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 March 31, 2003
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from _________to_________
Commission file number 0-32079
Big Sky Industries VII, Inc.
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(Exact name of small business issuer as specified in its charter)
Florida 59-3647273
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(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 VII, INC.
(A Development Stage Company)
FORM 10-QSB
March 31, 2003
INDEX Page Number
PART 1- FINANCIAL INFORMATION
Item 1 - Financial Statements
Balance Sheets as of March 31, 2003 (unaudited) and
as of September 30, 2002 2
Statements of Loss and Accumulated Deficit During The
Development Stage for the three and six months ended
March 31, 2003 and 2002 (unaudited) 3
Statements of Cash Flows During The Development Stage
for the six months ended March 31, 2003 and 2002 (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 VII, INC.
(A Development Stage Company)
BALANCE SHEETS
March September 30,
2003 2002
------------- -------------
(unaudited)
ASSETS
Cash $ - $ -
----------- -----------
TOTAL ASSETS $ - $ -
=========== ===========
LIABILITIES AND STOCKHOLDERS' DEFICIT
LIABILITIES
Cash in bank deficit - 22
Accrued expenses 5,780 5,520
----------- -----------
TOTAL LIABILITIES 5,780 5,542
----------- -----------
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 187 165
Deficit accumulated during the development stage (7,017) (6,757)
----------- -----------
TOTAL STOCKHOLDERS' DEFICIT (5,780) (5,542)
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ - $ -
=========== ===========
The accompanying notes are an integral part of these financial statements.
Page 2
BIG SKY INDUSTRIES VII, INC.
(A Development Stage Company)
STATEMENT OF LOSS AND ACCUMULATED DEFFICIT DURING THE DEVELOPMENT STAGE
(Unaudited)
Three Months Ended Six Months Ended Cumulative
March 31, March 31, During
----------------------- ----------------------- Development
2003 2002 2003 2002 Stage
---------- ---------- ---------- ---------- ------------
Revenues $ - $ - $ - $ - $ -
General and administrative expenses 130 175 260 350 7,017
---------- ---------- ---------- ---------- ------------
Operating loss (130) (175) (260) (350) (7,017)
Provision for income taxes - - - - -
---------- ---------- ---------- ---------- ------------
Net loss $ (130) $ (175) $ (260) $ (350) $ (7,017)
========== ========== ========== ========== ============
Basic and diluted loss per share $ (0.000) $ (0.000) $ (0.000) $ (0.000) $ (0.007)
========== ========== ========== ========== ============
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 VII, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS DURING THE DEVELOPMENT STAGE
(Unaudited)
Six Months Ended Cumulative
March 31, During
------------------------ Development
2003 2002 Stage
----------- ----------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (260) (350) $ (7,017)
Adjustments to reconcile net loss to net
cash used by operating activities:
Common stock exchanged for services - - 50
Increase in accrued liabilities 260 260 5,780
--------- ---------- -----------
NET CASH USED BY OPERATING ACTIVITIES $ - (90) $ (1,187)
--------- ---------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Sale of common stock - - 1,000
Contribution of capital by shareholders - - 187
--------- ---------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES - - 1,187
--------- ---------- -----------
NET INCREASE (DECREASE) IN CASH - (90) -
CASH AND EQUIVALENTS - BEGINNING OF PERIOD - 158 -
--------- ---------- -----------
CASH AND EQUIVALENTS - END OF PERIOD $ - $ 68 $ -
========= ========== ===========
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 VII, 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, 2003.
Organization
Big Sky Industries VII, 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, 2002 filed with
the Securities and Exchange Commission.
Page 5
Plan of Operation
Big Sky Industries VII, 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 cash in the bank 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 $1,187. 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 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 have been minimal since inception, 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
March 31, 2003.
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 VII, Inc.
/s/ Ramon Chimels
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Ramon Chimelis
President