UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003
MAS ACQUISITION XIX CORP.
(Name of Small Business Issuer in its charter)
INDIANA | 000-27171 | 35-2082971 |
(State of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
2963 Gulf to Bay Blvd., Suite 265, Clearwater, Florida 33759
(Address of principal executive offices and zip code)
1710 E. Division Street, Evansville, Indiana 47711
(Former address of principal executive offices and zip code)
(727) 669-7781
Registrant's telephone number, including area code:
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 [ ]
As of March 31, 2003, the Registrant has 1,000 shares of common stock outstanding.
Transitional Small Business Disclosure Format. Yes [ ] No [X]
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MAS ACQUISITION XIX CORP.
(A DEVELOPMENT STAGE CORPORATION)
FINANCIAL STATEMENTS
NINE MONTHS ENDED
MARCH 31, 2003 AND 2002
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MAS ACQUISITION XIX CORP.
(A DEVELOPMENT STAGE CORPORATION)
TABLE OF CONTENTS
MARCH 31, 2003 AND 2002
Page(s) | |
Financial Statements: | |
Balance Sheets (unaudited) | 1 |
Statement of Operations (unaudited) | 2 |
Statement of Cash Flows (unaudited) | 3 |
Notes to Financial Statements (unaudited) | 4-6 |
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MAS Acquisition XIX Corp.
(A Development Stage Corporation)
Balance Sheets (Unaudited)
March 31, 2003 and 2002
March 31, | March 31, | |
ASSETS | ||
Organization costs, net of accumulated amortization | $ - | $ - |
Stockholders’ Equity | ||
Preferred stock, $.001 par value, 20,000,000 shares authorized, |
| - |
Common stock, $.001 par value, 8,000,000 shares authorized, |
|
|
Accumulated deficit | (111) | (111) |
TOTAL STOCKHOLDERS’ EQUITY | $ - | $ - |
See notes to the financial statements.
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MAS Acquisition XIX Corp.
(A Development Stage Corporation)
Statements of Operations (Unaudited)
For Nine Months Ended March 31, 2003 and 2002
March 31, | March 31, | |
REVENUE | $ - | $ - |
| ||
Amortization | - | - |
Total Expenses | - | - |
NET LOSS | - | - |
ACCUMULATED DEFICIT – BEGINNING OF PERIOD | 111 | 111 |
ACCUMULATED DEFICIT – END OF PERIOD | $ (111) | $ (111) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING | 1,000 | 1,000 |
BASIC AND DILUTED LOSS PER SHARE | $ - | $ - |
See notes to the financial statements.
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MAS Acquisition XIX Corp.
(A Development Stage Corporation)
Statements of Cash Flows (Unaudited)
For Nine Months Ended March 31, 2003 and 2002
March 31, | March 31, | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ - | $ - |
Adjustments to reconcile net loss to cash provided by (used in) operating | ||
Amortization | - | - |
Net cash provided by (used in) operating activities | - | - |
CASH FLOWS FROM INVESTING ACTIVITIES: | - | - |
CASH FLOWS FROM FINANCING ACTIVITIES: | - | - |
Net increase in cash and cash equivalents | - | - |
CASH – BEGINNING OF PERIOD | - | - |
CASH – END OF PERIOD | $ - | $ - |
See notes to the financial statements.
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MAS ACQUISITION XIX CORP.
(A DEVELOPMENT STAGE CORPORATION)
NOTES TO FINANCIAL STATEMENTS (Unaudited)
MARCH 31, 2003 AND 2002
NOTE 1 - Significant Accounting Policies
Organization
The Company was incorporated on January 6, 1997, in the State of Indiana. The Company is in the development stage and its intent is to locate suitable business ventures to acquire. The Company has had no significant business activity to date and has chosen June 30, as a year end.
Cash and Cash Equivalents
For the purposes of the statements of cash flows, the Company considers all highly liquid debt instruments purchased with a maturing of three months or less to be cash equivalents.
Intangible Assets
The cost of intangible assets is amortized using the straight-line method over the estimated useful economic life (five years for organization costs). They are stated at cost less accumulated amortization. The Company reviews for the impairment of long-lived assets and certain identifiable intangibles whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition is less than its carrying amount. No such impairment losses have been identified in the periods presented.
Net Loss per Share
Basic loss per share is computed by dividing the net loss for the period by the weighted average number of common shares outstanding for the period.
Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. These estimates and assumptions affect the reported amount of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were used.
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MAS ACQUISITION XIX CORP.
(A DEVELOPMENT STAGE CORPORATION)
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
MARCH 31, 2003 AND 2002
NOTE 1 - Significant Accounting Policies (cont.)
Deferred income taxes may arise from temporary differences resulting from income and expense items reported for financial reporting and tax purposes in different periods. Deferred taxes are classified as current or non-current, depending on the classifications of the assets and liabilities to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified as current or non-current depending on the periods in which the temporary differences are expected to reverse.
NOTE 2- Stockholders’ Equity
At inception the Company issued 8,500,000 shares of its $.001 par value common stock to an officer as reimbursement of organization costs paid by the officer. Fair value used for this transaction of $90 is based upon the actual cost of incorporation.
During January, 1997 the Company issued 500 shares of its $.001 par value common stock to directors as compensation valued at $1.
During March, 1997 the Company issued 7,750 shares of its common stock to foreign citizens as a gift with an aggregate fair value of $8.
During September, 1998 the Company issued 750 shares of its $.001 par value common stock to directors as compensation valued at $1.
During September, 1998 the Company issued 10,800 shares of its common stock to foreign citizens as a gift with an aggregate fair value of $11.
During October, 1999 the Company issued 100 shares of its common stock to one individual with an aggregate fair value of $0.
On March 3, 2000 the Company entered into an exchange agreement and was acquired by Pinnacle Business Management, Inc., a reporting entity on the pink sheets (PCBM). Subsequent to entering into the exchange agreement, the Company declared a reverse stock split, effectively reducing the outstanding shares to 1,000.
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MAS ACQUISITION XIX CORP.
(A DEVELOPMENT STAGE CORPORATION)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 2003 AND 2002
NOTE 3- Liquidity and Capital Resources
As of March 31, 2003 and 2002, the Company had no cash or capital reserves.
NOTE 4 - Income Taxes
There is no provision for income taxes at March 31, 2003 or 2002. The Company has a small net operating loss which expires thru 2016.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Management's discussion is based on an analysis of the financial statements for the nine months ended March 31, 2003. A comparison is made to the corresponding financial period of the prior year. The Company became a reporting entity in August 1999, and had limited operation in 1999. Pinnacle Business Management, Inc., acquired the Company on March 3, 2000. Pinnacle changed its name in 2004 to Serac, Inc., and is now defunct.
The discussion in this Report on Form 10-QSB contains forward-looking statements that have been made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current expectations, estimates and projections about the Company's business, based on management's current beliefs and assumptions made by management. Words such as "expects", "anticipates", "intends", "believes", "plans", "seeks", "estimates" and similar expressions or variations of these words are intended to identify such forward-looking statements. Additionally, statements that refer to the Company's estimated or anticipated future results, sales or marketing strategies, new product development or performance or other non-historical facts are forward-looking and reflect the Company's current perspective based on existing information. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, actual results and outcomes may differ materially from what is expressed or forecasted in any such forward-looking statements. Such risks and uncertainties include those set forth herein below under "Risk Factors That May Affect Future Results of Operations" as well as previous public filings with the Securities and Exchange Commission. The discussion of the Company's financial condition and results of operations should also be read in conjunction with the financial statements and related notes included in Item 1 of this quarterly report. The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
PAST AND FUTURE FINANCIAL CONDITION
The Company is in the development stage. It has had no significant business activity since inception. The Company's purpose is to seek, investigate, and if such investigation warrants, acquire an interest in business opportunities presented to it by persons or entities who seek the perceived advantages of an Exchange Act registered corporation. The Company has no assets or liabilities as of March 31, 2003.
RESULTS OF OPERATIONS
The Company had no revenues or expenses for the three months ended March 31, 2003.
LIQUIDITY
The Company has no capital with which to acquire a business opportunity. Management does not foresee, however, the Company incurring any significant expenses during the next twelve months. Management expects to incur small loans to provide the money necessary for operational expenses.
The owners of the business opportunities may, however, incur significant legal and accounting costs in connection with acquisition of a publicly registered company, including the costs of preparing Forms 8-K, 10-K or 10-KSB, agreements and related reports and documents.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company does not have any material risk with respect to changes in foreign currency exchange rates, commodities prices or interest rates. The Company does not believe that it has any other relevant market risk with respect to the categories intended to be discussed in this item of this Report.
ITEM 4. CONTROLS AND PROCEDURES
The Company's Chief Executive Officer and Chief Financial Officer, after evaluating the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934, as amended) as of March 31, 2003, (the "Evaluation Date"), have concluded that, as of the Evaluation Date, the Company's disclosure controls and procedures were effective to ensure the timely collection, evaluation, and disclosure of information relating to the Company that would potentially be subject to disclosure under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated under the Act. There were no significant changes in the Company's internal controls or in other factors that could significantly affect the internal controls subsequent to the Evaluation Date.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities
None
Item 3. Default Upon Senior Securities
None
Item 4. Submission of matters To a Vote of Security Holders
None
ITEM 5. OTHER INFORMATION.
The Company remains inactive. There have been no other corporate changes for the period ended March 31, 2003.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS.
EXHIBIT NUMBER | DESCRIPTION | LOCATION |
3.1 | Articles of Incorporation | Incorporated by reference to 3.1 to the Registrant's Form 10-SB Registration |
3.2 | Bylaws | Incorporated by reference to 3.2 to the Registrant's Form 10-SB Registration |
31 | Rule 15d-14(a) Certification | Attached |
32 | Rule 1350 Certification | Attached |
REPORTS ON FORM 8-K.
There were no Forms 8-K filed, and none were required to be filed, for the period ended March 31, 2003.
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.
MAS ACQUISITION XIX CORP.
Date: October 28, 2004 By: /s/ Michael Bruce Hall
Michael Bruce Hall, Chief Executive Officer,
Chief Financial Officer, and Director
