UNITED STATES
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 September 30, 2000
Commission File Number: 33-23473-NY
FOR THE TRANSITION PERIOD FROM TO N/A
COMMISSION FILE NUMBER: 33-23473-NY
CYBEROPTICLABS, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
(FORMERLY KNOWN AS VESTEX, INC.)
NEVADA 11-2917728
------------------------ ----------------
(STATE OF INCORPORATION) (I.R.S. EMPLOYER
IDENTIFICATION NUMBER)
7 OLD LANTERN ROAD, NORWALK, CONNECTICUT 06851
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code: (203) 846-3848
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 during 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:
As of September 30, 2000, 4,113,000 shares of common stock were outstanding.
Transitional Small Business Disclosure Format
(Check one): Yes ( ) No (X)
Page 2
TABLE OF CONTENTS
Page
----
PART I - FINANCIAL INFORMATION............................................. 4
Item 1. Financial Statements
Condensed Balance Sheets as of September 30, 2000 and
December 31, 1999............................................... 4
Condensed Statements of Operations for the Nine Months
Ended September 30, 2000 and 1999............................... 5
Condensed Statements of Cash Flows for the Nine Months
Ended September 30, 2000 and 1999............................... 6
Condensed Statements of Stockholder's Equity (Deficit)
for the Nine Months Ended September 30, 2000 and
January 1, 1999 through December 31, 1999....................... 7
Notes to Condensed Financial Statements......................... 8
Item 2. Management's Discussion And Analysis Of Financial Condition
And Results Of Operations....................................... 8
PART II - OTHER INFORMATION................................................ 11
Item 1. Legal Proceedings............................................... 11
Item 2. Changes in Securities and Use of Proceeds....................... 11
Item 4. Submission of Matters to a Vote of Security Holders..............11
Item 5. Other Information............................................... 11
Item 6. Exhibits and Reports on Form 8-K................................ 12
SIGNATURES................................................................. 12
Page 3
CYBEROPTICLABS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999
(Unaudited)
ASSETS
September 30, December 31,
2000 1999
------------ ------------
CURRENT ASSETS:
Cash $ 103,541 $ -
Prepaid Expenses 29,000 29,000
------------ ------------
Total Current Assets 132,541 29,000
------------ ------------
TOTAL ASSETS $ 132,541 $ 29,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 10,160 $ 4,772
Advances from shareholders
and related parties - 9,528
Accrued interest payable - 86
------------ ------------
Total Current Liabilities 10,160 14,386
------------ ------------
STOCKHOLDERS' EQUITY:
Capital stock, $.001 par value; 100,000,000
shares authorized; 4,113,000 and 2,725,000
shares issued and outstanding, at September
30, 2000 and December 31, 1999, respectively 4,113 2,725
Additional paid-in capital 671,519 526,442
Retained earnings (deficit) (500,167) (500,167)
Deficit accumulated during the development stage (53,084) (14,386)
------------ ------------
Total Stockholders' Equity 122,381 14,614
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 132,541 $ 29,000
============ ============
Page 4
CYBEROPTICLABS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(Unaudited)
For the For the For the For the
Nine Months Nine Months Three Months Three Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
----------- ----------- ----------- -----------
SALES $ - $ - $ - $ -
----------- ----------- ----------- -----------
EXPENSES:
General and administrative 38,771 - 5,494 -
Depreciation and amortization - - - -
----------- ----------- ----------- -----------
TOTAL OPERATING EXPENSES 38,771 - 5,494 -
----------- ----------- ----------- -----------
Net (loss) before other items (38,771) - (5,494) -
----------- ----------- ----------- -----------
OTHER INCOME (EXPENSE)
Interest (expense) (402) - - -
Interest income 475 - 475 -
----------- ----------- ----------- -----------
73 - 475 -
----------- ----------- ----------- -----------
NET (LOSS) BEFORE TAXES (38,698) - (5,019) -
PROVISIONS FOR INCOME TAXES - - - -
----------- ----------- ----------- -----------
NET (LOSS) $ (38,698) $ - $ (5,019) $ -
=========== =========== =========== ===========
EARNINGS (LOSS) PER SHARE $ (0.01) $ - $ - $ -
=========== =========== =========== ===========
WEIGHTED AVERAGE SHARES
OUTSTANDING 3,477,755 2,000,000 4,077,228 2,000,000
=========== =========== =========== ===========
Page 5
CYBEROPTICLABS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the For the For the For the
Nine Months Nine Months Three Months Three Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
----------- ----------- ----------- -----------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net loss $ (38,698) $ - $ (5,019) $ -
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation and amortization - - - -
Changes in assets and liabilities:
Increase in accounts payable and
accrued liabilities 5,302 - (6,450) -
Increase in advances from shareholder (9,528) - - -
----------- ----------- ----------- -----------
Net cash used in operating activities (42,924) - (11,469) -
----------- ----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment - - - -
----------- ----------- ----------- -----------
Net cash used in investing activities - - - -
----------- ----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net 146,465 - 114,500 -
----------- ----------- ----------- -----------
Net cash provided by financing activities 146,465 - 114,500 -
----------- ----------- ----------- -----------
Net Increase (decrease) in Cash 103,541 - 103,031 -
CASH AT BEGINNING PERIOD - - 510 -
----------- ----------- ----------- -----------
CASH AT END OF PERIOD $ 103,541 $ - $ 103,541 $ -
=========== =========== =========== ===========
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest expense $ 402 $ - $ - $ -
=========== =========== =========== ===========
Page 6
CYBEROPTICLABS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF STOCKHOLDERS' EQUITY/(DEFICIT)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000
AND THE YEAR ENDED DECEMBER 31, 1999
(Unaudited)
Deficit
Accumulated
Capital Stock Additional Retained During the
-------------------- Paid-in Earnings/ Development
Shares Amount Capital (Loss) Stage Total
--------- --------- ---------- --------- ----------- --------
BALANCE, January 1, 1999 2,000,000 $ 2,000 $ 498,167 $(500,167) $ (10,300) $(10,300)
Stock issued for contract services,
December 27, 1999 725,000 725 28,275 - - 29,000
Net loss for the year ended
December 31, 1999 - - - - (4,086) (4,086)
--------- --------- ---------- --------- ----------- --------
BALANCE, December 31, 1999 2,725,000 2,725 526,442 (500,167) (14,386) 14,614
Stock issued for contract services
and cash, February 17, 2000 275,000 275 10,725 - - 11,000
Stock issued for debt conversion
May 16, 2000 1,000,000 1,000 19,965 - - 20,965
Stock issued for debt conversion
August 18, 2000 1,000 1 2,499 - - 2,500
Stock issued for cash 112,000 112 111,888 - - 112,000
Net income/(loss) for the nine
months ended September 30, 2000 - - - - (38,698) (38,698)
--------- --------- ---------- --------- ----------- --------
BALANCE, September 30, 2000 4,113,000 $ 4,113 $ 671,519 $(500,167) $ (53,084) $122,381
========= ========= ========== ========= =========== ========
Page 7
CYBEROPTICLABS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
(UNAUDITED)
1. The unaudited condensed financial statements printed herein have
been prepared in accordance with the instructions to Form 10-QSB and do
not include all of the information and disclosures required by generally
accepted accounting principles. Therefore, these financial statements
should be read in conjunction with the financial statements and related
footnotes included in the Company's Form 1O-KSB for the most recent year-
end. These financial statements reflect all adjustments that are, in the
opinion of management, necessary to fairly state the results for the
interim periods reported.
2. The results of operations for the nine months ended September 30,
2000 are not necessarily indicative of the results to be expected for
the full year.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
INTRODUCTION
The character and holdings of the Company has changed substantially since
the last Form 10-QSB filed. Since February 26, 1992 when the Company
ceased its previous operations, the Company has been in a dormant state
and re-entered the development stage seeking to find a new business
activity that would yield profitable operations for the Company.
Currently, the Company has certain commitments from two shareholders
to loan the Company enough money to sustain operations. However, in
order to fund any activities that may be acquired by the Company, the
Company expects that it will have to either borrow or seek additional
monies through a registration of newly issued shares of common stock
of the Company. The Company is seeking additional monies to meet its
current operating deficit and other obligations until it determines
what the future activities of the Company will be and any capital
requirements from such acquisitions.
The Company through the sale of shares of its common stock issued
112,000 shares of its common stock for $1.00 per share. Currently,
the Company is trying to raise additional monies through the issuance
of common stock. These monies should provide adequate working capital
to sustain of the Company's current activities for the next twelve
months, unless it acquires a new business activity that may need
additional capital.
Page 8
The Company's plan is to seek, investigate and acquire an interest
in one or more business opportunities that the Company believes has
potential for successful development.
The readers of the current unaudited statements are referred to the
Company's Annual Report for a more in-depth view of the Company's
financial position, results of operations and changes in cash flows.
Accordingly, management's discussion as set forth below focuses primarily
on the quarter ended September 30, 2000.
LIQUIDITY
During the three months ended September 30, 2000, the Company's working
capital increased by approximately $109,481. This was mainly due to the
conversion of debt and the raising of $112,000 through the sale of newly
issued common stock. The Company currently has sufficient capital in its
accounts to meet its current obligations and continue its planned
operations. The Company is continuing to pursue working capital and
additional revenue through new business acquisitions, but there is no
assurance that any of the planned activities or acquisitions will be
successful.
The Company has entered into a letter of intent with Geils Ventures, LLC.
Under the terms of the letter of intent there are material contingencies
to the letter of intent. There can be no assurance a definitive agreement
will be entered or that a final deal will be closed.
CAPITAL RESOURCES
As a result of its limited liquidity, the Company has limited access to
additional capital resources. The Company has the capital to totally fund
the obligations that have matured or debts that remain currently payable
or other debts incurred during the most recent quarter ended September 30,
2000.
The Company currently had been funded by certain entities and related
individuals. These entities and individuals have limited capital that
they can lend to the Company to meet its current obligations and fund
any operating losses. The current management of the Company is seeking
additional private financing from certain outside parties to continue to
pursue the business activities of the Company. Though the obtaining of
the additional capital is not guaranteed, the management of the company
believes it will be able to obtain the capital required to meet its
current obligations and pursue its business activities.
The Company through the sale of shares of its common stock raised $112,000
at $1.00 per share. These monies should provide the working capital needed
for its current operations for the next twelve month period. However, if
any acquisitions are completed additional monies may be needed to sustain
those operations.
Page 9
PLAN OF OPERATIONS
The Company is a development stage corporation, with planned operations to
engage in the business of seeking a potential business acquisition or other
business opportunities should they arise.
The Company has financed its previous operations through the sale of its
securities and incurring debt and other vendor financing. The Company will
have to seek additional outside financing due to the losses incurred in its
operations, and with no current business activities, operations will not
provide any cash flows to continue its business activities.
During the next twelve months, the Company plans to satisfy its cash
requirements by additional equity financing through the above mentioned
private placement. There can be no assurance that the Company will be
successful in raising additional equity financing during this period.
If the Company is not able to raise equity capital, it will be able to
satisfy its cash requirements for the next twelve months by contributions
or loans from its officers and directors, or affiliated entities that
they may have some control or influence. The Company has undertaken the
private placement mentioned above of its common stock in order to raise
future development and operating capital. The Company through September
30, 2000 has raised $112,000 through the issuance of newly issued common
stock. The Company depends upon capital to be derived from future
financing activities such as subsequent offerings of its stock. There
can be no assurance that the Company will be successful in raising the
capital it requires unless the Company identifies and acquires a new
business activity.
The Company is still considered to be a development stage company, with
no significant revenue, and is dependent upon the raising of capital
through placement of its common stock. There can be no assurance that
the Company will be successful in raising the capital it requires through
the sale of its common stock.
There are no contemplated product research and development costs the
Company will perform for the next twelve months. There is no expected
purchase or sale of any plant or significant equipment, and there are no
expected significant changes in the number of employees contemplated.
The Company has no current material commitments.
FORWARD-LOOKING STATEMENTS
The statements in this Form 10-QSB that are not historical facts or
statements of current status are forward-looking statements (as defined
in the Private Securities Litigation Reform Act of 1995) that involve
risks and uncertainties. Actual results may differ materially.
Page 10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities and Use of Proceeds
Following is a summary of sales of unregistered securities for the three
months ended September 30, 2000. All securities were issued as restricted
common shares. In addition, officers, directors and more than 10%
shareholders are further restricted in the ability to sell such shares.
There have been no underwriters of these securities and no commission or
underwriting discounts have been paid.
Shares Value
Transaction Description Issued Received
- ----------------------- ------ --------
Conversion of debt for common stock 1,000 $ 2,500
Issuance of common stock for cash 112,000 $112,000
The above transactions qualified for exemption from registration under
Sections 3(b) or 4(2)of the Securities Act of 1933. Private placements
for cash were non-public transactions. The Company believes that all
such investors are either accredited or, either alone or with their
purchaser representative, has such knowledge and experience in financial
and business matters that they are capable of evaluating the merits and
risks of the prospective investment.
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Page 11
Item 6. Exhibits and Reports on Form 8-K
None
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act,
the registrant has duly caused this report to be signed by the
undersigned, "hereunto duly authorized".
Cyberopticlabs, Inc.
(Registrant)
/s/ C.T. YEH October 31, 2000
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C.T. Yeh Date
President/Director
/s/ IVAN WONG October 31, 2000
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Ivan Wong Date
Secretary/Director