10QSB 1 cmmarq.txt QUARTERLY REPORT FOR PERIOD ENDING 03/31/2002 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934: For the Quarterly Period ended March 31, 2002 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT For the transition period from __________________ to __________________ Commission file number 0-26919 CYBER MARK INTERNATIONAL CORP. ----------------------------------- (Name of Small Business Issuer in Its Charter) Nevada N/A - ------------------------------- ----------------------------------- (State or Other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) 7500 West Lake Mead Boulevard, Suite 9627 Las Vegas, Nevada 98128 ----------------------------------------- --------------------- (Address of Principal Executive Offices) (Zip Code) Issuer's telephone number: (702) 683-3722 --------------- Indicate by check mark whether the registrant (1) has filed 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 registrant 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 Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES ____ NO _____ APPLICABLE ONLY TO CORPORATE ISSUERS As of March 31, 2002, 342,223,510 shares of the Issuer's Common Stock were outstanding. PART I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS The Audited financial statements for the period ending March 31, 2002 Cyber Mark International Corp. March 31, 2002 Financial Statements TABLE OF CONTENTS Page Number INDEPENDENT ACCOUNTANT'S REPORT 1 FINANCIAL STATEMENTS (POST-REORGANIZATION) Balance sheets 2 Income statements 3 Statement of stockholders' equity 4 Statement of cash flows 5 Notes to the Financial Statements 6 David E. Coffey 3651 Lindell Road, Suite I, Las Vegas, Nevada 89103 CERTIFIED PUBLIC ACCOUNTANT Phone (702) 871-3979 FAX (702) 871-6769 INDEPENDENT ACCOUNTANT'S REPORT To the Board of Directors and Stockholders of Cybermark International Corporation Las Vegas, Nevada I have audited the accompanying balance sheets of Cybermark International Corporation. as of March 31, 2002 and December 31, 2001 and the related statements of operations, cash flows, and changes in stockholders' equity for the years then ended, as well as the cumulative period from September 30, 2001 (date of reorganization) to March 31, 2002. These statements are the responsibility of Cybermark International Corporation's management. My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion. In my opinion, the accompanying financial statements present fairly, in all material respects, the financial position of Cybermark International Corporation as of March 31, 2002 and December 31, 2001 and the results of operations, cash flows, and changes in stockholders' equity for the cumulative period from September 30, 2001 in conformity with generally accepted accounting principles. David E. Coffey, C. P. A. Las Vegas, Nevada May 13, 2002 1 CYBER MARK INTERNATIONAL CORP. BALANCE SHEET (POST-REORGANIZATION) MARCH 31, 2002 March 31, 2002 December 31, 2001 -------------- ----------------- ASSETS Cash $ 344 $ 373 ----------- ------------ Total Assets $ 344 373 =========== ============ LIABILITIES & STOCKHOLDERS; EQUITY Accounts payable $ 7,198 4,475 ----------- ------------ Total Liabilities 7,198 4,475 Stockholders' Equity Common stock, authorized 500,000,000 shares at $.0001 par value, issued and outstanding 342,233,510 shares 34,222 34,222 Preferred stock, authorized 3,000,000 shares at $.001 par value, issued and outstanding one (1) share 1 1 Additional paid-in capital 3,443,298 3,443,298 Deficit accumulated (3,484,375) (3,481,623) ------------ ------------ Total Stockholders' Equity (6,854) (4,102) Total Liabilities and Stockholders' Equity $ 344 $ 373 =========== ============
The accompanying notes are an integral part of these financial statements 2 CYBER MARK INTERNATIONAL CORP. SATEMENT OF OPERATIONS (POST-REORGANIZATION) MARCH 31, 2002 AND DECMEBER 31, 2001 Three months From reorganization, From reorganization, ending Sept. 30, 2001 to September 30, 2001 March 31, 2002 December 31, 2001 to March 31, 2002 -------------- -------------------- ------------------ Income $ 0 $ 0 $ 0 Rent 0 600 600 Fees 1,223 4,475 5,698 Professional fees 1,500 0 1,500 Bank charges 29 27 56 -------------- ---------------- -------------- Total expenses 2,752 5,102 7,854 Net loss (2,752) (5,102) (7,854) --------------- ---------------- --------------- Retained earnings, beginning of period (3,481,623) (3,476,521) (3,476,521) --------------- ---------------- --------------- Deficit accumulated $ (3,484,375) $ (3,481,623) $ (3,484,375) =============== ================ =============== Earnings (loss) per share of common stock, assuming dilution: Net loss $ 0.00 $ 0.00 $ 0.00 ============== =============== =============== Weighted average common shares outstanding 342,223,510 342,223,510 342,223,510 ============== =============== ===============
The accompanying notes are an integral part of these financial statements 3 CYBER MARK INTERNATIONAL CORP. STATEMENT OF STOCKHOLDERS' EQUITY (POST-REORGANIZATION) MARCH 31, 2002 Common shares Common Preferred Additional Deficit Total issued and Stock Stock Paid-in accumulated outstanding Capital ------------- -------- ---------- ----------- ----------- ----------- Balance, pre-reorganization September 30, 2001 332,223,510 $ 33,222 $ 1 $ 3,311,380 $(3,476,521) $ (131,918) Gain on exchange of equipment for discharge of accounts payable and loans from stockholders 0 0 131,918 0 131,918 Issuance of 10,000,000 shares at $.0001 per share, September 30, 2001 10,000,000 1,000 0 0 0 1,000 ------------- ---------- -------- ----------- ---------- ----------- Balance, post- reorganization September 30, 2001 342,223,510 34,222 1 3,443,298 (3,476,521) 1,000 Post-reorganization loss 0 0 0 0 (5,102) (5,102) -------------- --------- --------- ------------ ----------- ----------- Balance, December 31, 2001 342,223,510 $ 34,222 $ 1 $ 3,443,298 $(3,481,623) $ (4,102) Less net loss 0 0 0 0 (2,752) (2,752) -------------- -------- -------- ------------ ------------ ----------- Balance, March 31, 2002 342,223,510 34,222 1 3,443,298 (3,484,375) (6,854) ============= ======== ======== ============ ============ ===========
The accompanying notes are an integral part of these financial statements 4 CYBER MARK INTERNATIONAL CORP. STATEMENT OF CASH FLOWS (POST-REORGANIZATION) MARCH 31, 2002 Three months From reorganization, From reorganization, ending Sept. 30, 2001 Sept. 30, 2001 March 31, 2002 to to December 31, 2001 March 31, 2002 -------------- -------------------- -------------------- CASH FLOWS PROVIDED BY OPERATING ACTIVITIES Net Loss $ (2,752) $ (5,102) $ (7,854) Non-cash items included in net loss Adjustments to reconcile net loss to cash used by operating activity Accounts payable 2,723 4,475 7,198 ------------- -------------- ---------------- NET CASH PROVIDED BY OPERATING ACTIVITIES (29) (627) (656) CASH FLOWS FROM INVESTING ACTIVITIES 0 0 0 CASH FLOWS FROM FINANCING ACTIVITIES Sale of common stock 0 1,000 1,000 ------------- -------------- ---------------- NET CASH PROVIDED BY FINANCING ACTIVITIES 0 1,000 1,000 NET INCREASE IN CASH (29) 373 $ 344 ================ CASH AT BEGINNING OF PERIOD 373 0 -------------- -------------- CASH AT END OF PERIOD $ 344 $ 373 ============= ==============
The accompanying notes are an integral part of these financial statements 5 CYBER MARK INTERNATIONAL CORP. NOTES TO THE FINANCIAL STATEMENTS MARCH 31, 2002 AND DECEMBER 31, 2001 NOTE A PRE-REORGANIZATION Cyber Mark International Corp. was incorporated in the State of Delaware on June 9, 1998. The Company was reorganized September 30, 2001. NOTE B REORGANIZATION SEPTEMBER 30, 2001 The Company was reorganized on September 30, 2001. The Company will continue in the entertainment business, subject to the preparation of a business plan and attainment of sufficient capital to support the plan. NOTE C EXCHANGE OF EQUIPMENT FOR SATISFACTION OF DEBT Coincident with the reorganization, accounts payable vendors and stockholders with outstanding loans to the Company agreed to accept equipment with a net book value of $71,051 in full satisfaction of debt totaling $202,969. The result was a capital contribution of $131,918. NOTE D COMMON STOCK ISSUES On September 30, 2001 the Company sold 10,000,000 shares of its common stock at $.0001 per share for a total of $1,000. The proceeds were to be used for working capital. NOTE E SUBSEQUENT EVENTS The Company was changed from a Delaware corporation to a Nevada corporation on April 18, 2002. Articles of Conversion, from Delaware to Nevada, were filed on that date. Articles of Incorporation in Nevada were filed on April 19, 2002. 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION. There were no sales, no revenues, nor operating expenses this quarter. Management devotes this period to negotiating the disposition of depreciated equipment and remaining facilities. During this quarter the Company disposed of the depreciated equipment of $71,051 in full consideration for debt totaling $202,969 this resulted in a capital contribution of $131,918. New management considered that its main focus should be the preparation of a new business plan to enable the Company to continue in the entertainment business. There are no guarantees that the Company will be successful in raising any required and additional capital investment, nor implementing any proposed plan. PART II - OTHER INFORMATION Item 1. Legal Proceedings. None. Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS. Sales of Unregistered Securities None. Item 3. Default Upon Senior Securities None. Item 4. Submission of matters To a Vote of Security Holders None. Item 5. Other Information. None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Reports on Form 8-K: None Exhibits: None. Signatures In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CYBER MARK INTERNATIONAL CORP. Dated: May 13, 2002 By: /s/ Ian McIntyre Ian McIntyre Title: President