UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] Quarterly report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended MARCH 31, 2002
----------------
[ ] Transition report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
---------------- ----------------
Commission file no. 333-70932
----------
THE JACKSON RIVERS COMPANY
--------------------------
(NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)
FLORIDA 62-1210877
---------------------------------- --------------------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
Suite 314, Washington Mutual Bank Tower
2401 East Atlantic Boulevard
POMPANO BEACH, FLORIDA 33062
- --------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)
(954) 782-5006
(ISSUER'S TELEPHONE NUMBER)
4045 BAHIA ISLE CIRCLE, WELLINGTON, FL 33467
(FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED)
Check whether the registrant (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)
as been subject to such filing requirements for past 90 days.
Yes X No
---------- --------
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of the issuer's common stock as
of latest practicable date (May 13, 2002): 12,268,750 shares
Transitional Small Business Disclosure Format (CHECK ONE):
Yes No X
-------- -------
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following financial statements are filed with this Form 10-QSB:
PAGE
----
Accountant's Report F-1
Balance Sheets as of December 31, 2001 (audited)
and March 31, 2002 (unaudited) F-2
Statement of Operations for periods ending
December 31, 2001 (audited) and March 31, 2002 (unaudited) F-3
Statement of Changes in Stockholders' Equity F-4
Statement of Cash Flows F-5
Notes to Financial Statements F-6
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
--------------
EXAMINATION OF FINANCIAL STATEMENTS
FOR THE QUARTER ENDED
MARCH 31, 2002
TABLE OF CONTENTS
-------------
PAGE
----
ACCOUNTANTS' REVIEW REPORT 1
FINANCIAL STATEMENTS:
BALANCE SHEETS 2
STATEMENTS OF OPERATIONS 3
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY 4
STATEMENTS OF CASH FLOWS 5
NOTES TO FINANCIAL STATEMENTS 6-8
ACCOUNTANTS' REVIEW REPORT
- --------------------------
To the Board of Directors and Stockholders,
The Jackson Rivers Company
West Palm Beach, Florida
We have reviewed the accompanying balance sheet of The Jackson Rivers Company (a
Florida corporation and a development stage company) as of March 31, 2002 and
the related statements of operations, changes in stockholders' equity, and cash
flows for the quarter then ended, and the period from inception, May 8, 2001,
through March 31, 2002. All information included in these financial statements
is the responsibility of the Company's management.
A review consists primarily of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.
The financial statements for the year ended December 31, 2001 were audited by
us, and we expressed an unqualified opinion on them in our report dated April 1,
2002, but we have not performed any auditing procedures since that date.
May 8, 2002
1
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
Mar. 31, 2002 Dec. 31, 2001
(Unaudited) (Audited)
------------- -------------
CURRENT ASSETS
Cash $ 64,569 $ 677
Other Assets 972 --
-------- --------
TOTAL CURRENT ASSETS 65,541 677
PROPERTY & EQUIPMENT
Fixed Assets (net of accumulated depreciation) 1,696 --
-------- --------
TOTAL ASSETS 67,237 677
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued Expenses 42 159
-------- --------
TOTAL LIABILITIES 42 159
-------- --------
STOCKHOLDERS' EQUITY (NOTE 6)
Common stock; $.001 par value, 100,000,000 shares authorized, 11,800 10,000
11,800,000 and 10,000,000 shares issued and outstanding as
of March 31, 2002 and December 31, 2001, respectively
Additional Paid-in Capital 75,200 5,000
(Deficit) accumulated during the development stage (19,805) (14,482)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 67,195 518
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 67,237 $ 677
======== ========
See Accountants' Review Report and Accompanying Notes
2
THE JACKSON RIVERS COMPANY
(A Development Stage Company)
STATEMENTS OF OPERATIONS
FOR THE QUARTER ENDED MARCH 31, 2002, THE
PERIOD FROM MAY 8, 2001 (INCEPTION) THROUGH DECEMBER 31, 2001, AND
THE PERIOD FROM MAY 8, 2001 (INCEPTION) THROUGH MARCH 31, 2002
MAY 8, 2001 MAY 8, 2001
QUARTER (INCEPTION) (INCEPTION)
ENDED THROUGH THROUGH
MAR. 31, 2002 DEC. 31, 2001 MAR. 31, 2002
(UNAUDITED) (AUDITED) (UNAUDITED)
-------------- ------------- -------------
REVENUES
Income $ -- $ -- $ --
------------ ----------- -----------
GENERAL AND ADMINISTRATIVE EXPENSES
Corporate Expense -- 227 227
Professional Fees 1,951 11,650 13,601
SEC Filing Services 540 2,184 2,724
Office Expense 637 -- 637
Licenses, Permits and Fees 985 268 1,253
Postage & Delivery Expense 208 -- 208
Stock Transfer Fees 930 -- 930
Miscellaneous Expenses 30 153 183
------------ ----------- -----------
Total General & Administrative Expenses 5,281 14,482 19,763
OTHER EXPENSES
Interest Expense 42 -- 42
------------ ----------- -----------
Total Expenses 5,323 14,482 19,805
------------ ----------- -----------
NET (LOSS) $ (5,323) $ (14,482) $ (19,805)
============ =========== ===========
(LOSS) PER SHARE DATA:
BASIC AND DILUTED $ (0.001) $ (0.002) $ (0.002)
============ =========== ===========
Weighted average shares outstanding - basic 10,300,000 8,181,818 8,718,182
============ =========== ===========
See Accountants' Review Report and Accompanying Notes
3
THE JACKSON RIVERS COMPANY
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY
FOR THE PERIOD FROM MAY 8, 2001 (INCEPTION) THROUGH MARCH 31, 2002
(DEFICIT)
ACCUMULATED
DURING THE
COMMON STOCK CAPITAL PAID IN DEVELOPMENT
SHARES AMOUNT SUBSCRIBED CAPITAL STAGE TOTAL
------ ------ ---------- ------- ----- -----
BALANCE AT MAY 8, 2001 -- $ -- $ -- $ -- $ -- $ --
Issuance of common stock in exchange 10,000,000 10,000 -- 5,000 -- 15,000
for cash, June 11, 2001
Net (loss) -- -- -- -- (14,482) (14,482)
---------- ------- -------- ------- -------- --------
BALANCE AT DECEMBER 31, 2001 10,000,000 10,000 -- 5,000 (14,482) 518
---------- ------- -------- ------- -------- --------
Capital subscribed, per agreements -- -- 42,500 -- -- 42,500
dated February 2002
Capital subscribed, per agreements -- -- 29,500 -- -- 29,500
dated March 2002
Issuance of shares of common stock in 1,800,000 1,800 (72,000) 70,200 -- --
exchange for capital subscribed,
March, 2002
Net (loss) -- -- -- -- (5,323) (5,323)
---------- ------- -------- ------- -------- --------
BALANCE AT MARCH 31, 2002 11,800,000 $11,800 $ -- $75,200 $(19,805) $ 67,195
========== ======= ======== ======= ======== ========
See Accountants' Review Report and Accompanying Notes
4
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
FOR THE QUARTER ENDED MARCH 31, 2002, THE
PERIOD FROM MAY 8, 2001 (INCEPTION) THROUGH DECEMBER 31, 2001, AND
THE PERIOD FROM MAY 8, 2001 (INCEPTION) THROUGH MARCH 31, 2002
MAY 8, 2001 MAY 8, 2001
QUARTER (INCEPTION) (INCEPTION)
ENDED THROUGH THROUGH
MAR. 31, 2002 DEC. 31, 2002 MAR. 31, 2002
(UNAUDITED) (AUDITED) (UNAUDITED)
------------- -------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss) $ (5,323) $(14,482) $(19,805)
Adjustments to reconcile net (loss)
to net cash (used in) operating activities:
(Increase) in other assets (972) -- (972)
Increase (decrease) in accrued expenses (117) 159 42
-------- -------- --------
NET CASH (USED IN) OPERATING ACTIVITIES (6,412) (14,323) (20,735)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Property and Equipment (1,696) -- (1,696)
-------- -------- --------
NET CASH (USED IN) INVESTING ACTIVITIES (1,696) -- (1,696)
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase (decrease) in additional paid-in capital 70,200 5,000 73,250
Increase in subscribed capital -- -- 2,000
Increase in common stock 1,800 10,000 11,750
-------- -------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 72,000 15,000 87,000
-------- -------- --------
NET INCREASE IN CASH 63,892 677 64,569
CASH AT BEGINNING OF PERIOD 677 -- --
-------- -------- --------
CASH AT END OF PERIOD $ 64,569 $ 677 $ 64,569
======== ======== ========
See Accountants' Review Report and Accompanying Notes
5
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
FOR THE QUARTER ENDED MARCH 31, 2002,
THE PERIOD FROM INCEPTION, MAY 8, 2001, THROUGH DECEMBER 31, 2001
(AUDITED), AND THE PERIOD FROM INCEPTION, MAY 8, 2001,
THROUGH MARCH 31, 2002
(See Accountants' Review Report)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
ORGANIZATION:
The Jackson Rivers Company ("the Company") is a development stage
enterprise incorporated under the laws of the State of Florida in May
2001. The Company's offices are in Pompano Beach, Florida, its only
location.
The Jackson Rivers Company does not presently conduct business
operations.
METHOD OF ACCOUNTING:
The Company reports the results of its operations using the accrual
method of accounting for both financial statement and income tax
purposes. Under this method, income is recognized when earned and
expenses are deducted when incurred. The accounting policies of the
Company are in accordance with generally accepted accounting
principles and conform to the standards applicable to development
stage companies.
INCOME TAXES:
The Company has no taxable income to date; therefore, no provision
for federal or state taxes has been made.
COMPUTATION OF NET LOSS PER SHARE:
In February 1997, the Financial Accounting Standards Board issued
SFAS No. 128, Earnings Per Share. The Company has reflected the
provisions of SFAS No. 128 in the accompanying financial statements
for the period presented. SFAS 128 replaces the presentation of
primary Earnings Per Share ("EPS") with a presentation of basic EPS,
which excludes dilution and is computed by dividing income or loss
available to common shareholders by the weighted average number of
common shares outstanding for the period. The Statement also requires
the dual presentation of basic and diluted EPS on the face of the
statement of operations for all entities with complex capital
structures. During the periods presented, the Company did not have a
complex capital structure.
2. RESTRICTED STOCK:
In June, 2001, the Company reserved 10,000,000 common capital voting
shares of the Corporation for future use in employee stock option
plans, or for such other purposes as may be determined from time to
time by the Board of Directors of the Corporation. As of March 31,
2002, the Company had not adopted any stock option plan nor had it
issued any such shares for other purposes.
6
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
FOR THE QUARTER ENDED MARCH 31, 2002,
THE PERIOD FROM INCEPTION, MAY 8, 2001, THROUGH DECEMBER 31, 2001
(AUDITED), AND THE PERIOD FROM INCEPTION, MAY 8, 2001,
THROUGH MARCH 31, 2002
(See Accountants' Review Report)
3. DEVELOPMENT STAGE OPERATIONS:
The Company was formed on May 8, 2001. There have not been any
operations since inception and the Company is in the process of
raising capital and financing for its future operations. As of March
31, 2002, the Company had twenty-six shareholders.
4. RELATED PARTY TRANSACTIONS:
In January 2002, the majority shareholder of the Company loaned the
Company $4,000, all of which had been repaid as of March 31, 2002.
The loan was for short-term in nature, for working capital purposes
and bore interest of 9% annually.
5. SUBSCRIPTIONS:
In the first quarter of 2002, the Company received $72,000 in
deposits on twenty-five subscription agreements for the purchase of a
total of 1,800,000 shares of common stock ($0.04 per share). At March
31, 2002, the Company had received payment in full and had issued the
shares related to these subscriptions.
6. CAPITAL STOCK TRANSACTIONS:
The Articles of Incorporation provide authorization for the issuance
of 100,000,000 shares of common stock, par value $0.001 per share.
On February 8, 2002, the Company's registration statement became
effective. The statement provided for the utilization of an escrow
agent for the proceeds of an offering of common stock, pending the
sale of the minimum number of shares (15,000,000). However, the bank
which the Company believed had committed to serve as escrow agent
eventually declined to serve due to the small size of the offering.
The Company revised the subscription agreement, accepted
subscriptions made payable to the Company (instead of the escrow
agent), and deposited subscription funds received into the Company's
operating account. The Company then issued shares of stock to
subscribers prior to receiving subscriptions for the stated minimum
of 15,000,000 shares.
Management represents that it will correct the subscription
acceptance errors by closing the current offering, extending a
recission offer to all investors and amending the registration
statement. The maximum exposure to the Company, should all investors
accept the recission offer, is $99,000. The amendment will change the
offering to a "use of proceeds" type with no requirement that a
minimum number of shares be sold. Management expects that no
investors will accept the recission offer.
7
THE JACKSON RIVERS COMPANY
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
FOR THE QUARTER ENDED MARCH 31, 2002,
THE PERIOD FROM INCEPTION, MAY 8, 2001, THROUGH DECEMBER 31, 2001
(AUDITED), AND THE PERIOD FROM INCEPTION, MAY 8, 2001,
THROUGH MARCH 31, 2002
(See Accountants' Review Report)
7. PROPERTY AND EQUIPMENT:
Property and equipment is carried at cost. Depreciation of
depreciable assets is computed using the straight-line method of
depreciation over the estimated useful lives of the assets.
Property and equipment at March 31, 2002 consists of computer
equipment purchased late in March 2002.
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Much of the discussion in this Item 2 is "forward looking" as that term is used
in Section 27A of the Securities Act and Section 21E of the Securities Exchange
Act. Actual operations and results may materially differ from present plans and
projections due to changes in economic conditions, new business opportunities,
changed business conditions, and other developments. Other factors that could
cause results to differ materially are described in the prospectus filed with
the company's registrations statement with the Securities and Exchange
Commission.
USE OF PROCEEDS FROM REGISTERED SECURITIES
The company's registration statement under the Securities Act of 1933 became
effective on February 8, 2002 (Securities and Exchange Commission file no.
333-70932). The registration statement related to 60,000,000 shares of common
stock (par value $.0001 per share) to be offered by the company for $2,400,000,
and 10,000,000 shares to be offered by our president, Don A. Paradiso, for
$400,000. There is no underwriter. From the effective date of the registration
statement through March 31, 2002, we sold 1,800,000 shares to 25 investors for a
total of $72,000. Because the bank with whom we had talked about serving as
escrow agent for proceeds of the offering pending sale of 15,000,000 shares
declined to serve due to the offering's small size, such funds were deposited in
the company's operating account, and applied to the acquisition of a desktop
computer and payment of certain expenses. As of March 31, 2002, such payments
amounted to $6,300, including professional fees ($1,951), a desktop computer
($1,696), fees of a stock transfer agent ($930), lending forms ($637), and
filing fees and miscellaneous expenses ($1,086). Except for $540 filing fees,
such expenditures were not directly related to the offering of the company's
stock. Most expenses of the offering, which amounted to $10,843 as of March 31,
2002, were paid by Mr. Paradiso. Such expenses included legal fees of $7,000,
accounting fees of $1,119, and registration fees and filing services of $2,724.
3
The net proceeds to the company from the sale of its stock, after deducting the
expenses advanced by Mr. Paradiso, amounted to $61,157 as of March 31, 2002 . No
funds were applied to commissions, finders' fees, or discounts, and no payments
were made to any of our officers, directors, affiliates, or security holders
except for the repayment of loans and reimbursement of expenses. As of March 31,
2002, $63,892 of offering proceeds remained in the company's account. In April
2002, we sold another 475,000 shares to 12 investors for $19,000.
This application of proceeds constituted a change from the uses contemplated by
the company's prospectus in that the proceeds were not placed in escrow, were
released before 15,000,000 shares had been subscribed for, and were not used for
loans and salaries. In February 2002, our escrow agent declined to execute the
escrow agreement which they had prepared. The subscription monies received from
subscribers were inadvertently placed in our corporate account.
In May 2002, because of such deviation from the terms of the prospectus, we
intend to extend a written offer to rescind the investments of all investors. In
the event such rescission offer were to be accepted by one or more investors, we
would have a liability to such investors in an amount of up to $99,000.
We are in discussions with one or more private investors who have expressed
interest in acquiring most or all of the shares being offered. We will not sell
any of our stock pursuant to the registration statement, however, unless, prior
to the expiration of that offering (June 8, 2002), a minimum of 15,000,000
shares are subscribed for. If 15,000,000 shares are subscribed for, we will
release such funds to the company for operations.
If such negotiations are not successfully concluded before June 7, 2002, we will
file a post-effective amendment to our registration statement with the
Securities and Exchange Commission. Such amendment would eliminate the
requirement for a minimum number of shares to be sold, and reduce the minimum
investment to $250. The requirement that all proceeds be placed in escrow
pending sale of the minimum number of shares would also be eliminated.
MANAGEMENT'S PLAN OF OPERATION
If 15,000,000 shares are subscribed for before June 7,2002, we would have
approximately $580,000 with which to pay salaries, commence marketing, and make
loans. All such funds would be deposited in our operating account. Our initial
efforts will focus on marketing loans through smaller, independently owned
funeral homes in Florida. We will commence marketing as soon as the minimum
number of shares are subscribed for.
If the 15,000,000 shares (and no more) were subscribed for, it is anticipated
that first year expenses would include $100,000 for salaries (about one-third
for a clerk and two-thirds for a manager). After repaying Mr. Paradiso the
$20,000 and any other monies advanced by him for the offering, and setting aside
monies for first year salaries and expenses, we would have approximately
$473,000 with which to make loans. We intend to charge the maximum interest
permitted by Florida law, so that, fully loaned out, our loans should generate
approximately $113,000 of interest (assuming loans average $5,000 each, with an
average interest rate of 24%). Actual returns may be less on account of
delinquencies; we do not have the experience on which to base an estimate, but
because such loans will be secured, we do not expect bad debt to exceed 1%.
4
Management believes it can operate on such cash flow for the immediate future,
but unless revenues exceed expenses, which is not projected unless more than the
minimum number of shares are sold, the company would not have sufficient
revenues to fund growth, in which event any growth would be dependent on
additional financing. There can be no assurance such financing would be
available on acceptable terms. (Since salaries etc. are being paid out of the
proceeds of the offering, at least a part of these revenues can be added to
working capital for loans, increasing interest income in the second year.)
If 15,000,000 shares are not subscribed for before June 7, 2002, we will file an
amendment to our registration statement eliminating the requirement that
offering proceeds be escrowed until 15,000,000 shares are sold, so that all
monies received will be immediately available for company operations. Jackson
Rivers will have no interest in the proceeds from sale of shares, if any, by the
selling stockholder.
The cost of preparing and filing a post effective amendment
to our registration statement is expected to be in the neighborhood of $6,000.
Mr. Paradiso has agreed to advance such additional funds as may be required for
the offering, with all such funds being repaid when and only if the minimum
number of shares are sold. Until such time as Jackson Rivers has $1,000,000 of
monies on loan or available for lending, Mr. Paradiso has agreed to provide an
office, office equipment, and management without cost to the company. Until that
time, no salary or expenses incurred on behalf of the company by Mr. Paradiso
will be paid or accrued (except for offering expenses advanced by him). After
the company has $1,000,000 in working capital on hand for lending activities,
Mr. Paradiso will commence receiving a salary at the rate of $96,000 per year
for the balance of 2002 and $156,000 commencing in 2003 or such later time as
Jackson Rivers has $2,000,000 in working capital on hand for lending activities.
At such time as the company has $1,000,000 on loan, the company will also
commence paying rent at prevailing market rates and other office expenses. Rent
will depend on the amount of space required, but it is anticipated that
approximately 1,300 square feet will be required, for which we can expect to pay
approximately $11 per square foot at prevailing 2001 rates in West Palm Beach.
As soon as funds permit, we will seek to employ additional employees for
marketing, bookkeeping, and clerical functions. Initially we would contemplate
hiring two employees (a clerk and a manager); if all the shares offered by
Jackson Rivers were sold, we would employ a vice president and several
additional employees, and expand operations into several additional states. The
bulk of such funds, however, would be used for additional loans. For the
immediate future, we will defer hiring additional employees, and rely on the
services of our founder, Mr. Paradiso.
The funds heretofore raised are not sufficient to inaugurate full operations,
and if we do not sell 15,000,000 shares before June 7, 2002, and there is a
significant delay in effecting an amendment to our registration statement, there
can be no assurance that the company could proceed without alternative
financing. We do not have any arrangements for such investment, and there can be
no assurance that such financing would be available, or if available, that it
would be available on terms deemed acceptable to us. Because of such lack of
capital and other reasons, an investment in our company involves a very high
degree of risk. See "Important Risk Factors".
5
Our initial efforts will focus on marketing loans through smaller, independently
owned funeral homes in Florida. We will commence marketing as soon as the
minimum number of shares are subscribed for.
It is not expected that we will require any equipment other than normal office
equipment (including a PC computer), for which we have budgeted $5,000. We will
also require forms and printing, for which we have budgeted $5,000-$10,000. We
do not initially intend to advertise, but may in the future place advertisements
in industry publications and other print media.
Except for the $64,569 in our account as of March 31, 2002, from the sale of
stock, we do not have any funds or capital resources, nor do we have any
commitments for loans or lines of credit. It is anticipated we would have to
have at least $600,000 of equity for lending in order to break even.
As funds permit, we would anticipate employing additional personnel (an
additional officer, one or two additional bookkeepers, and an additional
salesman). We will also seek to establish operations in one or more additional
states. In the event we are unable to place all such funds in loans, unloaned
funds will be invested in one or more money market funds or other short-term,
interest-bearing securities, which are not expected to provide the same returns
as the loans contemplated by Jackson Rivers.
We will commence making loans on a test basis in the fall of 2002, and if
initial marketing is successful, we believe we will be able to raise additional
financing, but as pointed out above, there can be no assurance that such
financing will be available. If we are successful in selling 15,000,000 shares
by June 7, 2002, we believe we could become operational by late August 2002.
FIRST QUARTER COSTS AND CHANGES IN FINANCIAL CONDITION
As of the date of this report, we have not engaged in any business activities
which provide cash flow, and have not recorded any revenues from operations.
Losses from inception (May 8, 2001) have amounted to $19,805, including $5,323
in the three months ended March 31, 2002. Such losses primarily reflect the
costs of organizing the company and in preparing and filing our registration
statement with the Securities and Exchange Commission.
The company's assets increased from $677 on December 31, 2001 to $67,237 on
March 31, 2002. This increase was the result of the sale of 1,800,000 shares of
our common stock.
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
6
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
No matters were submitted during the period covered by this report to a vote of
security holders, through the solicitation of proxies or otherwise.
ITEM 5. OTHER INFORMATION
The company has moved its principal office to Suite 314, Washington Mutual Bank
Tower, 2401 East Atlantic Boulevard, Pompano Beach, Florida 33062. Its telephone
number is (954) 782-5006. The company has appointed a new stock transfer agent,
Olde Monmouth Stock Transfer Company, Inc., 77 Memorial Parkway, Atlantic
Highlands, New Jersey 07716.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
INDEX TO EXHIBITS
3 Corporate documents
(i)Articles of Incorporation filed May 8, 2001
(INCORPORATED BY REFERENCE TO EXHIBIT A FILED WITH FORM SB-2
OCTOBER 4, 2001)
(ii)Bylaws (INCORPORATED BY REFERENCE TO EXHIBIT
3(II) FILED WITH FORM SB-2 OCTOBER 4, 2001)
(23) Consent of experts and counsel
(I)CONSENT OF MICHAELSON & CO., CERTIFIED
PUBLIC ACCOUNTANTS (FILED WITH THIS REPORT, PAGE ...)
REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the last quarter of the
period covered by this report.
7
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.
THE JACKSON RIVERS COMPANY
(Registrant)
Date MAY 15, 2002 By /S/ DON A. PARADISO
------------------------- --------------------------
Don A. Paradiso, President
Date MAY 15, 2002 By /S/ DON A. PARADISO
------------------------- --------------------------
Don A. Paradiso, principal
financial officer
8