UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 quarterly period ended September 30, 2002
[ ]
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 1-5996
QUAD METALS CORPORATION
(Exact name of small business issuer as specified in its charter)
Washington
91-0835748
(State or other jurisdiction of
(IRS Employer Identification Number)
incorporation or organization)
601 West Main Avenue, Suite 714 Spokane, WA 99201
(Address of principal executive offices)
Registrant’s Telephone Number, Including Area Code: (509) 455-9077
Common Stock
(None)
Title of each class
Name and exchange on which registered
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 as the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days.
Yes [ ] No [X]
At October 15, 2002, 95,474,665 shares of the registrant’s common stock were
outstanding.
TABLE OF CONTENTS
PART I
PAGE
ITEM 1.
Balance Sheets as of September 30, 2002
and December 31, 2001
3
Statements of Operations For the Three and Nine Month
Periods Ended September 30, 2002 and 2001
4
Statements of Cash Flows For the Nine Month Periods
Ended September 30, 2002 and 2001
5
Notes to Financial Statements
6
ITEM 2.
Management’s Discussion and Analysis of Financial Condition and
Results of Operations
7
PART II
ITEM 1.
Legal Proceedings
8
ITEM 2.
Changes in Securities
8
ITEM 3.
Defaults Upon Senior Securities
8
ITEM 4.
Submission of Matters to a Vote of Security Holders
8
ITEM 5.
Other Information
8
ITEM 6.
Exhibits and Reports on Form 8-K
8
Signatures
9
Certifications
10
Balance Sheets as of September 30, 2002
Quad Metals Corporation
and December 31, 2001
ASSETS
(Unaudited)
September 30,
December 31,
2002
2001
CURRENT ASSETS:
Cash
$
24,175
$
40,431
Total current assets
$
24,175
$
40,431
LIABILITES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable
$
-
$
4,370
Total current liabilities
-
4,370
STOCKHOLDERS’ EQUITY:
Preferred stock; no par value; 10,000,000 shares
authorized; none issued and outstanding
Common stock; no par value; 100,000,000
shares authorized; 95,474,665
shares issued and outstanding
-
-
Paid-in capital
2,252,824
2,252,824
Accumulated deficit
(2,228,649)
(2,216,763)
Total stockholders’ equity
24,175
36,061
Total liabilities and stockholders’ equity
$
24,175
$
40,431
The accompanying notes are an integral part of these financial statements.
Quad Metals Corporation
Statements of Operations for the Three and Nine
(Unaudited)
Month Periods Ended September 30, 2002 and 2001
September 30, 2002
September 30, 2001
Three
Nine
Three
Nine
Months
Months
Months
Months
OPERATING EXPENSES:
General and administrative expenses
$
890
$
12,208
$
-
$
-
Total operating expenses
890
12,208
-
-
OTHER (INCOME):
Interest income
(78)
(322)
-
-
NET LOSS
$
812
$
11,886
$
-
$
-
NET LOSS PER COMMON SHARE
$
Nil
$
Nil
$
Nil
$
Nil
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING-BASIC
95,474,655
95,474,655
35,474,655
35,474,655
The accompanying notes are an integral part of these financial statements.
Quad Metals Corporation
Statements of Cash Flows for the Nine Month
(Unaudited)
Periods Ended September 30, 2002 and 2001
Nine Months Ended
September 30,
2002
2001
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss
$
(11,886)
$
-
Change in
Accounts payable
(4,370)
-
Net cash used by operating activities
(16,256)
-
NET DECREASE IN CASH
(16,256)
-
CASH AT BEGINNING OF PERIOD
40,431
-
CASH AT END OF PERIOD
$
24,175
$
-
The accompanying notes are an integral part of these financial statements.
QUAD METALS CORPORATTION
(Unaudited)
Notes to Financial Statements
1.
Basis of Presentation:
The financial statements of Quad Metals Corporation included herein have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Although certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America has been condensed or omitted, Quad Metals Corporation believes that the disclosures are adequate to make the information presented not misleading. These financial statements should be read in conjunction with the financial statements and notes thereto for the fiscal year ended December 31, 2001 included in the registrant’s Form 10-KSB.
The financial statements included herein reflect all normal recurring adjustments that, in the opinion of management, are necessary for a fair presentation. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year ending December 31, 2002.
2.
Nature of Business and Plan of Operation:
The objectives of the Company are to seek, investigate and, if such investigation warrants, acquire an interest in business opportunities presented to it by persons or firms who or which desire to seek the perceived advantages of a publicly registered corporation. The Company has no recurring source of revenue and has incurred operating losses since inception. These conditions raise substantial doubt about the Company's ability to continue as a going concern as expressed by the Company’s independent accountants in their report on the Company’s December 31, 2001, financial statements. The interim financial statements do not contain any adjustments which might be necessary if the Company is unable to continue as a going concern.
[The balance of this page left intentionally blank.]
ITEM 2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
This report contains both historical and prospective statements concerning the Company and its operations. Prospective statements (known as "forward-looking statements") may or may not prove true with the passage of time because of future risks and uncertainties. The Company cannot predict what factors might cause actual results to differ materially from those indicated by prospective statements.
Results of Operations
For the three month period ended September 30, 2002 compared to the three month period ended September 30, 2001
For the three months ended September 30, 2002, the Company had a net loss of $812 and was inactive during the comparable period of 2001. The loss in the third quarter 2002 is primarily due to increased legal fees included in the Company’s general and administrative expenses.
For the nine month period ended September 30, 2002 compared to the nine month period ended September 30, 2001
For the nine months ended September 30, 2002, the Company had a net loss of $11,886 and was inactive during the comparable period of 2001. The loss in the third quarter 2002 is primarily due to increased legal fees included in the Company’s general and administrative expenses.
Financial Condition and Liquidity
During the nine month period ended September 30, 2002, the Company used $16,256 of cash in operating activities. The Company has no recurring revenue from operating activities and has no immediate plans to sell additional shares of common stock. The Company anticipates being able to fund its operations for the remainder of 2002 through its existing cash resources.
PART II
ITEM 1.
LEGAL PROCEEDINGS
NONE
ITEM 2.
CHANGES IN SECURITIES
NONE
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE
ITEM 5.
OTHER INFORMATION
NONE
ITEM 6.
EXHIBITS AND REPORTS ON FORM 8-K
NONE
SIGNATURES
&nb sp;
Pursuant to the requirements of Section 13 or 15(b) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Quad Metals Corporation
(Registrant)
By: /s/ Robert W. O’Brien
10/24/02
Robert W. O’Brien
Date
Secretary, Treasurer, and Chief Executive Officer
CERTIFICATIONS
I, Robert W. O’Brien certify that:
1.
I have reviewed this report on Form 10-QSB of Quad Metals Corporation.
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report.
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
Date: October 24, 2002
/s/ Robert W. O’Brien
-----------------------------------
Robert W. O’Brien
Secretary, Treasurer, and Chief Executive Officer