UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number: 333-5302-D
APEX MINERALS CORPORATION
(Exact name of Registrant as specified in charter)
Delaware 87-0543383
State or other jurisdiction of I.R.S. Employer I.D. No.
incorporation or organization
57 West 200 South, Suite 310, Salt Lake City, Utah 84101
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (801) 359-9309
Check whether the Issuer (1) has 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 fling requirements for the past 90 days. (1) Yes
[X] No [ ] (2) Yes [X] No [ ]
State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date: At May 1, 2001, there were
5,055,800 shares of the Registrant's Common Stock outstanding.
PART I
ITEM 1. FINANCIAL STATEMENTS
The financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been omitted. However, in
the opinion of management, all adjustments (which include only normal
recurring accruals) necessary to present fairly the financial position and
results of operations for the periods presented have been made. The results
for interim periods are not necessarily indicative of trends or of results to
be expected for the full year. These financial statements should be read in
conjunction with the financial statements and notes thereto included in the
Company's annual report on Form 10-KSB for the year ended June 30, 2000.
Apex Minerals Corporation
(a development stage company)
Balance Sheet
March 31, 2001
ASSETS
CURRENT ASSETS
Cash $ 153
--------
Total Current Assets 153
--------
TOTAL ASSETS $ 153
========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable - related party $ 15,000
--------
Total Current Liabilities 15,000
--------
STOCKHOLDERS' EQUITY
Common stock, authorized 50,000,000
shares at $.001 par value;
5,055,800 shares issued and outstanding 5,056
Capital in excess of par value 74,060
Retained deficit (accumulated during the
development stage) (93,963)
--------
Total Stockholders' Equity (14,847)
--------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 153
========
Apex Minerals Corporation
(a development stage company)
Statement of Operations
For the
Period from
For the For the July 10, 1995
Three months Nine months (Inception)
ended March 31, ended March 31, to Mar. 31,
REVENUE 2001 2000 2001 2000 2001
Consulting Revenue $ - $ - $ - $ - $ 7,250
------- ------- -------- -------- ---------
Total Revenue - - - - 7,250
------- ------- -------- -------- ---------
EXPENSES
General and Admin. Expense 346 65 1,239 654 94,070
Loss from Abandonment
of Mining Leases - - - - 12,122
------- ------- -------- -------- ---------
Total Expenses 346 65 1,239 654 106,192
------- ------- -------- -------- ---------
OTHER INCOME (EXPENSES)
Loss attributable to
minority interests - - - - 1,250
Gain on Sale of Stock - - - - 4,129
------- ------- -------- -------- ---------
- - - - 5,379
------- ------- -------- -------- ---------
Net (loss) before provision
for taxes (346) (65) (1,239) (654) (93,563)
------- ------- -------- -------- ---------
Provision for Taxes - - - - 400
------- ------- -------- -------- ---------
Net income (loss) (346) (65) (1,239) (654) (93,963)
======= ======= ======== ======== =========
Loss Per Share (.01) (.01) (.01) (.01) (.02)
------- ------- -------- -------- ---------
Average shares outstanding 5,055,800 5,055,800 5,055,800 5,055,800 4,933,023
======= ======= ======== ======== =========
Apex Minerals Corporation
(a development stage company)
Statement of Cash Flows
For the Period Ended
For the Nine For the Nine For the Period
Months Ended Months Ended From Inception
March 31, March 31, to March 31,
2001 2000 2001
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (1,239) $ (654) $ (93,963)
Items not requiring cash flow:
Amortization 48 122 17,772
Increase in accrued expenses and
accounts payable - - 15,000
Issuance of stock for services - - 3,688
Minority share of net loss - - (1,250)
Loss from abandonment of lease - - 12,122
-------- -------- ---------
Net Cash (Used) by Operating Activities (1,191) (532) (46,631)
-------- -------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for:
Mining claims - - (9,944)
Prepaid mining leases - - (18,518)
Organization costs - - (557)
Prepaid offering costs - - (3,947)
-------- -------- ---------
Net cash (used) by Investing Activities - - (32,966)
-------- -------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock - - 79,750
Loans from related parties - - -
-------- -------- ---------
Net Cash provided by Financing Activity - - 79,750
-------- -------- ---------
NET INCREASE (DECREASE) IN CASH (1,191) (532) 153
CASH AT BEGINNING OF PERIOD 1,344 1,900 -
-------- -------- ---------
CASH AT END OF PERIOD $ 153 $ 1,368 $ 153
======== ======== =========
Apex Minerals Corporation
(a development stage company)
Statement of Cash Flows (continued)
For the Period from
July 10, 1995
For the Period Ended (Inception)
March 31, to March 31,
2001 2000 2001
Supplemental Cash Flow Information
Cash paid for:
Interest $ - $ - $ -
Taxes - - 200
Non Cash Flow Information
Stock issued for:
Services $ - $ - $ 3,688
Organization costs - - 250
Mining claims - - 625
Apex Minerals Corporation
(a development stage company)
Notes to the Consolidated Financial Statements
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization Costs
Organization costs of the Company are being amortized over 60 months. Total
amortization costs for the year ended June 30, 2000 were $162.
Development Stage Company
The Company has yet to fully develop any material income from its stated
primary objective and it is classified as a development stage company. All
income, expenses, cash flows and stock transactions are reported since
inception.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Company had no revenues from operations during the fiscal year ended
June 30, 2000, or the first three quarters ended March 31, 2001, and has had
no significant revenues from operations since its inception in July 1995.
The Company intends to take advantage of any reasonable business proposal
presented which management believes will provide the Company and its
stockholders with a viable business opportunity. The investigation of
specific business opportunities and the negotiation, drafting, and execution
of relevant agreements, disclosure documents, and other instruments will
require substantial management time and attention and will require the Company
to incur substantial costs for payment of accountants, attorneys, and others.
If a decision is made not to participate in or complete the acquisition of a
specific business opportunity, the costs incurred in a related investigation
will not be recoverable. Further, even if an agreement is reached for the
participation in a specific business opportunity by way of investment or
otherwise, the failure to consummate the particular transaction may result in th
e loss to the Company of all related costs incurred. The board of directors
may authorize the Company to issue shares of its common stock as consideration
for monies advanced or services rendered on behalf of the Company.
Currently, management is not able to determine the time or resources that
will be necessary to complete the participation in or acquisition of any
future business prospect.
The Company has very limited funds with which to seek a potential
business venture. The funds necessary to locate and complete an acquisition
of a business venture may be advanced by current management. Management may
also negotiate with attorneys, accountants, and others to defer their fees
until after completion of any acquisition. The Company has no arrangement or
agreement with current management to furnish funds for the Company, or with
others to furnish services.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
APEX MINERALS CORPORATION
Date: May 1, 2001 By /s/ Howard M. Oveson, President and
Principal Financial and Accounting Officer
