U. S. 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 quarter ended April 30, 2002 -------------- [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ------------- ------------- Commission File No. 000-26753 --------- ASYST CORPORATION ----------------- (Name of Small Business Issuer in its Charter) UTAH 87-0416131 ---- ---------- (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 6170 South 380 West, #150 Murray, Utah 84107 ------------------ (Address of Principal Executive Offices) Issuer's Telephone Number: (801) 263-1661 Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. (1) Yes X No (2) Yes X No --- --- --- --- (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Check whether the issuer has 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: April 30, 2002 Common - 449,072 shares DOCUMENTS INCORPORATED BY REFERENCE NONE. Transitional Small Business Issuer Format Yes X No --- --- PART I - FINANCIAL INFORMATION Item 1. Financial Statements. The Condensed Financial Statements of the Company required to be filed with this 10-QSB Quarterly Report were prepared by management and commence on the following page, together with related Notes. In the opinion of management, the Condensed Financial Statements fairly present the financial condition of the Company. Asyst Corporation Condensed Balance Sheets (Unaudited) ASSETS April 30, 2002 Current Assets Current Assets $ 0 -------- Total Current Assets 0 TOTAL ASSETS $ 0 ======== LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Accounts payable $ 15,420 Shareholder loan 20,382 Bank overdraft balance 1,939 -------- Total Current Liabilities 37,741 Stockholders' Deficit Common stock 449 Additional paid in capital 298,493 Accumulated deficit (353,048) Income accumulated during the development Stage 16,365 --------- Total Stockholders' Deficit (37,741) --------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 0 ========= See accompanying notes Asyst Corporation Condensed Statements of Operations (Unaudited) For the Three For the Three Months Ended Months Ended April 30, 2002 April 30, 2001 Revenues $ 0 $ 0 Operating expense 2,548 1,964 ------------ ---------- Operating loss (2,548) (1,964) Income/Franchise taxes (437) 0 ------------ ---------- Net income (loss) $ (2,985) $ (1,964) ============ ========== Net Income (loss) per Share $ (0.01) $ (0.01) ============ ========== Weighted Average Number of Shares Outstanding 449,072 449,072 ============ ========== See accompanying notes Asyst Corporation Condensed Statements of Operations (Unaudited) For the Development For the Nine For the Nine Stage Period Months Ended Months Ended Through April 30, 2002 April 30, 2001 April 30, 2002 Revenues $ 0 $ 0 $ 0 Operating expense 11,021 9,336 43,955 ------------ ---------- -------- Operating loss (11,021) (9,336) (43,955) Realized gain on disposal of investments 0 68,407 68,407 Interest Expense 0 0 (7,650) Income/Franchise Taxes (473) 0 (437) ------------ ---------- --------- Net income (loss) $ (11,458) $ 59,071 $ 16,365 Other Comprehensive Income (loss) Unrealized holding loss during period 0 (15,000) (108,750) Reclassification adjustment for realized gain 0 (68,407) (68,407) ------------ ---------- --------- Total comprehensive income (loss) $ (11,458) $ (24,336) $(160,792) ============ ========== ========= Net Income (loss) per Share$ (0.03) $ 0.07 $ 0.04 ============ ========== ========= Weighted Average Number of Shares Outstanding 449,072 449,107 395,931 ============ ========== ========= See accompanying notes Asyst Corporation Condensed Statements of Cash Flows (Unaudited) For the Development For the Nine For the Nine Stage Period Months Ended Months Ended Through April 30, 2002 April 30, 2001 April 30, 2002 Cash Flows Used for Operating Activities: Net Income (Loss) $ (11,458) $ 59,066 $ 16,365 Adjustments to reconcile net loss to net cash used for operating activities: Gain on disposal of investments (68,407) (68,407) Expenses paid by shareholder 9,341 19,870 Issued stock for expenses 0 10,750 Increase (decrease) in current liabilities 11,458 0 21,030 ----------- ------------- ---------- Net Cash Flows Used for Operating Activities 0 0 (392) ----------- ------------- ---------- Net Increase (Decrease) in Cash 0 0 (392) Beginning Cash Balance 0 0 392 ----------- ------------- ---------- Ending Cash Balance $ 0 $ 0 $ 0 =========== ============= ========== Supplemental disclosure: Investment of $90,000 was disposed of as settlement of debt on September 30, 1999. See accompanying notes Asyst Corporation Notes to Condensed Financial Statements April 30, 2002 PRELIMINARY NOTE The accompanying condensed consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These interim financial statements include all adjustments, which in the opinion of management, are necessary in order to make the financial statements not misleading. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 1O-KSB for the year ended July 31, 2001. Item 2. Management's Discussion and Analysis or Plan of Operation. Plan of Operation. - ------------------ The Company has not engaged in any material operations during the fiscal years ended July 31, 2001 or 2000 or during the nine months ended April 30, 2002. The Company's plan of operation for the next 12 months is to:(i) consider guidelines of industries in which the Company may have an interest; to (ii) adopt a business plan regarding engaging in business in any selected industry; and to (iii) commence such operations through funding and/or the acquisition of an operating company engaged in any industry selected. The Company's only foreseeable cash requirements during the next 12 months will relate to maintaining the Company in good standing in the State of Utah. Expenses of the Company were paid by a principal stockholder, Michael Vardakis, pursuant to his Agreement to pay expenses, through February 2, 2002; thereafter, the Company may be required to seek loans or advances from directors or executive officers or principal stockholders of the Company, or to raise funds through the placement of "restricted securities." Considering the present financial position of these, none of these possibilities can presently be determined to be available to the Company when and if needed. Results of Operations. - ---------------------- At April 30, 2002, the Company had $0 in assets and $37,741 in liabilities. The Company had no revenues for the three months ended April 30, 2002 and 2001, with net losses of ($2,985) and ($1,964), respectively. The Company had no revenues for the nine months ended April 30, 2002 and 2001, with net losses and income of ($11,458) and $59,071, respectively. Liquidity. - ---------- At April 30, 2002, the Company had no current assets, with total current liabilities of $37,741. Total stockholder's deficit was ($37,741). PART II - OTHER INFORMATION Item 1. Legal Proceedings. None; not applicable. Item 2. Changes in Securities. None; not applicable. Item 3. Defaults Upon Senior Securities. None; not applicable. Item 4. Submission of Matters to a Vote of Security Holders. None; not applicable. Item 5. Other Information. None; not applicable. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits. 10-KSB Annual Report for the year ended July 31, 2001.* 10-SB Registration Statement, as amended.* *Incorporated by reference. (b) Reports on Form 8-K. None. 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. ASYST CORPORATION Date: 6/14/02 By/s/Bob Hall --------- ------------------------ Bob Hall, Director and President Date: 6/13/02 By/s/Mike Vardakis --------- ------------------------ Mike Vardakis, Director and Secretary/Treasurer Date: 6/13/02 By/s/Matthew C. Lords --------- ------------------------ Matthew C. Lords, Director