SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2002
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the transition period from __________________
to __________________
Commission File Number 0-27799
CIK Number 0001092797
MYERCOM, INC.
(Exact Name of small business issuer as specified in its charter)
MARIN TECHNOLOGIES, INC.
(Former Name)
Delaware 33-0619531
(State or other Jurisdiction of I.R.S. Employer Identi-
Incorporation or Organization fication No.)
24351 Pasto Road, #B, Dana Point, California 92629
(Address of Principal Executive Offices) (Zip Code)
(949) 489-2400
(Issuer's Telephone Number, including Area Code)
Indicate by check mark whether the Registrant (i) has filed all reports
required to be filed by Section 13, or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (of for such shorter period that the
Registrant was required to file such reports) and (ii) has been subject to such
filing requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date.
Common Stock, $.001 par value 13,600,000
- ---------------------------------- --------------------
Title of Class Number of Shares outstanding
at March 31, 2002
Transitional Small Business Format Yes No X
No exhibits included.
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MYERCOM, INC.
(A Company in the Development Stage)
BALANCE SHEETS
(unaudited)
ASSETS
June 30, March 31,
2001 2002
Patent Rights -- 15,000
TOTAL ASSETS $ 15,000
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 108 $ 705
Accounts payable - related party 3,074 4,032
TOTAL LIABILITIES $ 3,182 $ 4,737
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock, $.001 par value; 1,000,000 shares
authorized; no shares issued and outstanding
Common Stock, $.001 par value; 20,000,000 shares
authorized; 13,600 shares issued and outstanding 13,600 13,600
Capital in excess of par value (12,585)
Deficit accumulated during the development stage (4,197) (5,752)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (3,182) 10,263
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ -- 15,000
The accompanying notes are an integral part of
the financial statements.
2
MYERCOM, INC.
(A Company in the Development Stage)
STATEMENTS OF OPERATIONS
(unaudited)
CUMULATIVE
FOR THE NINE FOR THE THREE FROM INCEPTION
MONTHS ENDED MONTHS ENDED (April 20, 1994)
March 31, March 31, TO
2002 2001 2002 2001 March 31, 2002
REVENUES $ -- $ -- $ -- $ -- $ --
OPERATING EXPENSES
General and Administrative 1,555 834 605 834 5,752
TOTAL OPERATING EXPENSES 1,555 834 605 834 5,752
NET (LOSS) $ (1,555) $ (834) $ (605) $ (834) $ (5,752)
NET (LOSS) PER SHARE $ (Nil) $ -- $ (Nil) $ -- $ (Nil)
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 13,600,000 13,600,000 13,600,000 13,600,000 13,600,000
See accompanying Notes to Financial Statements.
3
MYERCOM, INC.
(A Company in the Development Stage)
STATEMENTS OF CASH FLOWS
(unaudited)
CUMULATIVE
FOR THE NINE FOR THE THREE FROM INCEPTION
MONTHS ENDED MONTHS ENDED (April 20, 1994)
March 31, March 31, TO
2002 2001 2002 2001 March 31, 2002
CASH FLOWS FROM OPERATING
ACTIVITIES
Net (Loss) $ (1,555) $ (834) $ (605) $ (834) $ (5,752)
Add item not requiring the
use of cash - amortization -- -- -- -- 1,015
Increase (decrease) in accounts
payable 1,555 834 605 834 4,737
Net cash flows from operating
activities -- -- -- -- --
CASH FLOWS FROM INVESTING ACTIVITIES
Organizational Costs -- -- -- -- (1,015)
-- -- -- -- --
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of Common Stock -- -- -- -- 1,015
Net Cash flows from financing
activities -- -- -- -- 1,015
NET INCREASE (DECREASE) IN CASH -- -- -- -- --
CASH BALANCE AT BEGINNING -- -- -- -- --
OF PERIOD
CASH BALANCE AT END OF
PERIOD $ -- $ -- $ -- $ -- $ --
See accompanying Notes to Financial Statements.
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MYERCOM, INC.
(A Company in the Development Stage)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 2002
1. Comments
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company
without audit. In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the
financial position as of March 31, 2002 and the results of operations and
cash flows for the three and nine months ended March 31, 2002 and 2001 and
for the periods then ended have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the company's June 30, 2001
audited financial statements. The results of operations for the three and
six months ended March 31, 2002 and 2001 are not necessarily indicative of
the results of operations to be expected for the full fiscal year.
NOTE 2 - RELATED PARTY TRANSACTIONS
Accounts Payable - Related Party - For the three and nine months ended
March 31, 2002, an officer/shareholder of the Company paid $50 and $958,
respectively, in expenditures on behalf of the Company. The Company owes a
total of $4,032 to the officer/shareholder for expenses paid on behalf of
the company since inception.
NOTE 3 - GOING CONCERN
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplate continuation of
the Company as a going concern. However, the Company has incurred losses
since its inception and has not yet been successful in establishing
profitable operations. Further, the Company has current liabilities in
excess of current assets. These factors raise substantial doubt about the
ability of the Company to continue as a going concern. In this regard,
management is proposing to raise any necessary additional funds not
provided by operations through loans or through additional sales of its
common stock or through a possible business combination with another
company. There is no assurance that the Company will be successful in
raising this additional capital or achieving profitable operations. The
financial statements do not include any adjustments that might result from
the outcome of these uncertainties.
NOTE 4 - NEW BUSINESS STRATEGY; NAME CHANGE; STOCK DIVIDEND
On November 18, 2001, the Company's Board of Directors resolved to change
the name of the Company to Myercom, Inc. to reflect the contribution to
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capital of rights by the Company's principal stockholder to a patent
application relating to certain technology known as VOS. At the same time
the Company effected a stock split of 12.6 shares for every 1 share
outstanding, resulting in 13,600,000 shares outstanding. All share amounts
have been restated. The patent rights were valued at a nominal amount of
$15,000, although the principal stockholder (who is also the sole officer
and director) acquired them at a significantly higher price.
Myercom was assigned the patent rights for VOS; however, the prior owner
had licensed the technology for use in the Caribbean and Asia. The Asian
licensee, Astral Vox Asia, Inc., is affiliated with Myercom in that the
officer and director of Myercom is also a stockholder of Astralvox Asia,
and negotiations are underway for Myercom to provide technology support
services to Astrovox Asia. However, Myercom has decided to concentrate its
initial marketing efforts in the Russian Federation, Ukraine, Kazahkistan,
Turkmeister, Kirgyzstan, Gergco, Aberzajian and Tajikistan (the Newly
independent states or NIS). Management's decision is based on the fact that
the telecom section in the NIS is rapidly growing at this time. However, if
opportunities in other markets (excluding Asia and the Caribbean) present
themselves we intend to take advantage of them.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
The Company has limited working capital and no activities. We have not yet
determined our capital needs and are currently formulating our business
plan.
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS - None
Item 2. CHANGES IN SECURITIES - None
---------------------
Item 3. DEFAULTS UPON SENIOR SECURITIES - None
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Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - None
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Item 5. OTHER INFORMATION - None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibits--None
Reports on Form 8-K--None.
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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.
MYERCOM, INC.
Date: April 30, 2002 By:/s/ Jehu Hand
-------------
Jehu Hand,
President and Chief Financial
Officer (chief financial officer
and accounting officer and duly
authorized officer)
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