10QSB 1 q605.txt QUARTERLY REPORT ON FORM 10QSB FOR THE QUARTER ENDED JUNE 30, 2005 U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File No. 333-54002 HAN LOGISTICS, INC. ------------------- (Exact name of Small Business Issuer as specified in its Charter) NEVADA 88-0435998 ------ ---------- (State or Other Jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5925 Starcrest Avenue Reno, Nevada 89523 --------------------- (Address of Principal Executive Offices) Issuer's Telephone Number: (775) 746-5156 Check whether the Registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 Not applicable. Check whether the Registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes No Not applicable. APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date: 2,000,000 June 30, 2005 PART I - FINANCIAL INFORMATION Item 1. Financial Statements. The Financial Statements of the Registrant required to be filed with this 10- QSB Quarterly Report were prepared by management, and commence on the following page, together with Related Notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant for the periods then ended. HAN LOGISTICS, INC. [A Development Stage Company] Condensed Balance Sheet - Unaudited June 30, 2005 ASSETS Current Assets: Cash in bank $ 561 -------- Total Current Assets 561 -------- Total Assets $ 561 ======== LIABILITIES AND STOCKHOLDERS' DEFICIT Liabilities: Current Liabilities: Accounts payable $ 3,145 Accounts payable-related party 22,087 Accrued interest payable-shareholders 5,560 -------- Total Current Liabilities 30,792 -------- Total Liabilities 30,792 Stockholders' Deficit: Common Stock -- 50,000,000 shares authorized having a par value of $.001 per share; 2,000,000 shares issued and outstanding 2,000 Additional Paid-in Capital 25,000 Deficit accumulated during the development stage (57,231) -------- Total Stockholders' Deficit (30,231) -------- Total Liabilities and Stockholders' Deficit $ 561 ======== Unaudited - See accompanying notes to financial statements 1 HAN LOGISTICS, INC. [A Development Stage Company] Condensed Statements of Operations - Unaudited For the three month periods ended June 30, 2005 and 2004 and for the period from Inception [July 1, 1999] through June 30, 2005 From Three Three Inception Months Months 7/1/99 Ended Ended through 6/30/05 6/30/04 6/30/05 Revenues $ 0 $ 0 $ 9,481 Revenues - Related Party 0 0 1,200 ------- ------- -------- Total Revenues 0 0 10,681 General and administrative expenses 3,658 32 61,625 ------- ------- -------- Net loss from operations (3,658) (32) (50,944) Other Income(Expense) Interest Income 1 0 1 Interest expense (552) (412) (6,287) ------- ------- -------- Total Other Income(Expense) (551) (412) (6,286) Net loss before taxes (4,209) (444) (57,230) Income taxes 0 0 0 ------- ------- -------- Net Loss $(4,209) $ (444) $(57,230) ======= ======= ======== Loss Per Share-Basic and Diluted $ (0.01) $ (0.01) $ (0.03) ======= ======= ======== Weighted Average Shares Outstanding - Basic and Diluted 2,000,000 2,000,000 2,000,000 ========= ========= ========= Unaudited - See accompanying notes to financial statements 2 HAN LOGISTICS, INC. [A Development Stage Company] Condensed Statements of Operations - Unaudited For the six month periods ended June 30, 2005 and 2004 and for the period from Inception [July 1, 1999] through June 30, 2005 From Six Six Inception Months Months 7/1/99 Ended Ended through 6/30/05 6/30/04 6/30/05 Revenues $ 0 $ 0 $ 9,481 Revenues - Related Party 0 0 1,200 ------- ------- -------- Total Revenues 0 0 10,681 General and administrative expenses 5,989 84 61,625 ------- ------- -------- Net loss from operations (5,989) (84) (50,944) Other Income(Expense) Interest Income 1 0 1 Interest expense (897) (728) (6,287) ------- ------- -------- Total Other Income(Expense) (896) (728) (6,286) Net loss before taxes (6,885) (812) (57,230) Income taxes 0 0 0 ------- ------- -------- Net Loss $(6,885) $ (812) $(57,230) ======= ======= ======== Loss Per Share-Basic and Diluted $ (0.01) $ (0.01) $ (0.03) ======= ======= ======== Weighted Average Shares Outstanding - Basic and Diluted 2,000,000 2,000,000 2,000,000 ========= ========= ========= Unaudited - See accompanying notes to financial statements 3 HAN LOGISTICS, INC. [A Development Stage Company] Condensed Statements of Cash Flows - Unaudited For the six month periods ended June 30, 2005 and 2004, and for the period from Inception [July 1, 1999] through June 30, 2005 From Six Six Inception Months Months 7/1/99 Ended Ended through 6/30/05 6/30/04 6/30/05 Cash Flows from Operating Activities Net Loss $(6,885) $ (812) $(57,230) Adjustments to reconcile net income to net cash provided by operating activities: (Increase)/decrease in accounts receivable 1,575 0 0 Increase/(decrease) in accounts payable (4,151) 0 3,144 Increase/(decrease) in interest payable 897 728 5,560 ------- ------- -------- Net Cash from Operating Activities (8,564) (84) (48,526) Cash Flows From Financing Activities Proceeds from borrowing 8,300 1,230 22,087 Proceeds from sale of stock 0 0 27,000 ------- ------- -------- Net Cash from Financing Activities 8,300 1,230 49,087 Net Increase/(Decrease) in Cash (264) 1,146 561 Beginning Cash Balance 825 28 0 ------- ------- -------- Ending Cash Balance $ 561 $ 1,174 $ 561 ======= ======= ======== Supplemental Disclosure of Cash Flow Information: Cash paid during the year for interest $ 0 $ 0 $ 0 Cash paid during the year for income taxes 0 0 0 Unaudited - See accompanying notes to financial statements 4 HAN LOGISTICS, INC. [A Development Stage Company] Condensed Notes to the Financial Statements - Unaudited June 30, 2005 Preliminary Note The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring entries) considered necessary for a fair presentation have been included. Operating results for the three and six months ended June 30, 2005, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2005. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's financial statement audit for the year ended December 31, 2004. Note 1 - Liquidity and Going Concern The Company has minimal assets, has accumulated losses through the date of these financial statements and does not anticipate generating sufficient cash flows from operations to meet the Company's cash requirements. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's ability to accomplish its business strategy and to ultimately achieve profitable operations is dependent upon its ability to obtain additional financing and execute its business plan. There can be no assurance that the Company will be able to obtain additional funding, and if available, that the Company will obtain the funding on favorable terms. Management plans include exploring several funding options and expects to raise additional capital through private placement. Ultimately, the Company will need to achieve profitable operations in order to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. 5 Item 2. Management's Discussion and Analysis or Plan of Operation. -------------------------------------------------------------------- Plan of Operation. ------------------ We propose to develop, market and deliver logistical analysis, problem-solving and other logistics services to business customers. Han Logistics is in the development stage and, to date, management has devoted substantially all of their time and effort to organizational and financing matters. Through the date hereof, we have not yet generated service revenue, and we have realized a net loss from operations. For the three months ended June 30, 2005, and June 30, 2004, we had no revenues and a net loss of ($4,209) and ($444), respectively. And for the period from inception through June 30, 2005, we had $10,681 in revenue and a net loss of ($57,230). Operating expenses for the three months ended June 30, 2005 and 2004, and the period from inception through June 30, 2005, included offering costs, representing the legal fees and expenses of our offering, of $3,658, $32 and $61,625, respectively. If our offering is successful, we expect that the offering proceeds will satisfy our cash requirements for at least the next year and that it will not be necessary, during that period, to raise additional funds to meet the expenditures required for operating our business. We will employ a marketing specialist on a per project basis and a part-time bookkeeper with $9,000 of the anticipated offering proceeds. In the event of the maximum offering, we will move our offices from the residence of our President, purchase certain computer equipment and rent certain office equipment. We do not anticipate the performance of any research and development during the next twelve months. There can be no assurance that we will achieve commercial acceptance for any of our proposed logistics services in the future; that future service revenue will materialize or be significant; that any sales will be profitable; or that we will have sufficient funds available for further development of our proposed services. The likelihood of our success will also depend upon our ability to raise additional capital from equity and/or debt financing to overcome the problems and risks described herein; to absorb the expenses and delays frequently encountered in the operation of a new business; and to succeed in the competitive environment in which we will operate. Although management intends to explore all available alternatives for equity and/or debt financing, including, but not limited to, private and public securities offerings, there can be no assurance that we will be able to generate additional capital. Our continuation as a going concern is dependent on our ability to generate sufficient cash flow to meet our obligations on a timely basis and, ultimately, to achieve profitability. Financial Condition, Capital Resources and Liquidity. ----------------------------------------------------- As of June 30, 2005, we had total cash assets of $561. We had total current liabilities of $30,792 and working capital of ($30,231) as of June 30, 2005. As of June 30, 2005, our total stockholders' deficit was ($30,231), including deficits accumulated during the development stage of ($57,231). We have presented our financial statements on the basis that we are a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time. However, we have noted that we have been in the development stage since our inception on July 1, 1999; realization of a major portion of the assets is dependent upon our ability to meet our future financing requirements; and the success of future operations is not assured. These factors raise substantial doubt about our ability to continue as a going concern. Our future success will be dependent upon our ability to provide effective and competitive logistical analysis, problem-solving and other logistics services that meet customers' changing requirements. Should Han Logistics' efforts to raise additional capital through equity and/or debt financing fail, Ms. Amee Han Lombardi, our President/Secretary/Treasurer, is expected to provide the necessary working capital so as to permit us to continue as a going concern. While Ms. Han Lombardi has the capacity to fund us at least until we receive the proceeds from our offering, she has no obligation to do so. Item 3. Controls and Procedures. As of the end of the period covered by this Quarterly Report, we carried out an evaluation, under the supervision and with the participation of our President and Secretary, of the effectiveness of our disclosure controls and procedures. Based on this evaluation, our President and Secretary concluded that our disclosure controls and procedures are effectively designed to ensure that information required to be disclosed or filed by us is recorded, processed or summarized, within the time periods specified in the rules and regulations of the Securities and Exchange Commission. It should be noted that the design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. In addition, we reviewed our internal controls over financial reporting, and there have been no changes in our internal controls or in other factors in the last fiscal quarter that has materially affected or is reasonably likely to materially affect our internal control over financial reporting. PART II - OTHER INFORMATION Item 1. Legal Proceedings. None; not applicable. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. None; not applicable. Item 3. Defaults Upon Senior Securities. None; not applicable. Item 4. Submission of Matters to a Vote of Security Holders. No matter was submitted to a vote of our Company's security holders during this quarter. Item 5. Other Information. None; not applicable. Item 6. Exhibits. 31 Certification of Amee Han Lombardi 32 302 Certification SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this Quarterly Report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: August 11, 2005 HAN LOGISTICS, INC. (Registrant) By:/s/Amee Han Lombardi ----------------------------------- Amee Han Lombardi, President/Secretary/Treasurer By:/s/Michael Vardakis ------------------------------------ Michael Vardakis Director