UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-QSB/A
(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, 2005
| [ ] | TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ____________ to _____________
Commission file number: 0-27565
Abazias, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 0-23532 | 65-0636277 |
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(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
5214 SW 91st Terrace Suite AGainesville, FL 32608
(Address of principal executive offices) (Zip Code)
352-264-9940
(Registrant’s telephone number)
HUNNO TECHNOLOGIES INC
(Former Name)
2700 North 29th Avenue, Suite 305, Hollywood, FL 33020
(Former Address of principal executive offices) (Zip Code)
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 report(s), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Applicable only to corporate issuers:
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: Common Stock, $.001 par value 75,637,109 shares outstanding as of March 31, 2005.
Transitional Small Business Disclosure Format: Yes [ ] No [X]
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PART I.
Item 1. FINANCIAL INFORMATION
ABAZIAS, INC.
BALANCE SHEET
March 31, 2005
(unaudited)
| |
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ASSETS | | | | | |
Current assets | | |
Accounts receivable | | | $ | 82,340 | |
Inventory | | | | 14,234 | |
|
| |
Total current assets | | | | 96,574 | |
Property & equipment, net of accumulated | | |
depreciation of $2,645 | | | | 4,081 | |
|
| |
TOTAL ASSETS | | | $ | 100,655 | |
|
| |
LIABILITIES AND STOCKHOLDERS' DEFICIT | | |
Current Liabilities | | |
Bank overdraft | | | $ | 20,401 | |
Accounts payable | | | | 91,375 | |
Note payable | | | | 8,000 | |
Loans from stockholders | | | | 78,235 | |
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| |
Total Current Liabilities | | | | 198,011 | |
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| |
Commitments and Contingencies | | | | -- | |
Stockholders' Deficit | | |
Common stock, $.001 par value, 150,000,000 shares | | |
authorized, 75,637,109 issued and outstanding | | | | 75,637 | |
Additional paid-in capital | | | | 3,101,832 | |
Accumulated deficit | | | | (3,274,825 | ) |
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| |
Total Stockholders' Deficit | | | | (97,356 | ) |
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TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | | | $ | 100,655 | |
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ABAZIAS, INC.
STATEMENTS OF OPERATIONS
Three Months Ended March 31, 2005 and 2004
(unaudited)
| 2005
| 2004
|
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Sales | | | $ | 413,588 | | $ | 528,926 | |
Cost of sales | | | | 347,443 | | | 488,428 | |
|
| |
| |
Gross profit | | | | 66,145 | | | 40,498 | |
General and administrative | | | | 91,790 | | | 834,269 | |
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| |
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Net operating loss | | | | (25,645 | ) | | (793,771 | ) |
Interest expense | | | | (1,725 | ) | | (1,090 | ) |
|
| |
| |
Net Loss | | | $ | (27,370 | ) | $ | (794,861 | ) |
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| |
| |
Basic and diluted loss per share | | | $ | (0.00 | ) | $ | (0.01 | ) |
Weighted average shares outstanding | | | | 75,588,865 | | | 72,560,492 | |
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ABAZIAS, INC
STATEMENTS OF CASH FLOW
Three Months Ended March 31, 2005 and 2004(unaudited)
| 2005
| 2004
|
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Cash Flows From Operating Activities | | | | | | | | |
Net loss | | | $ | (27,370 | ) | $ | (794,861 | ) |
Adjustments to reconcile net loss to net cash | | |
used in operating activities: | | |
Common stock issued for services | | | | 16,700 | | | 780,000 | |
Imputed interest on stockholder loans | | | | 1,725 | | | 1,090 | |
Depreciation | | | | 240 | | | 240 | |
Changes in: | | |
Accounts receivable | | | | (7,840 | ) | | (20,810 | ) |
Bank overdraft | | | | 20,401 | | | -- | |
Accounts payable | | | | (64,588 | ) | | 34,041 | |
Accrued expenses | | | | -- | | | -- | |
|
| |
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Net Cash Used In Operating Activities | | | | (60,732 | ) | | (300 | ) |
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| |
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Cash Flows From Financing Activities | | |
Proceeds from stockholder loan | | | | -- | | | 300 | |
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Net Cash Provided By Financing Activities | | | | -- | | | 300 | |
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| |
| |
Net change in cash | | | | (60,732 | ) | | -- | |
Cash at beginning of period | | | | 60,732 | | | -- | |
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Cash at end of period | | |
| | | $ | -- | | $ | -- | |
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ABAZIAS, INC.
NOTES TO FINANCIAL STATEMENTS
(unaudited)
NOTE 1 — SUMMARY OF ACCOUNTING POLICIES
The accompanying unaudited interim financial statements of Abazias, Inc., a Delaware corporation (“Abazias”), have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Abazias’ latest Annual Report filed with the SEC on Form 10-KSB. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year, 2004, as reported in Form 10-KSB, have been omitted.
NOTE 2 — COMMON STOCK
In January 2005, Abazias issued 167,000 shares of common stock to a public relations firm for services valued at $16,700.
NOTE 3 – SUBSEQUENT EVENTS
On April 4, 2005, Abazias issued 650,000 shares of common stock to a financial advisor for services valued of $48,750. Abazias also granted the financial advisor two-year options to acquire a total of 2,000,000 shares of common stock at an exercise price of $.10 per share. The fair value of the options was $92,850 and they vest immediately.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
Some of the statements contained in this Form 10-KSB that are not historical facts are “forward-looking statements” which can be identified by the use of terminology such as “estimates,” “projects,” “plans,” “believes,” “expects,” “anticipates,” “intends,” or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-QSB, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. Factors that may cause actual results, our performance or achievements, or industry results, to differ materially from those contemplated by such forward-looking statements include without limitation:
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| • | Our ability to maintain, attract and integrate internal management, technical information and management information systems; |
| • | Our ability to generate customer demand for our services; |
| • | The intensity of competition; and |
| • | General economic conditions. |
All written and oral forward-looking statements made in connection with this Form 10-QSB that are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements.
Overview
We are an online retailer of high quality loose diamonds and fine jewelry settings for our diamonds. Our web site at www.abazias.com showcases over 60,000 diamonds almost all of which are independently certified and around 100 styles of fine jewelry, including rings, wedding bands, earrings, necklaces, and bracelets.
RESULTS OF OPERATIONS
Three Ended March 31, 2005 and 2004
| (unaudited)
| (unaudited)
|
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| 3-31-2005
| 3-31-2004
|
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Sales | | | $ | 413,588 | | $ | 528,926 | |
Cost of sales | | | | 347,443 | | | 488,428 | |
|
| |
| |
Gross profit | | | | 66,145 | | | 40,498 | |
General and administrative | | | | 91,790 | | | 834,269 | |
|
| |
| |
Net operating loss | | | | (25,645 | ) | | (793,771 | ) |
Interest expense | | | | (1,725 | ) | | (1,090 | ) |
|
| |
| |
Net Loss | | | $ | (27,370 | ) | $ | (794,861 | ) |
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| |
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Three Ended March 31, 2005 and 2004
Our sales for the three months ended March 31, 2005 vs. three months ended March 31, 2004 decreased 22% to $413,588 from $528,926 due to decreased sales.
Our cost of sales for the three months ended March 31, 2005 vs. three months ended March 31, 2004 decreased 29% to $347,443 from $488,428 due to decreased sales.
Our general and administrative expenses for the three months ended March 31, 2005 vs. three months ended March 31, 2004 decreased 90% to $91,790 from $834,269 due primarily to our decreased stock expensing.
Our interest expense for the three months ended March 31, 2005 vs. three months ended March 31, 2004 increased 58% to $1,725 from $1,090 due to an increase in loans from the major shareholders .
Accordingly, our net loss for the three months ended March 31, 2005 vs. three months ended March 31, 2004 decreased 97% to $27,370 from $794,861 primarily due to an increase in gross profit and a decrease in stock expensing.
Liquidity and Capital Resources
Abazias incurred a net loss of $27,370 for the quarter ending March 31, 2005, and has a negative working capital of $101,437 as of March 31st, 2005. At March 31, 2005, we had a stockholders deficit of $97,356. We had a bank overdraft of $20,401 as of March 31, 2005 along with accounts payable of $91,375 and a note payable of $8,000. We also had $82,340 of accounts receivable, and $14,234 of inventory.
However, in order to become profitable, we may still need to secure additional debt or equity funding. If it becomes necessary, we hope to be able to raise additional funds from an offering of our stock in the future. However, this offering may not occur, or if it occurs, may not raise the required funding. There are no definitive agreements or understandings with any party for such financing.
These conditions create an uncertainty as to Abazias’s ability to continue as a going concern. The majority stockholder advances money to Abazias on an as-needed basis. The advances are due on demand, bear no interest and have no collateral. At March 31, 2005, the amount of the advances was $78,235.
Management in addition is trying to raise additional capital through sales of common stock as well as seeking financing from third parties. The financial statements do not include any adjustments that might be necessary if Abazias is unable to continue as a going concern.
Our financial condition could inhibit our ability to achieve our business plan, because we are currently operating at a loss, an investor cannot determine if or when we will ever become profitable.
There are no long term commitments.
During the first 3 months of 2005, one supplier provided 16% of total purchases. All other suppliers provided less than 10% of total purchases.
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Item 3. Controls and Procedures
The Corporation maintains disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the specified time periods. As of the end of the period covered by this report, the Corporation’s Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of the Corporation’s disclosure controls and procedures. Based on the evaluation, which disclosed no significant deficiencies or material weaknesses, the Corporation’s Chief Executive Officer and Chief Financial Officer concluded that the Corporation’s disclosure controls and procedures are effective as of the end of the period covered by this report. There were no changes in the Corporation’s internal control over financial reporting that occurred during the Corporation’s most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
In January 2005, Abazias issued 167,000 shares of common stock to a public relations firm for a value of $16,700.
These shares were issued and redeemed in reliance upon Section 4(2) of the 1933 Act in view of the following:
| • | None of these issuances involved underwriters, underwriting discounts or commissions. |
| • | Restrictive legends were and will be placed on all certificates issued as described above. |
| • | The distribution did not involve general solicitation or advertising. |
| • | The distributions were made only to investors who were sophisticated enough to evaluate the risks of the investment. |
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Although some of the investors may have also been accredited, we provided the following to all investors:
| • | Access to all our books and records. |
| • | Access to all material contracts and documents relating to our operations. |
| • | The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access. |
Item 3. Default Upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
(a) Exhibits:
| Exhibit No. | Document Description |
| 31.1 | CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. |
| 31.2 | CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002. |
| 32.1 | CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 |
| 32.2 | CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 |
(b) Form 8-K.
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SIGNATURES
In accordance with Section 12 or 15(d) of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: May 23, 2005 | | Abazias, Inc.
BY: /S/ Oscar Rodriguez —————————————— Oscar Rodriguez President and Director
BY: /S/ Jesus Diaz —————————————— Jesus Diaz Principal Financial Officer and Principal Accounting Officer |
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