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, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ______________ to ______________
Commission file number 000-28195
ENTERPRISES SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0232148
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
140 Wood Road, Suite 200, Braintree, Massachusetts 02184
(Address of principal executive offices)
(617) 510-3898
(Issuer's telephone number)
The number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date:
Class March 30, 2000
----- --------------
Common stock, $ 0.001 par value 7,783,925
ENTERPRISES SOLUTIONS, INC.
TABLE OF CONTENTS
PAGE NO.
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PART I. FINANCIAL INFORMATION
ITEM 1 - Unaudited Consolidated Financial Statements
Consolidated Balance Sheets as of March 31, 2000 and 1999
(Unaudited)..................................................... 3
Consolidated Statements of Operations for the Three Months
Ended March 31, 2000 and 1999 (Unaudited)....................... 4
Consolidated Statements of Cash Flows for the
Three Months Ended March 31, 2000 and 1999 (Unaudited).......... 5
Notes to Consolidated Financial Statements...................... 6
ITEM 2
Management's Discussion and Analysis of Financial
Condition and Results of Operations............................. 7
PART II. OTHER INFORMATION
ITEM 1
Legal Proceedings............................................... 8
ITEM 6
Exhibits and Reports on Form 8-K................................ 8
Signatures...................................................... 9
2
ENTERPRISES SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS
MARCH 31, 2000 AND 1999
(UNAUDITED)
ASSETS
2000 1999
----------- ----------
Cash $ 9,287 $ 106,380
Loans and Advances - 105,000
Loans Receivable-Infotex - 457,000
Loans Receivable-CODIS 50,000 -
----------- ----------
Total Assets $ 59,287 $ 668,380
=========== ==========
LIABILITIES AND SHAREHOLDERS' (DEFICIT)
Other Liabilities $ 6,625 $ -
Accrued Other Expense 239,913 -
Demand Loans 714,823 -
----------- ----------
Total Current Liabilities 961,361 -
----------- ----------
Shareholders' (Deficit):
Preferred Stock $1.00 Par 148 100
Common Stock $.001 Par 4,310 3,618
Additional Paid-in Capital 2,786,646 2,455,556
Retained (Deficit) (1,633,508) (1,633,509)
(Deficit) Accumulated During The
Development Stage (2,059,669) (157,385)
----------- ----------
Total Shareholders' (Deficit) (902,073) 668,380
----------- ----------
Total Liabilities & Shareholders' (Deficit) $ 59,287 $ 668,380
=========== ==========
See Notes to Unaudited Consolidated Financial Statements
3
ENTERPRISES SOLUTIONS, INC
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(UNAUDITED)
2000 1999
--------- --------
Revenue $ - $ -
--------- --------
Costs and Expenses:
Consulting Fees 116,365 18,000
Professional Fees 25,449 2,600
Office Expenses 12,721 2,337
Rent 10,234 -
Research & Development 141,069 -
Telephone 13,845 655
Travel Expenses 45,637 7,920
Other Expenses 66,007 636
--------- --------
Total Costs and Expenses 431,326 32,147
--------- --------
Other Income:
Interest 430 -
--------- --------
NET (LOSS) $(430,896) $(32,147)
========= ========
NET (LOSS) PER
COMMON SHARE $ (0.09) $ 0.00
========= ========
See Notes to Unaudited Consolidated Financial Statements
4
ENTERPRISES SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
(UNAUDITED)
2000 1999
--------- --------
Cash Flows From Operating Activities:
Net (Loss) $(430,896) $(32,147)
Adjustments to Reconcile Net (loss) to Net Cash
(Used) By Operating Activities:
Income In Accounts Payable and
Accrued Expenses 29 -
--------- --------
Net Cash (Used) By Operating Activities (430,867) (32,147)
--------- --------
Cash Flows From Investing Activities:
Loans Receivable - CODIS (50,000) -
Loans and Advances, Net - 20,000
Loans and Advances - Infotex - (457,000)
--------- --------
Cash Flows (Used) By Investing Activities (50,000) (437,000)
--------- --------
Cash Flows From Financing Activities:
Increase In Demand Loans 458,573 -
Common Stock Issuances - 536,553
--------- --------
Net (Decrease) Increase In Cash (22,294) 67,406
Cash, Beginning of Year 31,581 38,974
--------- --------
Cash, End of Period $ 9,287 $106,380
========= ========
See Notes to Unaudited Consolidated Financial Statements
5
ENTERPRISES SOLUTIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB. Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included.
The consolidated results of operations for the periods presented are not
necessarily indicative of the results to be expected for the full year. The
accompanying financial statements should be read in conjunction with the
Company's Form 10-KSB which included audited financial statements for the year
ended December 31, 1999.
Income Taxes
- ------------
During the periods presented the Company has not provided for income taxes as a
result of the losses during the periods and the available operating loss
carryforwards.
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ENTERPRISES SOLUTIONS, INC.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operation
Results of Operations
Comparison of the Three Months Ended March 31, 2000 and 1999
The Company had no revenues in either 2000 or in 1999. The Company is a
development stage company and has not yet commenced sales of its planned
products and services.
The Company's expenditures increased overall from $32,147 to $431,326,
attributable primarily to implementing its planned business strategy. Research
and developmental expenses specifically increased from $0 to $141,069.
The net loss for the quarter ended March 31, 2000 increased to $430,896
from a net loss in 1999 of $32,147 due to the foregoing.
Liquidity and Capital Resources
The Company's working capital deficit at March 31, 2000 was approximately
$950,000. The Company's primary sources of working capital have been from the
offshore financing from Waltrag, A.G. referenced in Item 1 of the Company's
Form 10-KSB, filed April 12, 2000.
Currently, the Company's primary cash requirements include the ongoing cost
of the development of its new business plan and the ongoing costs of maintaining
its administrative expenses.
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ENTERPRISES SOLUTIONS, INC.
PART II.
OTHER INFORMATION
Item 1. Legal Proceedings
Reference is made to the description of legal proceedings with the
Securities and Exchange Commission (the "Commission") under Item 1 of the
Company's Amendment No. 1 to Form 10-KSB, filed with the Commission on May 15,
2000.
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K relating to the quarter ended March 31, 2000.
The Company did not file any reports on Form 8-K during the quarter
ended March 31, 2000.
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SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ENTERPRISES SOLUTIONS, INC.
By: /s/ John A. Solomon
-------------------------------------
John A. Solomon
President and Chief Executive Officer
Dated: May 15, 2000
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