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X] No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

APPLICABLE ONLY TO CORPORATE ISSUERS:

State the number of shares outstanding of each of the issuer's classes of common equity, as of September 30, 2001: 23,810,000 shares of common stock.

Transitional Small Business Format: Yes [ ] No [ X ]

FORM 10-QSB

SICLONE INDUSTRIES, INC.

INDEX
Page
PART I. Financial Information
Item I. Financial Statements (unaudited)

Condensed Balance Sheets - September 30, 2001 (unaudited) and December 31, 2000

Condensed Statements of Operations (unaudited) for the Nine Months Ended September 30, 2001 and 2000, and for the Period from November 1, 1985 (Inception) to September 30, 2001

Statement of Stockholders Equity (Deficit)

Statements of Cash Flows (unaudited) for the Nine Months Ended September 30, 2001 and 2000, and from the Period from November 1, 1985 (Inception) to September 30, 2001

Notes to Consolidated Financial Statements

Item 2. Management's Discussion and Analysis of Financial Condition

3

4

5

6

10

11

12

PART II. Other Information

Item 6. Exhibits and Reports on Form 8-K



13
Signatures 13

(Inapplicable items have been omitted)

PART I.

Financial Information

Item 1. Financial Statements (unaudited)

In the opinion of management, the accompanying unaudited financial statements included in this Form 10-QSB reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Balance Sheets

ASSETS
September 30, December 31,
2001 2000
(Unaudited)
CURRENT ASSETS
Cash $ 406 $ 740
_____________ ______________
Total Current Assets 406 740
_____________ ______________
TOTAL ASSETS $ 406 $ 740
_____________ ______________

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ - $ 1,093
Accounts payable - related party 14,706 10,200
Total Liabilities 14,706 11,293
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock: 5,000,000 shares authorized at $0.001 par value; -0- shares issued and outstanding - -
Common stock: 30,000,000 shares authorized at $0.001 par value; 23,810,000 shares issued and outstanding

23,810


23,810
Additional paid-in capital 583,693 583,693
Deficit accumulated during the development stage (621,803) (618,056)
Total Stockholders' Equity (Deficit) (14,300) (10,553)
TOTAL LIABILITIES AND STOCKHOLDERS;
EQUITY (DEFICIT)
$ 406 $ 740

The accompanying notes are an integral part of these financial statements.



SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Operations

(Unaudited)
For the Three Months Ended September 30, For the Nine Months Ended September 30, From Inception on November 1,1985 Through September 30,
2001 2000 2001 2000 2001
REVENUES $ - $ - $ - $ - $ -
EXPENSES (1,341 ) (1,640 ) (3,747) (4,359) (26,300 )
LOSS FROM DISCONTINUED OPERATIONS

-

-



-


-


(595,503 )
NET LOSS $ (1,341 ) $ (1,640 ) $ (3,747) $ (4,359) $ (621,803)
BASIC LOSS PER SHARE $ (0.00 ) $ (0.00 )
$ (0.00) $ (0.00 )
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

23,810,000


23,810,000


23,810,000


23,810,000

The accompanying notes are an integral part of these financial statements.



SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Stockholders' Equity (Deficit)



Common Stock


Additional Paid-In
Deficit Accumulated During the Development
Shares Amount Capital Stage
__________________ __________________ __________________ __________________
Balance, November 1, 1985 - $ - $ - $ -
Issuance of 500,000 shares of common stock to Officers and Directors for cash on November 1, 1985 at $0.02 per share

500,000


500


9,500


-
Cancellation of 140,000 shares on February 7, 1986

(140,000 )

(140 )



140


-
Cancellation of 300,000 shares on October 1, 1986

(300,000 )



(300 )


300


-
Issuance of 1,000,000 shares of common stock to the public offered March 26, 1986 at $0.10 per share



1,000,000


1,000





99,000




-
Deferred offering costs offset against additional paid-in capital

-


-


(18,678 )


-
Issuance of 10,700,000 shares of common stock October 10, 1986 at $0.05 per share



10,700,000




10,700




483,251




-
Issuance of 50,000 shares for promotional services at $0.001 per share

50,000


50


-


-
Accumulated losses from formation on November 1, 1985 through December 31, 1987

-


-


-


(502,196 )
Balance, December 31, 1987 11,810,000 $ 11,810 $ 573,513 $ (502,196 )

The accompanying notes are an integral part of these financial statements.



SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Stockholders' Equity (Deficit) (Continued)



Common Stock


Additional Paid-In
Deficit Accumulated During the Development
Shares Amount Capital Stage
__________________ __________________ __________________ __________________
Balance, December 31, 1987 11,810,000
$ 11,810 $ 573,513 $ (502,196 )
Net loss for the year ended December 31, 1988 - - - (92,783 )
Balance, December 31, 1988 11,810,000 11,810 573,513 (594,979 )
Cash contributed to additional paid-in capital - - 10,180 -
Net loss for the year ended December 31, 1989 - - - (524 )
Balance, December 31, 1989 11,810,000 11,810 583,693 (595,503 )
Net loss for the year ended December 31, 1990 - - - -
Balance, December 31, 1990 11,810,000
11,810 583,693 (595,503 )
Net loss for the year ended December 31, 1991 - - - (758 )
Balance, December 31, 1991 11,810,000 $ 11,810 $ 583,693 $ (596,261 )

The accompanying notes are an integral part of these financial statements.

SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Stockholders' Equity (Deficit) (Continued)



Common Stock


Additional Paid-In
Deficit Accumulated During the Development
Shares Amount Capital Stage
__________________ __________________ __________________ __________________
Balance, December 31, 1991 11,810,000 $ 11,810 $ 583,693 $ (596,261 )
Net loss for the year ended December 31, 1992 - - - (651 )
Balance, December 31, 1992 11,810,000 11,810 583,693 (596,912 )
Issuance of 1,000,000 shares of common stock to officer for cash June 7, 1993 at $0.001 per share 1,000,000
1,000 - -
Net loss for the year ended December 31, 1993 - - - (2,513 )
Balance, December 31, 1993 12,810,000 12,810 583,693 (599,425)
Net loss for the year ended December 31, 1994 - - - -
Balance, December 31, 1994 12,810,000 12,810 583,693 (599,425 )
Issuance of 11,000,000 shares of common stock to officer for cash at $0.001 per share 11,000,000 11,000 - -
Net loss for the year ended December 31, 1995 - - - (438 )
Balance, December 31, 1995 23,810,000 $ 23,810 $ 583,693 $ (599,863)

The accompanying notes are an integral part of these financial statements.

SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Stockholders' Equity (Deficit) (Continued)


Common Stock


Additional Paid-In
Deficit Accumulated During the Development
Shares Amount Capital Stage
__________________ __________________ __________________ __________________
Balance, December 31, 1995 23,810,000 $ 23,810 $ 583,693 $ (599,863)
Net loss for the year ended December 31, 1996 - - - (1,256)
Balance, December 31, 1996 23,810,000 23,810
583,693 (601,119)
Net loss for the year ended December 31, 1997 - - - (1,373)
Balance, December 31, 1997 23,810,000 23,810 583,693 (602,492)
Net loss for the year ended December 31, 1998 - - - (770)
Balance, December 31, 1998 23,810,000 23,810 583,693 (603,262)
Net loss for the year ended December 31, 1999 - - - (9,343)
Balance, December 31, 1999 23,810,000 23,810 583,693 (612,605)
Net loss for the year ended December 31, 2000 - - - (5,451)
Balance, December 31, 2000 23,810,000 23,810 583,693 (618,056)
Net loss for the nine months ended September 30, 2001 (unaudited) - - - (3,747)
Balance, September 30, 2001 (unaudited) 23,810,000 $ 23,810 $ 583,693 $ (621,803 )

The accompanying notes are an integral part of these financial statements.



SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Statements of Cash Flows

(Unaudited)


For the Nine Months Ended September 30,
From Inception on November 1, 1985 Through September 30,
2001 2000 2001
_______________________ _______________________ _______________________
OPERATING ACTIVITIES:
Net loss $ (3,747) $ (4,359) $ (621,803)
Adjustments to reconcile net loss to net cash (used) by operating activities:
Shares issued for services - - 50
Changes in operating assets and liabilities:
Increase in accounts payable and accounts payable - related party 3,413
4,723 14,706
Net Cash Provided (Used) by Operating Activities (334) 364 (607,047)
INVESTING ACTIVITIES: - - -
FINANCING ACTIVITIES:
Additional capital contributed - - 10,180
Stock offering costs - - (18,678)
Issuance of common stock - - 615,951
Net Cash Provided by Financing Activities - - 607,453
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (334) 364 406
CASH AT BEGINNING OF PERIOD 740 178 -
CASH AT END OF PERIOD $ 406 $ 542 $ 406
CASH PAID FOR
Interest $ - $ - $ -
Income taxes $ - $ - $ -
Schedule of Non-Cash Financing Activities:
Shares issued for services $ - $ - $ 50

The accompanying notes are an integral part of these financial statements.

SICLONE INDUSTRIES, INC.

(A Development Stage Company)

Notes to the Financial Statements

September 30, 2001 and December 31, 2000

NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed consolidated financial statements include normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed consolidated financial statements be read in conjunction with the Company's most recent audited financial statements and notes thereto included in its December 31, 2000 Annual Report on Form 10-KSB. Operating results for the nine months ended September 30, 2001 are not necessarily indicative of the results that may be expected for the year ending December 31, 2001.

NOTE 2 - GOING CONCERN

The Company's financial statements are prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has little cash and has experienced losses from inception. Without realization of additional adequate financing, it would be unlikely for the Company to pursue and realize its objectives. The Company intends to seek a merger with an existing operating company. In the interim, an officer of the Company has committed to meeting its operating expenses.

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION OR PLAN OF OPERATION

Forward-Looking Statement Notice

When used in this report, the words "may," "will," "expect," "anticipate," "continue," "estimate," "project," "intend," and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect the Company's future plans of operations, business strategy, operating results, and financial position. Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed under the "Item 6. Management's Discussion and Analysis of Financial Condition or Plan of Operations," and also include general economic factors and conditions that may directly or indirectly impact the Company's financial condition or results of operations.

Three Month period Ended September 30, 2001 and 2000

The Company had no revenue from continuing operations for the three month periods ended September 30, 2001 and 2000.

General and administrative expenses for the three month period ended September 30, 2001 and 2000, consisted of general corporate administration, legal and professional expenses, and accounting and auditing costs. These expenses were $1,341 and $1,640 for the three month period ended September 30, 2001 and 2000, respectively.

As a result of the foregoing factors, the Company realized a net loss of $1,341 for the three months ended September 30, 2001, as compared to a net loss of $1,640 for the same period in 2000.

Nine Month periods Ended September 30, 2000 and 1999

The Company had no revenue from continuing operations for the nine month periods ended September 30, 2001 and 2000.

General and administrative expenses for the nine month periods ended September 30, 2001 and 2000, consisted of general corporate administration, legal and professional expenses, and accounting and auditing costs. These expenses were $3,747 and $4,359 for the nine-month periods ended September 30, 2001 and 2000, respectively.

As a result of the foregoing factors, the Company realized a net loss of $3,747 for the nine months ended September 30, 2001, as compared to a net loss of $4,359 for the same period in 2000.

Liquidity and Capital Resources

At September 30, 2001, the Company had cash in hand of $406 compared to $740 at December 31, 2000. The Company has accounts payable in the amount of $14,706 to a related party for the period ending September 30, 2001 and $11,293 at December 31, 2000 of which $10,200 was payable to a related party.

Management believes that the Company has sufficient cash and short-term investments to meet the anticipated needs of the Company's operations through at least the next 12 months. However, there can be no assurances to that effect, as the Company has no significant revenues and the Company's need for capital may change dramatically if it acquires an interest in a business opportunity during that period. The Company may accept loans from officers, seek equity financing or other debt financing arrangements if necessary. The Company's current operating plan is to (i) handle the administrative and reporting requirements of a pubic company, and (ii) search for potential businesses, products, technologies and companies for acquisition. At present, the Company has no understandings, commitments or agreements with respect to the acquisition of any business venture, and there can be no assurance that the Company will identify a business venture suitable for acquisition I the future. Further, there can be no assurance that the Company would be successful in consummating any acquisition on favorable terms or that it will be able to profitably manage any business venture it acquires.

PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K.

Reports on Form 8-K: No reports on Form 8-K were filed by the Company during the quarter ended September 30, 2001.

Exhibits: None

SIGNATURES

In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SICLONE INDUSTRIES, INC.

Date: November 9, 2001 By: /s/ Bradley S. Shepherd

Bradley S. Shepherd,

President, Secretary and Treasurer

-----END PRIVACY-ENHANCED MESSAGE-----