U.S. 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 EXCHANGE ACT
For the transition period from _________to_________
Commission file number 0-32081
Big Sky Industries X, Inc
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(Exact name of small business issuer as specified in its charter)
Florida 59-3647277
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
211 Shellpoint West, Maitland, Florida 32751
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(Address of principal executive offices)
(407)-628-7033
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(Issuer's telephone number)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange ACT
after the distribution of securities under a plan confirmed by a court.
Yes [ ] 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 May 20, 2003,
1,050,000 shares of the registrant's common stock, $.001 par value, issued
and outstanding.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
BIG SKY INDUSTRIES X, INC.
(A Development Stage Company)
FORM 10-QSB
June 30, 2002
INDEX Page Number
PART 1- FINANCIAL INFORMATION
Item 1 - Financial Statements
Balance Sheets as of June 30, 2002 (unaudited) and as of
September 30, 2001 2
Statements of Loss and Accumulated Deficit During The
Development Stage for the three and nine months ended
June 30, 2002 and 2001 (unaudited) 3
Statements of Cash Flows During The Development Stage for
the nine months ended June 30, 2002 and 2001 (unaudited) 4
Notes to Financial Statements (unaudited) 5
Item 2 - Management's Discussion and Analysis or Plan of Operation 5
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 7
Item 2 - Changes in Securities 7
Item 3 - Defaults upon 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
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BIG SKY INDUSTRIES X, INC.
(A Development Stage Company)
BALANCE SHEETS
June September 30,
2002 2001
----------- ---------------
(unaudited)
ASSETS
Cash $ 23 $ 158
---------- ----------
TOTAL ASSETS $ 23 $ 158
========== ==========
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES
Accrued expenses $ 5,390 $ 5,000
---------- ----------
TOTAL LIABILITIES 5,390 5,000
---------- ----------
STOCKHOLDERS' DEFICIT
Preferred stock, no par value; 5,000,000 shares authorized,
none outstanding
Common stock, $.001 par value, 50,000,000 shares authorized
1,050,000 shares issued and outstanding 1,050 1,050
Additional paid-in capital 165 165
Deficit accumulated during the development stage (6,582) (6,057)
---------- ----------
TOTAL STOCKHOLDERS' DEFICIT (5,367) (4,842)
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 23 $ 158
========== ==========
The accompanying notes are an integral part of these financial statements.
Page 2
BIG SKY INDUSTRIES X, INC.
(A Development Stage Company)
STATEMENT OF LOSS AND ACCUMULATED DEFFICIT DURING THE DEVELOPMENT STAGE
(Unaudited)
Three Months Ended Nine Months Ended Cumulative
June 30, June 30, During
-------------------------- ------------------------ Development
2002 2001 2002 2001 Stage
------------ ------------ ----------- ----------- -----------
Revenues $ - $ - $ - $ - $ -
General and administrative expenses 175 395 525 1185 6,582
----------- ----------- ---------- ---------- ----------
Operating loss (175) (395) (525) (1,185) (6,582)
Provision for income taxes - - - - -
----------- ----------- ---------- ---------- ----------
Net loss $ (175) $ (395) $ (525) $ (1,185) $ (6,582)
=========== =========== ========== ========== ==========
Basic and diluted loss per share $ (0.000) $ (0.000) $ (0.001) $ (0.001) $ (0.006)
=========== =========== ========== ========== ==========
Weighted average number of common
shares outstanding
(basic and diluted) 1,050,000 1,050,000 1,050,000 1,050,000 1,050,000
=========== =========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
Page 3
BIG SKY INDUSTRIES X, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS DURING THE DEVELOPMENT STAGE
(Unaudited)
Nine Months Ended Cumulative
June 30, During
------------------------- Development
2002 2001 Stage
------------ ----------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (175) $ (1,185) $ (6,582)
Adjustments to reconcile net loss to net
cash used by operating activities:
Common stock exchanged for services - 0 50
Increase in accrued liabilities
130 434 5,390
--------- --------- ---------
NET CASH USED BY OPERATING ACTIVITIES $ (45) $ (751) $ (1,142)
--------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Sale of common stock - - 1,000
Contribution of capital by shareholders - - 165
--------- --------- ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES - - 1,165
--------- --------- ---------
NET INCREASE (DECREASE) IN CASH (45) (751) 23
CASH AND EQUIVALENTS - BEGINNING OF PERIOD 68 955 -
--------- --------- ---------
CASH AND EQUIVALENTS - END OF PERIOD $ 23 $ 204 $ 23
========= ========= =========
SUPPLEMENTAL DISCLOSURES:
Cash paid during the period for interest $ - $ - $ -
========= ========= =========
Cash paid during the period for income taxes $ - $ - $ -
========= ========= =========
The accompanying notes are an integral part of these financial statements.
Page 4
BIG SKY INDUSTRIES X, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Nature of Business and Basis of Presentation
Basis of Presentation
Unaudited interim financial statements In the opinion of management, the
accompanying unaudited financial statements reflect all adjustments,
consisting only of normal recurring adjustments, necessary for a fair
presentation of the results for the interim periods. Certain footnote
disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United
States of America have been condensed or omitted pursuant to SEC rules
and regulations. The preparation of financial statements requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial
statements and the reported amount of revenue and expense during the
reporting period. Operating results for the interim periods are not
necessarily indicative of results for the year ended September 30, 2001.
Organization
Big Sky Industries X, Inc. was incorporated in Florida on January 31,
2000. The company was organized as a "shell" company and conducts
virtually no business operation, other than investigating opportunities
to associate with a suitable business partner and identifying merger
partners or acquisition candidates. The Company is a development stage
enterprise, as defined by Financial Accounting Standards, ("FAS") No 7,
"Accounting and Reporting by Development Stage Enterprises."
Item 2. Management's Plan of Operation.
Overview
The following discussion "Management's Plan of Operation" contains
forward-looking statements. The words "anticipate," "believe" "expect,"
"plan," "intend," "estimate," "project," "will," "could," "may," and
similar expressions are intended to identify forward-looking statements.
Such statements reflect the Company's current views with respect to
future events and financial performance and involve risks and
uncertainties. Should one or more risks or uncertainties occur, or
should underlying assumptions prove incorrect, actual results may vary
materially and adversely from those anticipated, believed, expected,
planned, intended, estimated, projected, or otherwise indicated.
The following is qualified by reference to, and should be read in
conjunction with the Company's financial statements, and notes thereto,
included elsewhere in this Form 10-QSB, as well as the discussion
hereunder "Management's Plan of Operation"; our significant accounting
policies are disclosed in Note 1 to our financial statements included on
our Annual Report on Form 10-KSB for the year ended September 30, 2001
filed with the Securities and Exchange Commission.
Page 5
Plan of Operation
Big Sky Industries X, Inc. is presently a development stage company
that conducts virtually no business operations, other than investigating
opportunities to effect a merger, exchange of capital stock, asset
acquisition, or other similar business combination (a "Business Combination")
with an operating or development stage business ("Target Business"), which
desires to employ the Company to become a reporting corporation under the
Securities Exchange Act of 1934. To date, we have not engaged in any
operations, nor have we generated any revenue.
We do not have significant cash or other material assets, nor do we
have an established source of revenue needed to cover the costs of normal
operations, which would allow us to continue as a going concern. These
financial statements have been prepared using generally accepted
accounting principles applicable to a going concern, which contemplates
the realization of assets and liquidation of liabilities in the normal
course of business. Our ability to meet those obligations and continue
as a going concern is dependent upon us raising new capital through
advances from current shareholders and issuing equity securities to complete
a Business Combination transaction with a Target Business. If it becomes
necessary for us to raise additional funds to support normal operations
during the next twelve months, our principal shareholder and founder,
Ramon Chimelis, will advance funds as needed. If we need to raise funds
beyond funds needed for normal operations, we may choose to sell additional
common stock, especially if we enter into an agreement to effectuate a
Business Combination with a Target Business.
Since inception, we have received a cash infusion of $1,165. With
the exception of certain other professional fees and costs related to a
Business Combination, we expect that we will incur minimal operating costs
and, as indicated above, our principal shareholder and founder will advance
funds, as needed, to meet our cash requirements during the next twelve
months. It is likely, however, that a Business Combination might not occur
during the next twelve months; and in the event that our principal
shareholder does not advance adequate funds to support normal operations
and we deplete our present cash reserves prior to completing a Business
Combination transaction with a Target Business, we may cease operations and
a Business Combination may not occur.
To date, we have not yet identified a Business Combination
opportunity; therefore, we are unable to predict our cash requirements
subsequent to a Business Combination with an unidentified Target Business.
As indicated above, we may be required to raise capital through the sale of
or issuance of additional securities, in order to ensure that we can meet
our operating costs for the remainder of our fiscal year, if we complete a
Business Combination transaction with a Target Business. In the event that
we elect to raise additional capital by selling common stock, prior to, or
in connection with, completing a Business Combination transaction, we expect
to do so through the private placement of restricted securities.
There are no agreements or understandings of any kind with respect
to any loans from officers or directors of the Company on behalf of the
Company, other than that describe above.
Since our cash reserves are minimal, we have not compensated our
officers or directors; in the near term, we may compensate them for their
services by issuing them stock in lieu of cash. Presently, there are no
arrangements or anticipated arrangements to pay any type of additional
compensation to any officer or director. Regardless, of whether our cash
assets prove to be inadequate to meet our operational needs, we might seek
to compensate providers of services by the issuance of stock in lieu of cash.
Page 6
PART II. OTHER INFORMATION
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults upon Senior Securities
None
Item 4 - Submissions of Matters to a Vote of Security Holders
None
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits.
99.1 Certification of Ramon Chimelis, President
(b) Reports on form 8-k
No reports on Form 8-K were filed during the quarter
ending June 30, 2002.
Page 7
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 20, 2003 Big Sky Industries X, Inc.
/s/ Ramon Chimels
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Ramon Chimelis
President