UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE
ACT OF 1934
For the quarterly period ended February 29, 2000
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( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File number 0-26217
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VANCOUVER'S FINEST COFFEE COMPANY
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(Exact name of registrant as specified in charter)
Nevada 98-02031-70
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Box 28567, 4050 East Hastings Street
Vancouver, BC, Canada V5C 2H9
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(Address of principal executive offices) (Zip Code)
604-970-7892
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Registrant's telephone number, including area code
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(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) 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 (or for such shorter period that the
registrant was required to file such reports), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of March 23, 2000
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Common Stock, $0.001 per share 13,562,480
INDEX
Page
PART 1. Number
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ITEM 1. Financial Statements (unaudited).................................................. 3
Balance Sheet as at February 29, 2000.................................... 4
Statement of Operations
For the three months ended February 29, 2000 and
for the period from September 15, 1998 (Date
of Incorporation) to February 29, 2000.......................... 5
Statement of Changes in Shareholders' Equity
For the period from September 15, 1998 (Date of
Incorporation) to February 29, 2000........................... 6
Statement of Cash Flows
For the three months ended February 29, 2000 and
for the period from September 15, 1998 (Date
of Incorporation) to February 29, 2000.......................... 7
Notes to the Financial Statements........................................ 8
ITEM 2. Plan of Operations................................................................ 11
PART 11 Signatures....................................................................... 12
2
PART 1 - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying balance sheet of Vancouver's Finest Coffee Company (a
development stage company) at February 29, 2000 and the statement of operations
and statement of cash flow for the three months ended February 29, 2000 and for
the period from September 15, 1998 (date of incorporation) to February 29, 2000
and the statement of stockholders' equity for the period from September 15, 1998
(date of incorporation) to February 29, 2000 have been prepared by the Company's
management and they do not include all information and notes to the financial
statements necessary for a complete presentation of the financial position,
results of operations, cash flows, and stockholders' equity in conformity with
generally accepted accounting principles. In the opinion of management, all
adjustments considered necessary for a fair presentation of the results of
operations and financial position have been included and all such adjustments
are of a normal recurring nature.
Operating results for the quarter ended February 29, 2000, are not necessarily
indicative of the results that can be expected for the year ending August 31,
2000.
3
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
BALANCE SHEET
February 29, 2000
(Unaudited - Prepared by Management)
FEBRUARY 29, AUGUST 31,
2000 1999
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ASSETS
CURRENT ASSETS
Bank $ 1,353 $ 20,534
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$ 1,353 $ 20,534
======== ======
LIABILITIES
Accounts payable and accrued liabilities $ 1,179 $ 2,879
Accounts payable - related party - 4,500
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1,179 7,379
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STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 13,562,480 shares issued and outstanding 13,562 13,562
Capital in excess of par value 22,686 18,186
Deficit accumulated during the development stage (36,074) (18,593)
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Total Stockholders' Equity 174 13,155
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$ 1,353 $ 20,534
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The accompanying notes are an integral part
of these unaudited financial statements.
4
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
STATEMENT OF OPERATIONS
For the three months and six months ended February 29, 2000
(with comparative figures)
and for the period from
September 15, 1998 (Date of Inception) to February 29, 2000
(Unaudited - Prepared by Management)
FOR THE THREE FOR THE SIX
FOR THE THREE MONTHS FOR THE SIX MONTHS FROM INCEPTION
MONTHS ENDED ENDED MONTHS ENDED ENDED TO
FEBRUARY 29, FEBRUARY 28, FEBRUARY 29, FEBRUARY 28, FEBRUARY 29,
2000 1999 2000 1999 2000
---- ---- ---- ---- ----
SALES $ - $ - $ - $ - $ -
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GENERAL AND
ADMINISTRATIVE EXPENSES:
Accounting and audit 300 - 300 - 4,550
Bank charges and interest 20 123 36 123 159
Business plan - - - - 5,000
Edgar filing fees 544 - 1,388 - 2,328
Incorporation costs written off - 670 - 670 670
Legal 77 - 2,833 - 2,833
Management fees 1,000 - 2,000 - 5,000
Office expenses 1,298 79 3,099 79 3,599
Rent 5,850 - 6,600 - 7,600
Telephone 500 - 1,000 - 1,500
Transfer agent's fees - 1,215 225 1,215 2,835
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NET LOSS $ 9,589 $ 2,087 $ 17,481 $ 2,087 $ 36,074
========= ===== ====== ====== =======
NET LOSS PER COMMON SHARE
Basic $ 0.0007 $ 0.0006 $ 0.0012 $ 0.0011 $ 0.0036
========= ====== ====== ======= =======
AVERAGE OUTSTANDING SHARES
Basic 13,562,480 3,437,499 13,562,480 1,852,544 9,893,513
========== ========= ========== ========= =========
The accompanying notes are an integral part
of these unaudited financial statements.
5
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from September 15, 1998 (Date of Inception)
to February 29, 2000
(Unaudited - Prepared by Management)
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------ ------ --------- -------
BALANCE SEPTEMBER 15, 1998 (DATE OF INCEPTION) - $ - $ - $ -
Issuance of common shares for cash at
$0.001 -- February 5, 1999 6,000,000 6,000 - -
Issuance of common shares for cash at
$0.002 -- February 7, 1999 7,500,000 7,500 7,500 -
Issuance of common shares for cash at
$0.10 -- February 23, 1999 62,480 62 6,186 -
Capital contributions - expenses 9,000
Net operating loss for the period from
September 15, 1998 to February 29, 2000 - - - (36,074)
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BALANCE FEBRUARY 29, 2000 13,562,480 $ 13,562 $ 22,686 $ (36,074)
========== ========= ========= ==========
The accompanying notes are an integral part
of these unaudited financial statements.
6
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended February 29, 2000 and for the period from
September 15, 1998 (Date of Inception) to February 29, 2000
(Unaudited - Prepared by Management)
FOR THE FOR THE FOR THE
THREE SIX SIX
FOR THE THREE MONTHS MONTHS MONTHS FROM INCEPTION
MONTHS ENDED ENDED ENDED ENDED TO
FEBRUARY 29, FEBRUARY FEBRUARY FEBRUARY FEBRUARY 29,
2000 28, 1999 29, 2000 28, 1999 2000
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CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (9,589) $ (2,087) $ (17,481) $ (2,087) $ (36,074)
Adjustments to reconcile net
loss to net cash provided by
operating activities:
Increase (decrease) in
accounts payable: (40) 748 (1,700) 748 1,179
Increase in due to a director (4,500) 4,500 (4,500) 4,500 -
----------- ---------- ---------- --------- -----------
Net Cash from
Operations (14,129) 3,161 (23,681) 3,161 (34,895)
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CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of
common stock - 27,248 - 27,248 27,248
Capital contributions 2,250 - 4,500 - 9,000
----------- ---------- ---------- --------- -----------
2,250 27,248 4,500 27,248 36,248
----------- ---------- ---------- --------- -----------
Net Increase in Cash (11,879) 30,409 (19,181) 30,409 1,353
Cash at Beginning of Period 13,231 - 20,534 - -
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CASH AT END OF PERIOD $ 1,352 $ 30,409 $ 1,353 $ 30,409 $ 1,353
=========== ========== ========== ========= ===========
The accompanying notes are an integral part
of these unaudited financial statements.
7
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
September 15, 1998 with the authorized common shares of 200,000,000
shares at $0.001 par value.
The Company is in the development stage.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
On February 29, 2000, the Company had a net loss carry forward of
$36,074. The tax benefit from the loss carry forward has been fully
offset by a valuation reserve because the use of the future tax benefit
is undeterminable since the Company has no operations. The net
operating loss will expire in 2020.
Loss per Share
Loss per share amounts are computed based on the weighted average
number of shares actually outstanding using the treasury stock method
in accordance with FABS Statement No. 128.
Cash and Cash Equivalents
The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
8
VANCOUVER'S FINEST COFFEE COMPANY
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued
Financial Instruments
The carrying amounts of financial instruments, including cash, prepaid
expenses and deferred offering costs are considered by management to be
their standard fair values. These values are not necessarily indicative
of the amounts that the Company could realize in a current market
exchange.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses. Actual results
could vary from the estimates that were assumed in preparing these
financial statements.
3. RELATED PARTY TRANSACTIONS
Related parties acquired 44% of the common stock issued.
4. GOING CONCERN
Continuation of the Company as a going concern is dependent upon
obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this
objective through additional equity funding, and long term financing,
which will enable the Company to operate in the future.
9
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ITEM 2. PLAN OF OPERATIONS
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The Company's management is presently assessing the merits of the coffee kiosk
business in light of the number of coffee outlets which have opened in the
Greater Vancouver area during the last year. The Company has engaged the
services of a consultant to analysis the merits of the coffee kiosk business and
management is presently studying this analysis to determine whether it should
proceed in this direction.
At the First Annual General Meeting to be held on March 24, 2000 the
shareholders have been asked to allow the directors to consider whether it is
feasible to continue with the coffee kiosk business or decide upon a new
direction for the Company. If the decision is made to seek a new direction for
the Company the shareholders have been asked to approve a name change for the
Company; the new name, if applicable, to be determined by the directors at their
sole discretion.
Liquidity and Capital Resources
The Company will need additional working capital to finance its activities on
either the coffee kiosk business or a new project. The Company has adequate
funds to maintain its operations over the next several months but will be
requiring additional capital after that period.
Results of Operations
The Company has had no operations during this reporting period.
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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.
VANCOUVER'S FINEST COFFEE COMPANY
(Registrant)
March 23, 2000 //s// "Kirsten Wilson"
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Date Kirsten Wilson
President and Director
March 23, 2000 //s// "Ryan Wilson"
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Date Ryan Wilson
Secretary Treasurer and Director
11