U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
SEC File No: 33-14982-LA
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 31, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____________ TO ___________
ANACONDA VENTURE CORPORATION
(Exact name of registrant as specified in its charter)
California 33-0897452
- --------------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
19900 MacArthur Boulevard, Suite 660, Irvine, California 92612
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(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code: (949) 851-9800
--------------------------------
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 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.
[ X ] Yes [ ] No
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State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date:
11,000,000 Shares as of the date of this report.
Transitional Small Business Disclosure Format (check one): [ ] Yes [ X ] No
2
ANACONDA VENTURE CORPORATION
Form 10-QSB for the Quarter ended September 30, 2001
Table of Contents
Page
----
PART 1 - FINANCIAL INFORMATION.................................................4
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS FOR ANACONDA VENTURE CORPORATION............5
CAUTION REGARDING FORWARD-LOOKING INFORMATION.............................5
OVERVIEW OF THE COMPANY...................................................6
PART II - OTHER INFORMATION....................................................7
ITEM 1 - LEGAL PROCEEDINGS................................................7
ITEM 2 - CHANGES IN SECURITY..............................................7
ITEM 3 - DEFAULTS ON SENIOR SECURITIES....................................7
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..............7
ITEM 5 - OTHER INFORMATION................................................7
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K.................................7
SIGNATURE.................................................................8
EXHIBIT...................................................................9
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PART 1 - FINANCIAL INFORMATION
ANACONDA VENTURE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
For the Period from For the Period from
For the Nine February 17, 2000 February 17, 2000
Months Ended (inception) to (inception) to
September 30, September 30, 2000 September 30, 2001
2001 (Unaudited) (Unaudited) (Unaudited)
---------------- ----------- -----------
CASH FLOWS FROM OPERATING
ACTIVITIES
Net Loss $ - $(1,108) $ (22,358)
Adjustment to reconcile net loss to net
cash used by operating activities
Increase in accounts payable - 750 -
Contributed Services - 358 358
--- -------
Net cash used by operating activities - - $ (22,000)
--- ------- ---------
CASH FLOWS FROM INVESTING - - -
--- ------- ---------
ACTIVITIES
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common stock - 2,000 22,000
--- ------- ---------
Net cash provided by financing activities - 2,000 22,000
--- ------- ---------
INCREASE IN CASH AND CASH
EQUIVALENTS - 2,000 -
--- ------- ---------
CASH AND CASH EQUIVALENTS -
BEGINNING OF PERIOD - - -
CASH AND CASH EQUIVALENTS -
END OF PERIOD $ - $ 2,000 $ -
--- ------- ---------
The accompanying notes to financial
statements.
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ANACONDA VENTURE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
For the Period from For the Period from
For the Nine February 17, 2000 February 17, 2000
Months Ended (inception) to (inception) to
September 30, September 30, 2000 September 30, 2001
2001 (Unaudited) (Unaudited) (Unaudited)
---------------- ----------- -----------
Income $ - $ - $ -
Expenses
Professional fees - 750 $ 22,000
Organization expenses - 358 358
---------- --------- ----------
Total expenses - 1,108 22,358
---------- --------- ----------
NET LOSS $ - $ (1,108) $ (22,358)
---------- --------- ----------
LOSS PER SHARE - BASIC AND
DILUTED $ - $ - $ -
---------- --------- ----------
WEIGHTED AVERAGE SHARES -
BASIC AND DILUTED 11,000,000 5,000,000 6,764,706
========== ========= ==========
The accompanying notes to financial
statements.
5
ANACONDA VENTURE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
September 30, December 31,
2001 2000
(Unaudited) (Unaudited)
-------- --------
TOTAL ASSETS $ -- $ --
-------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES -- --
STOCKHOLDERS' EQUITY
Common Stock, no par value,
50,000,000 shares authorized,
11,000,000 issued and outstanding 22,000 22,000
Additional paid-in capital 358 358
Deficit accumulated during (22,358) (22,358)
-------- --------
development stage
Total Stockholders' Equity -- --
-------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ -- $ --
-------- --------
See accompanying notes to financial
statements.
6
ANACONDA VENTURE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY FOR THE PERIOD
FROM FEBRUARY 17, 2000 (INCEPTION) TO SEPTEMBER 30, 2001
ACCUMULATED
COMMON STOCK ADDITIONAL DURING
ISSUED PAID-IN DEVELOPMENT
SHARES AMOUNT CAPITAL STAGE TOTAL
---------- ---------- ---------- ---------- ----------
Common Stock Issuance 5,000,000 $ 2,000 $ -- $ -- $ 2,000
Fair value of contributed
services -- -- 358 -- 358
Issuance of common stock
in exchange for
professional
services 6,000,000 20,000 -- -- 20,000
Net loss for the period
ended
December 31, 2000 -- -- -- (22,358) (22,358)
---------- ---------- ---------- ---------- ----------
Balance as of
December 31, 2000 11,000,000 $ 22,000 $ 358 (22,358) --
---------- ---------- ---------- ---------- ----------
BALANCE
September 30, 2001: 11,000,000 $ 22,000 $ 358 $ (22,358) $ --
========== ========== ========== ========== ==========
PART 1 - ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR ANACONDA VENTURE CORPORATION.
The following discussion of the financial conditions and results of
operations of the Company should be read in conjunction with the financial
statements, including notes thereto, for the Company.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
- ---------------------------------------------
This quarterly report contains certain forward-looking statements and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to the Company or management. When used in this document, the words
"anticipate," "believe," "estimate," "expect" and "intend" and similar
expressions, as they relate to the Company or its management, are intended to
identify forward- looking statements. Such statements reflect the current view
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of the Company regarding future events and are subject to certain risks,
uncertainties and assumptions, including the risks or uncertainties noted.
Should one or more of these risks or uncertainties materialize, or should
underlying assumption prove incorrect, actual results may vary materially from
those described herein as anticipated, believed, estimated, expected or
intended. In each instance, forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.
OVERVIEW OF THE COMPANY
- -----------------------
Anaconda Venture Corporation (the "Company") was incorporated under the
laws of the State of California on February 17, 2000. The Company was formed to
engage in any lawful corporate undertaking, including, without limitation,
mergers and acquisitions, which meet the Company's selected criteria. The
Company has been in the developmental stage since inception and has no
operations to date other than issuing shares to its original shareholder.
Results of Operations
As of the date of this Report, the Company is in the development stage
and is not engaged in any activities. Accordingly, the accompanying consolidated
statements of operations should not be regarded as typical for normal periods of
operation. The Company's development stage status, recurring net losses and
capital deficit raise substantial doubt about its ability to continue as a going
concern. Additional financing or restructuring of its liabilities will be
required in order for the Company to complete its development stage activities.
Management believes that it will be able to obtain such financing from new
investors, and restructure its liabilities.
The Company has had no operations, revenues, or assets or liabilities
since its incorporation in February 2000.
Period Ended September 30, 2001, Compared to the Period Ended September 30, 2000
Revenue. The Company has had no operations or activities since the
quarter ended September 30, 2000, the Company has had no revenues for the
quarter ended September 30, 2001, and has had no revenues since its inception.
Similarly, the Company had no cost of sales, gross profit or other income during
the period ended September 30, 2001, or since its inception.
Liquidity and Capital Resources
As of September 30, 2001, the Company has cash, cash equivalents and
net working capital of $0. Since the Company's inception, the sole source of
cash has been contributions by the Company's shareholder. The Company has relied
upon contributions by its shareholder to fund its operations for the period from
February 17, 2000 (inception) to September 30, 2001. The Company has not
received any capital contribution in cash from its shareholder during the three
months ended September 30, 2001, or since the initial contributions as set forth
in the Company's Form 10SB dated March 23, 2000.
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The Company anticipates that any need of working capital in future
periods will be limited and will be contributed by the Company's shareholder.
The Company believes that existing cash and cash equivalents, cash flow
from operations will be sufficient to meet the Company's presently anticipated
working capital needs for the next 3 months. To the extent the Company uses its
cash resources for its operations, the Company will be required to obtain
additional funds, if available, through borrowings or equity financings. There
can be no assurance that such capital will be available on acceptable terms. If
the Company is unable to obtain sufficient financing, it may be unable to fully
implement its growth strategy.
Material Changes in Operations
The Company has not had any material changes in operations during the
period ended September 30, 2001, or since February 17, 2000 (inception), or the
date of its Form 10 SB Registration Statement.
Year 2000 Compliance
The Company has not experienced any Year 2000 complications.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
None.
ITEM 2 - CHANGES IN SECURITY
None.
ITEM 3 - DEFAULTS ON SENIOR SECURITIES
None.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5 - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
None.
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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.
November 15, 2001 ANACONDA VENTURE CORPORATION
By: /s/ Tim T. Chang
--------------------
Tim T. Chang, President
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