SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the quarterly period ended June 30, 2002.
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the transition period from -------- to . ------------
Commission file number: 0-32705
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CYBERWHOLESALE, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 88-0360531
------ ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
268 West 400 South, Suite 300, Salt Lake City, Utah 84101
---------------------------------------------------------
(Address of principal executive office) (Zip Code)
(801) 575-8073
(Issuer's telephone number)
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 XX No
The number of outstanding shares of the issuer's common stock, $0.001 par value
(the only class of voting stock), as of July 5, 2002 was 2,039,500.
TABLE OF CONTENTS
PART I
ITEM 1. FINANCIAL STATEMENTS........................................3
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION...4
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K............................4
SIGNATURES...........................................................5
INDEX TO EXHIBITS....................................................6
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2
PART I
ITEM 1. FINANCIAL STATEMENTS
As used herein, the term "Company" refers to Cyberwholesale, Inc., a Nevada
corporation, and its subsidiaries and predecessors unless otherwise indicated.
Unaudited, condensed interim financial statements including a balance sheet for
the Company as of the quarter ended June 30, 2002, and statements of operations,
and statements of cash flows for the interim period up to the date of such
balance sheet. The comparable period of the preceding year are attached hereto
as Pages F-1 through F-5 and are incorporated herein by this reference.
[THIS SPACE HAS BEEN LEFT BLANK INTENTIONALLY]
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INDEX TO FINANCIAL STATEMENTS
Unaudited Balance Sheet as of June 30, 2002.....................................................................F-2
Unaudited Statement of Operations for the three and six months ended June 30, 2002
and 2001 and June 3, 1996 (Date of Inception) to June 30, 2002..................................................F-3
Unaudited Statement of Cash Flows for the six months ended June 30, 2002 and 2001
and June 3, 1996 (Date of Inception) to June 30, 2002...........................................................F-4
Notes to Condensed Financial Statements.........................................................................F-5
F-1
Cyberwholesale, Inc.
(A Development Stage Company)
Balance Sheet for periods ending
June 30, 2002
June 30, 2002
(Unaudited)
---------------------------
Assets
Cash & cash equivalents $ 0
---------------------------
Total Assets $ 0
---------------------------
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable $ 1,280
A/P - Related Parties 7,179
---------------------------
Total Current Liabilities 8,459
---------------------------
Stockholders' equity:
Preferred stock, $.001 par value; authorized 5,000,000 shares;
no shares issued -
Common stock, $.001 par value, 20,000,000 shares authorized,
2,039,500 shares issued and outstanding 2,040
Additional paid-in capital 327
Accumulated deficit during development stage (10,826)
---------------------------
Total Stockholders' Equity (Deficit) (8,459)
---------------------------
Total Liabilities and Stockholders' Equity (Deficit) $ 0
$
===========================
See accompanying notes to Financial Statements
F-2
Cyberwholesale, Inc.
(A Development Stage Company)
Unaudited Statement of Operations
Three and Six months ended June 30, 2002 and 2001 and
June 3, 1996 (Date of Inception) to June 30, 2002
Three months ended Six months ended Inception
June 30, June 30, to June
30, 2002
-----------
2002 2001 2002 2001
----------- ----------- ------------ -----------
Revenues $ 0 $ 0 $ 0 $ 0 $ 0
General and administrative costs 252 86 2,295 236 10,826
----------- ----------- ------------ ----------- -----------
Income / (Loss) before income taxes (252) (86) (2,295) (236) (10,826)
Provision for income taxes 0 0 0 0 0
----------- ----------- ------------ ----------- -----------
Net Income / (Loss) $ (252) $ (86) $ (2,295) $ (236) $ (10,826)
=========== =========== ============ =========== ===========
Income / (Loss) per common share - basic 0.00 0.00 0.00 0.00
and diluted
----------- ----------- ------------ -----------
Weighted average common shares - basic and 2,039,500 2,042,000 2,039,500 2,042,000
diluted
----------- ----------- ------------ -----------
See accompanying notes to Financial Statements
F-3
Cyberwholesale, Inc.
(A Development Stage Company)
Unaudited Statement of Cash Flows
Six months ended June 30, 2002 and 2001, and
June 3, 1996 (Date of Inception) to June 30, 2002
Six Months Ended Inception to
June 30, June 30, 2002
------------------
2002 2001
------------- -------------- ------------------
Cash flows from operating activities:
Net loss $ (2,295) $ (236) $ (10,826)
Adjustments to reconcile net loss to net cash
(used) in operating activities:
Services and expenses paid w/stock 0 0 2,006
Increase in accounts payable 2,295 181 8,460
------------- -------------- ------------------
Net cash (used in) provided by operating activities 0 (55) (360)
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Cash flows from investing activities 0 0 0
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Cash flows from financing activities
Issuance of Common Stock 0 0 360
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Net cash provided by financing activities 0 0 360
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Net (decrease) increase in cash 0 (55) 0
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Cash, beginning of period 0 55 0
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Cash, end of period $ 0 $ 0 $ 0
------------- -------------- ------------------
Supplemental Schedule of Non-Cash Investing an Financing Activities:
Issuance of common stock for services and expenses 0 0 2,006
See accompanying notes to Financial Statements
F-4
CYBER WHOLESALE, INC
NOTES TO UNAUDITED FINANCIAL STATEMENTS
June 30, 2002
1. Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared by
management in accordance with the instructions in Form 10-QSB and, therefore, do
not include all information and footnotes required by generally accepted
accounting principles and should, therefore, be read in conjunction with the
Company's Form 10-KSB for the period ended December 31, 2001, filed with the
Securities and Exchange Commission. These statements do include all normal
recurring adjustments which the Company believes necessary for a fair
presentation of the statements. The interim operations results are not
necessarily indicative of the results for the full year ended December 31, 2002.
2. Additional footnotes included by reference
Except as indicated in Notes above, there have been no other material changes in
the information disclosed in the notes to the financial statements included in
the Company's Form 10-KSB for the period ended December 31, 2001, filed with the
Securities and Exchange Commission. Therefore, those footnotes are included
herein by reference.
4
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Plan of Operations
The Company's plan of operation for the coming year is to identify and acquire a
favorable business opportunity. The Company does not plan to limit its options
to any particular industry, but will evaluate each opportunity on its merits.
The Company has reviewed and evaluated a number of business ventures for
possible acquisition or participation by the Company. The Company has not
entered into any agreement, nor does it have any commitment or understanding to
enter into or become engaged in a transaction as of the date of this filing. The
Company continues to investigate, review, and evaluate business opportunities as
they become available and will seek to acquire or become engaged in business
opportunities at such time as specific opportunities warrant. The Company
anticipates that its owners, affiliates, and consultants will provide it with
sufficient capital to continue operations until the end of the second quarter of
2002, but there can be no assurance that this expectation will be fully
realized.
The Company has no plans for the purchase or sale of any plant or equipment.
The Company is a development stage company and currently has no employees. The
Company has no current plans to make any changes in the number of employees and
does not anticipate doing so until it acquires a business or an interest in an
operation company.
The Company does not expect to generate any meaningful revenue or incur
operating expenses unless and until it acquires an interest in an operating
company.
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
are listed in the Index to Exhibits on page 10 of this Form 10-QSB, and
are incorporated herein by this reference.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the period covered by this Form 10-
QSB.
4
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, hereunto duly
authorized, this 5th day of July, 2002.
CYBER WHOLESALE, INC.
/s/ Richard Surber July 5, 2002
- -----------------------------------------------------------------------
Richard Surber Date
President and Director
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INDEX TO EXHIBITS
EXHIBIT PAGE
NO. NO. DESCRIPTION
3(i) * Articles of Incorporation of the Company
(incorporated herein by reference from
Exhibit No. 3(i) of the Company's Form
10-SB as filed with the Securities and
Exchange Commission on February 22, 2000).
3(ii) * Bylaws of the Company, as amended
(incorporated herein by reference from
Exhibit No. 3(ii) of the Company's Form
10-SB as filed with the Securities
and Exchange Commission on
February 22, 2000).
4