| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| (Mark One) | |
| [X] | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES |
| EXCHANGE ACT OF 1934 | |
| For the quarterly period ended March 31, 2001 | |
| [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT | |
| For the transition period from ____________ to ____________ | |
| 001-15665 | |
| (Commission file number) | |
| e-CHANNELS CORPORATION | |
| (Exact name of small business issuer as specified in its charter) | |
| Nevada | 88-0389393 |
| (State or other jurisdiction | (IRS Employer |
| of incorporation or organization) | Identification No.) |
| 290 Elgar Suite 111, Ile des Soeurs, Quebec H3E 1C9, Canada | |
| (Address of principal executive offices) | |
| (514) 766-9313 | |
| (Issuer's telephone number) | |
(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 [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of common equity. As of March 31, 2001 - 17,140,000 shares of Common Stock
Transitional Small Business Disclosure Format (check one): Yes [X] No [ ]
| Index | |||
| Page | |||
| Number | |||
| PART I. | FINANCIAL INFORMATION | ||
| Item 1. | Financial Statements | ||
| Balance Sheet as of March 31, 2001 | 2 | ||
| Statement of Operations | 3 | ||
| Statement of Cash Flows | 4 | ||
| Supplemental Schedules to Statement of Cash Flows | 5 | ||
| Notes to Financial Statements | 6 | ||
| Item 2. | Management's Discussion and Analysis of Financial Condition | ||
| and Plan of Operations | 7 | ||
| Part II. | OTHER INFORMATION | ||
| Item 1. | Legal Proceedings | 9 | |
| Item 2. | Change in Securities and Use of Proceeds | 9 | |
| Item 3. | Defaults Upon Senior Securities | 9 | |
| Item 4. | Submission of Matters to a Vote of Security Holders | 9 | |
| Item 5. | Other Information | 9 | |
| Item 6. | Exhibits and Reports on Form 8-K | 9 | |
| SIGNATURES | 9 | ||
| Part III. | EXHIBITS | ||
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
| e-Channels Corporation |
| ( formerly, Make It Happen Management) |
| (A Development Stage Company) |
BALANCE SHEETS
| March 31, 2001 | ||
| (unaudited) | ||
| Assets | ||
| Current Assets | ||
| Cash and cash equivalents | $ | - |
| Loan receivable - affiliate | 295 | |
| Total Assets | $ 295 | |
| Liabilities and Stockholders' Equity (Deficit) | ||
| Current Liabilities | ||
| Trade payables | $ | - |
| Officer's compensation payable | 60,000 | |
| Total Current Liabilities | $ 60,000 | |
| Minority Interest in Consolidated Subsidiary | - | |
| Stockholders'Equity (Deficit) | ||
| Common Stock, par value $.01 per share, | ||
| authorized 50,000,000 issued outstanding | ||
| 17,140.000 shares as of March 31, 2001 | 17,140 | |
| Additional paid-in capital | 147,260 | |
| Deficit accumulated during the development stage | 224,105) | |
| Total Stockholders' Equity (Deficit) | (59,705) | |
| Total Liabilities and Stockholders' Equity | $ 295 | |
The accompanying notes are an integral part of the financial statements.
| e-Channels Corporation |
| ( formerly, Make It Happen Management) |
| (A Development Stage Company) |
STATEMENTS OF OPERATIONS
| From Inception | ||||||
| (March 23, 1998) | ||||||
| For the Three Months Ended | Through | |||||
| March 31, 2000 | March 31, 2001 | March 31, 2001 | ||||
| Income | $ | - | $ | - | $ | - |
| Operating expenses | (4,187) | (175) | (224,105) | |||
| Net Loss | $ (4,187) | $ (175) | $ (224,105) | |||
| Basic loss per share: | ||||||
| Loss from operation | $ n/a | $ n/a | ||||
| Basic weighted average shares outstanding | 16,640,000 | 17,140,000 | ||||
The accompanying notes are an integral part of the financial statements
| e-Channels Corporation ( formerly, Make It Happen Management) |
| (A Development Stage Company) |
STATEMENTS OF CASH FLOWS
| From Inception | ||||||
| (March 23, 1998) | ||||||
| For the Six Months Ended | Through | |||||
| March 31, 2000 | March 31, 2001 | March 31, 2001 | ||||
| Cash Flows from Operating Activities | ||||||
| Net loss | $ | (4,187) | $ | (175) | $ | (224,105) |
| Adjustments to reconcile net loss to | ||||||
| net cash used in operating activities: | ||||||
| Consulting services | - | - | 13,000 | |||
| Officer's compensation | - | - | 60,000 | |||
| Offering costs charged to operations | 1,500 | - | - | |||
| Increase (Decrease) in accounts payable | 2,253 | - | - | |||
| Net cash used in operating activities | (434) | (175) | (151,105) | |||
| Cash Flows from Finance Activities | ||||||
| Gross proceeds from private offerings | - | - | 150,400 | |||
| Deferred offering costs | - | - | - | |||
| Loans from affiliates | (295) | - | 11,000 | |||
| Repayments to affiliates | - | - | (10,000) | |||
| Loans to affiliates | - | - | (32,295) | |||
| Repayments from affiliate | - | - | 32,000 | |||
| Net cash provided by (used in) | ||||||
| financing activities | (295) | - | 151,105 | |||
| Net increase (decrease) in | ||||||
| cash and cash equivalents | $ | (729) | $ | (175) | $ | - |
| Cash and cash equivalents - | ||||||
| beginning of period | 12,568 | 175 | - | |||
The accompanying notes are an integral part of the financial statements
| e-Channels Corporation |
| ( formerly, Make It Happen Management) |
| (A Development Stage Company) |
STATEMENTS OF CASH FLOWS
SUPPLEMENTAL SCHEDULES TO STATEMENT OF CASH FLOWS
| From Inception | ||||
| (March 23, 1998) | ||||
| For the Three Months Ended | Through | |||
| March 31,2000 | March 31, 2001 | March 31, 2001 | ||
| Cash Paid During Year For: | ||||
| Income Taxes | $ - | $ - | $ - | |
| Interest | $ - | $ - | $ - | |
The accompanying notes are an integral part of the financial statements.
| e-Channels Corporation |
| ( formerly, Make It Happen Management) |
| (a Development Stage Company) |
Note 1 - In the opinion of the Company’s management, the accompanying unaudited financial statements contain all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position of the Company as of March 31, 2001, and the results of operations and cash flows for the three month periods ended March 31, 2001 and 2000, and for the period from the Company’s inception (March 23, 1998) through March 31, 2001. The operating results of the Company on a semi-annual basis may not be indicative of operating results for the full year.
e-CHANNELS CORPORATION
Item 2. Management's Discussion and Analysis of Financial Condition and Plan of Operations
This statement includes projections of future results and “forward looking statements” as that term is defined in Section 27A of the Securities Act of 1933 as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934 as amended (the “Exchange Act”). All statements that are included in this Quarterly Report, other than statements of historical fact, are forward looking statements. Although management believes that the expectations reflected in these forward looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct.
Financial Summary
| Results of Operations for the Three-Months Ended March 31, 2000 |
| The majority of the net loss of $4,187 comprises of accounting fees $2,259, stock transfer fees of |
| $828, and printing and reproduction of $731 |
| Results of Operations for the Three-Months Ended March 31, 2001 |
| Bank charges were $24 and $151 for bookkeeping |
| Liquidity and Capital Resources |
| For the three-months ended March 30, 2000. |
| During the Three-month period March 31, 2001, the Company’s cash position decreased |
| by $729. The Company used $434 in its operations and advanced $295 to an affiliate. |
| For the three-months ended March 31, 2001. |
| During the three-month period March 31, 2001, the Company’s cash position decreased |
| by $175, all used in the Company’s operations. |
Management Plan of Operations
The Company is finalizing a Stock Exchange Agreement with e-Channels Corporation, a Canadian Corporation, whereby e-Channels, a Nevada Corporation would be the surviving entity. If and when this business combination is completed, e-Channels Corporation, a Nevada Corporation, will undertake the business plan and purposes of e-Channels Canada.
The Company’s mission is to have e-Channels become a leading multimedia sports and entertainment publishing and marketing company providing niche-type content access to narrow band and broadband internet users via a network of owned and operated branded sites that are part of the e-Channels network.
e-Channels rights will also be marketed, and the Company will also provide content, to various web sites and more traditional content distributors or carriers.
The Company wishes to provide its various clients with unique and exclusive contents. Its primary focus, its core business, is to procure and market proprietary rights including digital rights. The Company acquires long term rights from sports and entertainment proprietary rights holders, athletes, artists, celebrities, authors, composers, producers, leagues, alumnus, associations, event producers and the likes.
In the event the merger is not completed management will review and revise its plan of operations accordingly.
The company would need to raise additional funds in order to proceed with any revised plan of operations. These funds would likely be raised through additional private placements or other financial arrangements including debt or equity. There is no assurance that such additional financing will be available when required in order to proceed with the business plan or that the Company’s ability to respond to competition or changes in the market place or to exploit opportunities will not be limited by lack of available capital.
e-CHANNELS CORPORATION
| Part II. | OTHER INFORMATION |
| Item 1. | Legal Proceedings |
| None | |
| Item 2. | Change in Securities and Use of Proceeds |
| None | |
| Item 3. | Defaults Upon Senior Securities |
| None | |
| Item 4. | Submission of Matters to a Vote of Security Holders |
| Not applicable | |
| Item 5. | Other Information |
| Not applicable |
Item 6. Exhibits and Reports on Form 8-K
Reports on Form 8-K
On September 6, 2000, the Company Filed a Form 8-K with the United States Securities and Exchange Commission. The Company reported this filing in its 10QSB filing for the period ending June 30, 2000
No other filing were made as of the date of this filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
e-CHANNELS CORPORATION
| By: /s/ Serge Trudeau |
| Serge Trudeau |
| President |
Date: May 21, 2001
