-----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, IpZB6fGQ1wpdrtU441XI8WliTurK+kQieKmp75bfSDhkO9W6F4ajXXua9coy8E1w DGQ8YxhUmuHSd0ShCZLsiQ== 0001199835-03-000199.txt : 20030715 0001199835-03-000199.hdr.sgml : 20030715 20030715132407 ACCESSION NUMBER: 0001199835-03-000199 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030630 FILED AS OF DATE: 20030715 FILER: COMPANY DATA: COMPANY CONFORMED NAME: A J&J PHARMA CORP CENTRAL INDEX KEY: 0001140452 STANDARD INDUSTRIAL CLASSIFICATION: [9995] IRS NUMBER: 861024812 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-32767 FILM NUMBER: 03786815 BUSINESS ADDRESS: STREET 1: 8776 EASH SHEA STREET 2: #B3A323 CITY: SCOTTSDALE STATE: AZ ZIP: 85260 BUSINESS PHONE: 4806029262 MAIL ADDRESS: STREET 1: 8776 EASH SHEA STREET 2: #B3A323 CITY: SCOTTSDALE STATE: AZ ZIP: 85260 FORMER COMPANY: FORMER CONFORMED NAME: NORICOM INC DATE OF NAME CHANGE: 20010510 10QSB 1 tenqsb.txt AJ&J PHARMA QUARTER ENDED 06-30-2003 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, 2003 [ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ______________ to ______________ Commission file number: 000-32767 AJ & J PHARMA CORPORATION -------------------------------------- (Exact name of small business issuer as specified in its charter) NEVADA 86-1024812 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 8776 East Shea, Suite B3A323, Scottsdale, AZ 85260 ------------------------------------------ (Address of principal executive office) (Zip Code) 602-821-6492 --------------------- (Issuer's telephone number) 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 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 XX No ---- ---- The number of outstanding shares of the issuer's common stock, $0.001 par value, as of June 30, 2003 was 1,000,000. 1 AJ&J PHARMA CORPORATION (A DEVELOPMENT STAGE COMPANY) TABLE OF CONTENTS Part I Financial Information Page Item 1. Financial Statements: Condensed Balance Sheets June 30, 2003 (unaudited) and December 31, 2002 ...................... 3 Unaudited Condensed Statements of Operations for the three and six months ended June 30, 2003 and 2002, and cummulative from inception on July 16,1998 through June 30, 2003 ................. 4 Unaudited Condensed Statements of Cash Flows for the three and six months ended June 30, 2003 and 2002, and cummulative from inception on July 16,1998 through June 30, 2003 ................. 5 Statement of Changes in Stockholders' equity for the period from July 16,1998 to June 30, 2003 (unaudited) ............................ 6 Notes to Financial Statements (unaudited) ........................... 7 Item 2. Plan of operation .................................................... 7 Part II Other Information Item 1. Legal Proceedings .................................................... 7 Item 2. Changes in Securities ................................................ 7 Item 6. Exhibits and Reports on Form 8-K ..................................... 7 Signatures ................................................................... 7 2 AJ&J PHARMA CORPORATION (A DEVELOPMENT STAGE COMPANY) CONDENSED BALANCE SHEETS June 30, December 31, 2003 2002 ------------- ------------ (unaudited) ASSETS -------- ASSETS $ - $ - ============= ============ LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) --------------------------------------------- CURRENT LIABILITIES Accounts payable, Officers $ 17,610 $ 15,575 ------------- ------------ Total Current Liabilities 17,610 15,575 ------------- ------------ COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY (DEFICIT) Common stock, par value $.001, 25,000,000 shares authorized, 1,000,000 issued and outstanding 1,000 1,000 Paid in capital 1,800 1,800 (Deficit) accumulated during the development stage (20,410) (18,375) ------------- ------------ Total Stockholders' Equity (Deficit) (17,610) (15,575) ------------- ------------ $ - $ - ============= ============ The accompanying notes are an integral part of these financial statements 3 AJ&J PHARMA CORPORATION (A DEVELOPMENT STAGE COMPANY) CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
Cummulative from July 16, 1998 Three Months Ended Six Months Ended (Inception) March 31, June 30, to 2003 2002 2003 2002 June 30, 2003 ----------------------------------------------------------- REVENUES $ - $ - $ - $ - $ - ---------- ---------- ---------- ---------- --------------- EXPENSES General and administrative 875 875 2,035 2,585 20,410 ---------- ---------- ---------- ---------- --------------- Total expenses 875 875 2,035 2,585 20,410 ---------- ---------- ---------- ---------- --------------- NET (LOSS) $ (875) $ (875) $ (2,035) $ (2,585) $ (20,410) ========== ========== ========== ========== =============== NET (LOSS) PER SHARE * * * * ========== ========== ========== ========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 1,000,000 1,000,000 1,000,000 1,000,000 ========== ========== ========== ==========
* less than $.01 per share The accompanying notes are an integral part of these financial statements 4 AJ&J PHARMA CORPORATION (A DEVELOPMENT STAGE COMPANY) CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Cummulative from July 16, 1998 Six Months Ended (Inception) June 30, to 2003 2002 June 30, 2003 ---------- ---------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES OPERATING ACTIVITIES Net (loss) from operations $ (2,035) $ (2,585) $ (20,410) ---------- ---------- -------------- NET CASH (USED BY) OPERATING ACTIVITIES (2,035) (2,585) (20,410) ---------- ---------- -------------- FINANCING ACTIVITIES Shareholder advances 2,035 2,585 17,610 Proceeds from sale of common stock 2,800 ---------- ---------- -------------- NET CASH PROVIDED BY FINANCING ACTIVITIES 2,035 2,585 20,410 ---------- ---------- -------------- NET INCREASE IN CASH - - - CASH, BEGINNING OF PERIOD - - - ---------- ---------- -------------- CASH, END OF PERIOD $ - $ - $ - ========== ========== ==============
The accompanying notes are an integral part of these financial statements 5 AJ&J PHARMA CORPORATON ( a Development Stage Company) STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
(Deficit) Accumulated During the Common Stock Pain-in Development Shares Amount Capital Stage Total ---------------------- ---------- ---------- ---------- Balances, at inception - $ - $ - $ - $ - July 16, 1998: Proceeds from sale of common stock at $.01 per share 200,000 200 1,800 2,000 Proceeds from sale of common stock at par value $.001 800,000 800 800 Net (loss) for the period (2,385) (2,385) ----------- ---------- ---------- ---------- ---------- Balances, December 31, 1998 1,000,000 1,000 1,800 (2,385) 415 Net (loss) for the year (2,985) (2,985) ----------- ---------- ---------- ---------- ---------- Balances, December 31, 1999 1,000,000 1,000 1,800 (5,370) (2,570) Net (loss) for the year (2,985) (2,985) ----------- ---------- ---------- ---------- ---------- Balances, December 31, 2000 1,000,000 1,000 1,800 (8,355) (5,555) Net (loss) for the year (5,685) (5,685) ----------- ---------- ---------- ---------- ---------- Balances, December 31, 2001 1,000,000 1,000 1,800 (14,040) (11,240) Net (loss) for the year (4,335) (4,335) ----------- ---------- ---------- ---------- ---------- Balances, December 31, 2002 1,000,000 1,000 1,800 (18,375) (15,575) (unaudited) Net (loss) for the quarter (1,160) (1,160) ----------- ---------- ---------- ---------- ---------- Balances, March 31, 2003 (unaudited) 1,000,000 1,000 1,800 (19,535) (16,735) Net (loss) for the quarter (875) (875) ----------- ---------- ---------- ---------- ---------- Balances, June 30, 2003 (unaudited) 1,000,000 $ 1,000 $ 1,800 $ (20,410) $ (17,610) =========== ========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements 6 Note 1. BASIS OF PRESENTATION In the opinion of management, the accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company's financial position as of June 30, 2003 and the results of its operations and cash flows for the three and six months ended June 30, 2003 and 2002 have been made. Operating results for the three months ended June 30, 2003 are not necessarily indicative of the results that may be expected for the year ended December 31, 2003. These condensed financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company's Form 10-KSB for the year ended December 31, 2002. ITEM 2. PLAN OF OPERATION For the near term, the Company continues to seek merger and/or acquisition candidates. It has had no operations since inception and is financially dependent on its shareholders, who have financed its existence to date. Management of the Company believes that its shareholders will continue to provide the finances the Company requires, without the need to raise additional capital. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 99.1 Certificate of CEO/CFO as Required by Rule 13a-14(a)/15d-14 99.2 Certificate of CEO/CFO as Required by Rule Rule 13a-14(b) and Rule 15d-14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code 99.3 CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 99.4 CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (b) Reports on Form 8-K None SIGNATURE In accordance with Section 12 of the Securities Exchange Act of 1934, the registrant caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized. AJ&J PHARMA CORPORATON (Registrant) Date: July 11, 2003 By:/s/Kevin Ericksteen - ---------------------- Kevin Ericksteen President and Director 7 EXHIBIT 99.1 CERTIFICATION I, Kevin Ericksteen, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of AJ&J Pharma Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: July 11, 2003 /s/ Kevin Ericksteen - ------------------------ By: Kevin Ericksteen, CEO 8 EXHIBIT 99.2 CERTIFICATION I, Kevin Ericksteen, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of AJ&J Pharma Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: July 11, 2003 /s/ Kevin Ericksteen - ------------------------- By: Kevin Ericksteen, CFO 9 EXHIBIT 99.3 CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of AJ&J Pharma Corporation (the "Company") on Form 10-QSB for the period ended June 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Kevin Ericksteen, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Kevin Ericksteen --------------------------- Date: July 11, 2003 Kevin Ericksteen Chief Financial Officer 10 EXHIBIT 99.4 CERTIFICATION PURSUANT TO 18 U.S.C. 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Quarterly Report of AJ&J Pharma Corporation (the "Company") on Form 10-QSB for the period ended June 30, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Kevin Ericksteen, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. /s/ Kevin Ericksteen -------------------------- Date: July 11, 2003 Kevin Ericksteen Chief Executive Officer 11 -----END PRIVACY-ENHANCED MESSAGE-----