-----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, SQErLNVKhcgkDtl8OGU+XSWqsdkMHiF5MmAaCeSUhvcaIRXB6yZWa41dYn43n0v/ /6+dWYahNQgaPA9POuaJag== /in/edgar/work/20000818/0000931731-00-000425/0000931731-00-000425.txt : 20000922 0000931731-00-000425.hdr.sgml : 20000922 ACCESSION NUMBER: 0000931731-00-000425 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000530 FILED AS OF DATE: 20000818 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANACONDA VENTURE CORP CENTRAL INDEX KEY: 0001109302 STANDARD INDUSTRIAL CLASSIFICATION: [9995 ] IRS NUMBER: 330897452 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-30073 FILM NUMBER: 705983 BUSINESS ADDRESS: STREET 1: 19900 MACARTHUR BLVD SUITE 660 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 9498519800 10QSB 1 0001.txt U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB SEC File No: 33-14982-LA [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO ------------- ----------- ANACONDA VENTURE CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 33-0897452 ---------- ---------- (State or other (IRS Employer jurisdiction of Identification No.) incorporation) 19900 MacArthur Boulevard, Suite 660, Irvine, California 92612 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Company's telephone number, including area code: (949) 851-9800 --------------------------------- Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or 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. [X] Yes [ ] No State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: 5,000,000 Shares as of the date of this report. Transitional Small Business Disclosure Format (check one): [ ] Yes [X] No 1 ANACONDA VENTURE CORPORATION Form 10-QSB for the Quarter ended June 30, 2000 Table of Contents Page PART 1 - FINANCIAL INFORMATION.................................................3 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR ANACONDA VENTURE CORPORATION............4 CAUTION REGARDING FORWARD-LOOKING INFORMATION.............................4 OVERVIEW OF THE COMPANY...................................................5 PART II - OTHER INFORMATION....................................................6 ITEM 1 - LEGAL PROCEEDINGS................................................6 ITEM 2 - CHANGES IN SECURITY..............................................6 ITEM 3 - DEFAULTS ON SENIOR SECURITIES....................................6 ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..............6 ITEM 5 - OTHER INFORMATION................................................6 ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K.................................7 SIGNATURE.................................................................8 2 PART 1 - FINANCIAL INFORMATION ANACONDA VENTURE CORPORATION (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CASH FLOWS February 17, 2000 (Inception) to June 30, 2000 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (1,108) Adjustment to reconcile net loss to net cash used by operating activities Increase in accounts payable 750 Capitalized expenses 358 Net cash used by operating activities - CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 2,000 Net cash provided by financing activities 2,000 INCREASE IN CASH AND CASH EQUIVALENTS 2,000 CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD - CASH AND CASH EQUIVALENTS - END OF - ---------------------------------- PERIOD $ 2,000 - ------ 3 ANACONDA VENTURE CORPORATION (A DEVELOPMENT STAGE COMPANY) STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY FOR THE PERIOD FROM FEBRUARY 17, 2000 (INCEPTION) TO JUNE 30, 2000
DEFICIT ACCUMULATED COMMON STOCK ADDITIONAL DURING ISSUED PAID-IN DEVELOPMENT SHARES AMOUNT CAPITAL STAGE TOTAL ------ ------ ------- ----- ----- Common Stock Issuance 5,000,000 $ 2,000 $ -- $ -- $ 2,000 Fair value of expenses contributed -- -- 358 -- 358 Net loss for the period ended June 30, 2000 -- -- -- (1,108) (1,108) --------- --------- --------- --------- --------- BALANCE JUNE 30, 2000: 5,000,000 $ 2,000 $ 358 $ (1,108) $ 1,250 --------- --------- --------- --------- ---------
PART 1 - ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR ANACONDA VENTURE CORPORATION. The following discussion of the financial conditions and results of operations of the Company should be read in conjunction with the financial statements, including notes thereto, for the Company. CAUTION REGARDING FORWARD-LOOKING INFORMATION - --------------------------------------------- This quarterly report contains certain forward-looking statements and information relating to the Company that are based on the beliefs of the Company or management as well as assumptions made by and information currently available to the Company or management. When used in this document, the words "anticipate," "believe," "estimate," "expect" and "intend" and similar expressions, as they relate to the Company or its management, are intended to identify forward- looking statements. Such statements reflect the current view of the Company regarding future events and are subject to certain risks, uncertainties and assumptions, including the risks or uncertainties noted. Should one or more of these risks or uncertainties materialize, or should underlying assumption prove incorrect, actual results may vary materially from those described herein asanticipated, believed, estimated, expected or intended. In each instance, forward-looking information should be considered in light of the accompanying meaningful cautionary statements herein. 4 OVERVIEW OF THE COMPANY - ----------------------- Anaconda Venture Corporation (the "Company") was incorporated in February 2000, under the laws of the State of California, primarily for the purpose of acquiring or merging with a small to medium size company. The Company currently has no operations, revenue or activity. The Company filed a form 10SB Registration Statement, which became effective on March 23, 2000. Results of Operations As of June 30, 2000, the Company is in the development stage and had conducted minimal activities. Accordingly, the accompanying financial statements should not be regarded as typical for normal periods of operation. Additional financing or restructuring will be required in order for the Company to complete its development stage activities. Management and the Company's existing shareholders expect to have to continue to contribute capital to support the Company's operations until a merger or acquisition candidate is located. The Company had no operations or revenues, or significant assets or liabilities since its inception in February 2000. Three Months and Six Months Ended June 30, 2000, Compared to Periods Ended June 30, 1999 Revenue. The Company was recently formed and the Company was not in existence during the quarter or the six month period ended June 30, 1999, the Company had no revenues for the quarter ended June 30, 2000, and has had no revenues since inception. Similarly, the Company had no cost of sales, gross profit or other income during the period ended June 30, 2000, or from its inception. The Company's nominal operating expenses of less than $300 per months have been paid by its shareholder. Liquidity and Capital Resources As of June 30, 2000, the Company had cash, cash equivalents and net working capital of approximately $500. The sole source of cash has been contributions by the Company's Shareholder. The Company has relied upon contributions by its shareholder to fund its operations during the periods discussed. The Company has not received any capital contribution in cash from its Shareholder since initial contributions as set forth in the Company's Form 10SB dated March 23, 2000. The Company anticipates that any need of working capital in future periods will be limited and will be contributed by the Company's Shareholder. 5 The Company believes that existing cash and cash equivalents, cash flow from operations will be sufficient to meet the Company's presently anticipated working capital needs for the next 3 months. To the extent the Company uses its cash resources for its operations, the Company will be required to obtain additional funds, if available, through borrowings or equity financings. There can be no assurance that such capital will be available on acceptable terms. If the Company is unable to obtain sufficient financing, it may be unable to fully implement its growth strategy. Material Changes in Operations The Company has not had any material changes in operations since its formation or the date of its Form 10 SB Registration Statement. Year 2000 Compliance The Company has not experienced any Year 2000 complications. PART II - OTHER INFORMATION ITEM 1 - LEGAL PROCEEDINGS None. ITEM 2 - CHANGES IN SECURITY None. ITEM 3 - DEFAULTS ON SENIOR SECURITIES None. ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None. ITEM 5 - OTHER INFORMATION SUBSEQUENT EVENTS - CHANGE OF CONTROL On August 16, 2000, the Company's shareholder entered into an agreement to sell the majority of the outstanding shares of the Company to Solutions Media, Inc. ("SMI"). SMI may elect to merge the Company with SMI in a transaction in which either of SMI or the Company are the surviving entity. The agreement contemplates a closing on or before August 20, 2000. The Company, its shareholder and SMI contemplate finalizing more comprehensive reorganization documents prior to the closing. 6 SMI, which also operates Some Music, Inc. and EAT'M (Emerging Artists & Talent in Music), is the developer and operator of a technology-driven marketing system for marketing, which it believes is applicable to any product or product-line. SMI believes it leverages the power of the Internet and longstanding successful marketing methods with the SMI Engine, a proprietary technology platform based on its "angle of vision" data distribution architecture, to drive B2C & C2C transactions and interaction. SMI's subsidiary, SpinRecords.com, the "Original Farm Label," believes it is changing the way that independent artists break into the music scene and providing established artists an alternative distribution channel. Musicians no longer have to go through middlemen or wait to be discovered by that big label. Through SpinRecords.com, artists can get their music out to a global audience of fans and reap the rewards of their talents now, while receiving an unprecedented 60% of the revenues from sales of their CDs, digital downloads and merchandise. SpinRecords.com is dedicated to providing unmatched, "artist-friendly" services utilizing the technology and proprietary distribution and marketing model of its parent company. All information concerning SMI has been provided to the Company by SMI, without independent investigation by the Company. ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K None. 7 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. June 30, 2000 ANACONDA VENTURE CORPORATION By:/s/Tim T. Chang ------------------- Tim T. Chang, President 8 -----END PRIVACY-ENHANCED MESSAGE-----