-----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, BWdyA1RI1NiV3O7sm4pBgoNhDhWpcx8KtrpW2K4g23fcVJUy83jG77jem7TIf5rz FfYhNdUzZOc0OLyqsRXx9w== 0001010549-00-000688.txt : 20001207 0001010549-00-000688.hdr.sgml : 20001207 ACCESSION NUMBER: 0001010549-00-000688 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20001206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOULDER BREWING CO CENTRAL INDEX KEY: 0000721693 STANDARD INDUSTRIAL CLASSIFICATION: MALT BEVERAGES [2082] IRS NUMBER: 840820212 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-12536 FILM NUMBER: 783960 BUSINESS ADDRESS: STREET 1: 211 W WALL CITY: MIDLAND STATE: TX ZIP: 79701 BUSINESS PHONE: 8003514515 MAIL ADDRESS: STREET 1: 211 W WALL CITY: MIDLAND STATE: TX ZIP: 79701 10QSB 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-QSB - -------------------------------------------------------------------------------- (Mark one) XX 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 EXCHANGE ACT - ---------- OF 1934 For the transition period from ____________ to ___________ - -------------------------------------------------------------------------------- Commission File Number: 0-12536 ------- Boulder Brewing Company (Exact name of small business issuer as specified in its charter) Colorado 84-0820212 - ---------------------------- ---------------------------- (State of incorporation) (IRS Employer ID Number) 211 West Wall Street, Midland, TX 70701-4556 -------------------------------------------- (Address of principal executive offices) (800) 351-4515 -------------- (Issuer's telephone number) 2880 Wilderness Place, Boulder, CO 80301 ---------------------------------------- (Former name, former address and former fiscal year, if changed since last report) - -------------------------------------------------------------------------------- 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 NO X --- --- State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable date: November 29, 2000: 118,953,529 ------------------------------ Transitional Small Business Disclosure Format (check one): YES NO X --- --- Boulder Brewing Company Form 10-QSB for the Quarter ended June 30, 2000 Table of Contents Page ---- Part I - Financial Information Item 1 Financial Statements 3 Item 2 Management's Discussion and Analysis or Plan of Operation 9 Part II - Other Information Item 1 Legal Proceedings 10 Item 2 Changes in Securities 10 Item 3 Defaults Upon Senior Securities 10 Item 4 Submission of Matters to a Vote of Security Holders 10 Item 5 Other Information 10 Item 6 Exhibits and Reports on Form 8-K 10 Signatures 10 2 S. W. HATFIELD, CPA certified public accountants Member: American Institute of Certified Public Accountants SEC Practice Section Information Technology Section Texas Society of Certified Public Accountants Item 1 - Part 1 - Financial Statements Accountant's Review Report -------------------------- Board of Directors and Shareholders Boulder Brewing Company We have reviewed the accompanying balance sheets of Boulder Brewing Company (a Colorado corporation) as of June 30, 2000 and 1999 and the accompanying statements of operations and comprehensive income for the six and three months ended June 30, 2000 and 1999 and the accompanying statement of cash flows for the six months ended June 30, 2000 and 1999. These financial statements are prepared in accordance with the instructions for Form 10-QSB, as issued by the U. S. Securities and Exchange Commission, and are the sole responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression on an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with generally accepted accounting principles. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note A to the financial statements, the Company has no viable operations or significant assets and is dependent upon significant shareholders to provide sufficient working capital to maintain the integrity of the corporate entity. These circumstances create substantial doubt about the Company's ability to continue as a going concern and are discussed in Note A. The financial statements do not contain any adjustments that might result from the outcome of these uncertainties. S. W. HATFIELD, CPA Dallas, Texas November 29, 2000 Use our past to assist your future sm P. O. Box 820395 9002 Green Oaks Circle, 2nd Floor Dallas, Texas 75382-0395 Dallas, Texas 75243-7212 214-342-9635 (voice) (fax) 214-342-9601 800-244-0639 SWHCPA@aol.com 3
Boulder Brewing Company Balance Sheets June 30, 2000 and 1999 (Unaudited) 2000 1999 ----------- ----------- Assets ------ Assets Cash on hand and in bank $ -- $ -- ----------- ----------- Total Assets $ -- $ -- =========== =========== Liabilities and Shareholders' Equity ------------------------------------ Liabilities Accounts payable - trade $ 116,740 $ 116,233 ----------- ----------- Total liabilities 116,740 116,233 ----------- ----------- Commitments and contingencies Shareholders' Equity Preferred stock - $0.001 par value 30,000,000 shares authorized None issued and outstanding Common stock - $0.001 par value 160,000,000 shares authorized 118,953,529 shares issued and outstanding, respectively 118,953 118,953 Additional paid-in capital 2,784,953 2,784,953 Accumulated deficit (3,020,646) (3,020,139) ----------- ----------- Total shareholders' equity (116,740) (116,233) ----------- ----------- Total Liabilities and Shareholders' Equity $ -- $ -- =========== ===========
The financial information presented herein has been prepared by management without audit by independent certified public accountants. See Accountant's Review Report. The accompanying notes are an integral part of these financial statements. 4
Boulder Brewing Company Statements of Operations and Comprehensive Income Six and Three months ended June 30, 2000 and 1999 (Unaudited) Six months Six months Three months Three months ended ended ended ended June 30, June 30, June 30, June 30, 2000 1999 2000 1999 ------------ ------------- ------------ ------------ Revenues $ -- $ -- $ -- $ -- ------------ ------------- ------------ ------------ Expenses General and administrative expenses -- 3,141 -- 1,527 ------------ ------------- ------------ ------------ Net Loss -- (3,141) -- (1,527) Other Comprehensive Income -- -- -- -- ------------ ------------- ------------ ------------ Comprehensive Income $ -- $ (3,141) $ -- $ (1,527) ------------ ------------- ------------ ------------ Loss per weighted-average share of common stock outstanding, computed on Net Loss - basic and fully diluted nil nil nil nil ============ ============= ============ ============ Weighted-average number of shares of common stock outstanding 118,953,529 118,953,529 118,953,529 118,953,529 ============ ============= ============ ============
The financial information presented herein has been prepared by management without audit by independent certified public accountants. See Accountant's Review Report. The accompanying notes are an integral part of these financial statements. 5
Boulder Brewing Company Statements of Cash Flows Six months ended June 30, 2000 and 1999 (Unaudited) Six months Six months ended ended June 30, June 30, 2000 1999 ---------- ---------- Cash Flows from Operating Activities Net Loss $ -- $ (3,141) Adjustments to reconcile net income to net cash provided by operating activities Increase in Accounts payable - trade -- 3,141 ---------- ---------- Net cash used in operating activities -- -- ---------- ---------- Cash Flows from Investing Activities -- -- ---------- ---------- Cash Flows from Financing Activities -- -- ---------- ---------- Increase (Decrease) in Cash and Cash Equivalents -- -- Cash and cash equivalents at beginning of period -- -- ---------- ---------- Cash and cash equivalents at end of period $ -- $ -- ========== ========== Supplemental Disclosures of Interest and Income Taxes Paid Interest paid during the period $ -- $ -- ========== ========== Income taxes paid (refunded) $ -- $ -- ========== ==========
The financial information presented herein has been prepared by management without audit by independent certified public accountants. See Accountant's Review Report. The accompanying notes are an integral part of these financial statements. 6 Boulder Brewing Company Notes to Financial Statements Note A - Organization and Description of Business Boulder Brewing Company (Company) was incorporated under the laws of the State of Colorado in 1980. The Company was the successor to a general partnership formed in 1979. From the initial inception of the original partnership through 1990, the Company was in the business of operating a microbrewery (generally defined as a brewery which produces less than 15,000 barrels per year) in Boulder, Colorado. During 1990, as a result of various debt defaults, the Company's assets were foreclosed upon and the Company ceased all business operations. The Company has effectively had no operations, assets or liabilities since its fiscal year ended December 31, 1990. Accordingly, the Company is dependent upon management and/or significant shareholders to provide sufficient working capital to preserve the integrity of the corporate entity at this time. It is the intent of management and significant shareholders to provide sufficient working capital necessary to support and preserve the integrity of the corporate entity. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Note B - Summary of Significant Accounting Policies 1. Cash and cash equivalents ------------------------- For Statement of Cash Flows purposes, the Company considers all cash on hand and in banks, including accounts in book overdraft positions, certificates of deposit and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents. 2. Income Taxes ------------ The Company uses the asset and liability method of accounting for income taxes. At June 30, 2000 and 1999, respectively, the deferred tax asset and deferred tax liability accounts, as recorded when material to the financial statements, are entirely the result of temporary differences. Temporary differences represent differences in the recognition of assets and liabilities for tax and financial reporting purposes, primarily accumulated depreciation and amortization, allowance for doubtful accounts and vacation accruals. As of June 30, 2000 and 1999, the deferred tax asset related to the Company's net operating loss carryforward is fully reserved. Due to the provisions of Internal Revenue Code Section 338, the Company may have no net operating loss carryforwards available to offset financial statement or tax return taxable income in future periods as a result of a change in control involving 50 percentage points or more of the issued and outstanding securities of the Company. 7 Boulder Brewing Company Notes to Financial Statements - Continued Note B - Summary of Significant Accounting Policies - Continued 3. Income (Loss) per share ----------------------- Basic earnings (loss) per share is computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. As of June 30, 2000 and 1999, respectively, the Company has no outstanding stock warrants, options or convertible securities which could be considered as dilutive for purposes of the loss per share calculation. (Remainder of this page left blank intentionally) 8 Part I - Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations (1) 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 and uncertainties noted. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated, expected or intended. In each instance, forward-looking information should be considered in light of the accompanying meaningful cautionary statements herein. (2) Results of Operations, Liquidity and Capital Resources As of the date of this filing, the Company has no operations, assets or liabilities. Accordingly, the Company is dependent upon management and/or significant shareholders to provide sufficient working capital to preserve the integrity of the corporate entity at this time. It is the intent of management and significant shareholders to provide sufficient working capital necessary to support and preserve the integrity of the corporate entity. The Company is currently seeking a suitable merger or acquisition candidate. (3) Year 2000 Considerations The Year 2000 (Y2K) date change is believed to affect virtually all computers and organizations. The Company has undertaken a comprehensive review of its information systems, including personal computers, software and peripheral devices, and its general communications systems. The Company has no direct electronic links with any customer or supplier. In addition, the Company has held discussions with certain of its software suppliers with respect to the Y2K date change. The Company has completed its detailed review, as a preliminary assessment and the Company believes, as of the date of this filing, that it will not be required to modify or replace significant portions of its computer hardware or software and any such modifications or replacements are, or will be, readily available. The Company has no known direct Y2K exposures and anticipates that any costs associated with the Y2K date change compliance to have a material effect on its financial position or its results of operations. There can be no assurance until January 1, 2000, however, that all of the Company's systems, and the systems of its suppliers, shippers, customers or other external business partners will function adequately. (Remainder of this page left blank intentionally) 9 Part II - Other Information Item 1 - Legal Proceedings None Item 2 - Changes in Securities None Item 3 - Defaults on Senior Securities None Item 4 - Submission of Matters to a Vote of Security Holders The Company has held no regularly scheduled, called or special meetings of shareholders during the reporting period. Item 5 - Other Information None Item 6 - Exhibits and Reports on Form 8-K Exhibit 27 - Financial Data Schedule Reports on Form 8-K - 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. Boulder Brewing Company November 29 , 2000 /s/ Glenn A. Little. -------- -------------------------------- Glenn A. Little President and Director 10 EX-27 2 0002.txt FDS
5 0000721693 Boulder Brewing Company 1 US Dollars 3-MOS DEC-31-2000 JAN-01-2000 JUN-30-2000 1 0 0 0 0 0 0 0 0 0 116740 0 0 0 118953 (235693) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0.00 0.00
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