9
U.S. 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 September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 000-31603
GTG HOLDINGS, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 87-0657221
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
5882 South 900 East, Suite 202, Salt Lake City, Utah 84121
(Address of principal executive offices)
801-269-9500
(Issuer's telephone number)
Not Applicable
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the
preceding 12 months (or for such shorter period that the issuer
was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ ] No [ X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13, or 15(d) of the
Exchange Act subsequent to 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 November 10, 2000: 100,000
shares of common stock.
Transitional Small Business Format: Yes [ ] No [ X ]
FORM 10-QSB
GTG HOLDINGS, INC.
INDEX
Page
PART I. Financial Information 3
Unaudited Condensed Balance Sheet - 3
September 30, 2000
Unaudited Condensed Statement of 4
Operations for the Three Months Ended
September 30, 2000 and June 27, 2000
(period of inception) through September
30, 2000
Unaudited Condensed Statement of Cash 5
Flows for the Three Months Ended
September 30, 2000 and June 27, 2000
(period of inception) through September
30, 2000
Notes to Unaudited Condensed Financial 6
Statements
Management's Plan of Operation 9
PART II. Other Information 10
Signatures 10
2
PART I. FINANCIAL INFORMATION
GTG HOLDINGS, INC.
[A Development Stage Company]
CONDENSED BALANCE SHEET
[Unaudited]
ASSETS
September 30,
2000
___________
CURRENT ASSETS
Cash $ 100
___________
Total Current Assets $ 100
___________
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 800
___________
Total Current Liabilities 800
___________
STOCKHOLDERS' EQUITY:
Preferred stock, $.001 par value,
10,000,000 shares authorized,
no shares issued and outstanding -
Common stock, $.001 par value,
50,000,000 shares authorized,
100,000 shares issued and outstanding 100
Capital in excess of par value -
(Deficit) accumulated during the
development stage (800)
___________
Total Stockholders' Equity (700)
___________
$ 100
___________
The accompanying notes are an integral part of this unaudited
financial statement.
3
GTG HOLDINGS, INC.
[A Development Stage Company]
CONDENSED STATEMENT OF OPERATIONS
[Unaudited]
From Inception
For the Three on June 27,
Months Ended 2000 Through
September 30, September 30,
2000 2000
___________ ___________
REVENUE $ - $ -
EXPENSES:
General and Administrative 800 800
___________ ___________
LOSS FROM OPERATIONS
BEFORE INCOME TAXES (800) (800)
CURRENT TAX EXPENSE - -
DEFERRED TAX EXPENSE - -
___________ ___________
NET LOSS $ (800) $ (800)
___________ ___________
LOSS PER COMMON SHARE $ (.01) $ (.01)
___________ ___________
The accompanying notes are an integral part of these unaudited
financial statements.
4
GTG HOLDINGS, INC.
[A Development Stage Company]
CONDENSED STATEMENT OF CASH FLOWS
[Unaudited]
From Inception
For the Three on June 27,
Months Ended 2000 Through
September 30, September 30,
2000 2000
____________ ____________
Cash Flows From Operating Activities:
Net loss $ (800) $ (800)
Adjustments to reconcile net loss to
net cash used by operating activities:
Changes in assets and liabilities:
Increase in accounts
payable - related party 800 800
____________ ____________
Net Cash Provided (Used)
by Operating Activities - -
____________ ____________
Cash Flows From Investing Activities - -
____________ ____________
Net Cash Provided by Investing Activities - -
____________ ____________
Cash Flows From Financing Activities:
Proceeds from issuance of common stock - 100
____________ ____________
Net Cash Provided by Financing Activities - 100
____________ ____________
Net Increase in Cash - 100
Cash at Beginning of Period 100 -
____________ ____________
Cash at End of Period $ 100 $ 100
____________ ____________
Supplemental Disclosures of Cash Flow
Information:
Cash paid during the period for:
Interest $ - $ -
Income taxes $ - $ -
Supplemental Schedule of Noncash Investing and Financing
Activities:
For the three months ended September 30, 2000:
None
The accompanying notes are an integral part of these unaudited
financial statements.
5
GTG HOLDINGS, INC.
[A Development Stage Company]
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - GTG Holdings, Inc. (the Company) was organized
under the laws of the State of Nevada on June 27, 2000. The
Company has not commenced planned principal operations and is
considered a development stage company as defined in Statement of
Financial Accounting Standards (SFAS) No. 7. The Company is
seeking potential business ventures. The Company has, at the
present time, not paid any dividends and any dividends that may
be paid in the future will depend upon the financial requirements
of the Company and other relevant factors.
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, results of operations and cash flows at
September 30, 2000 and for all the periods presented 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, 2000 audited financial
statements. The results of operations for the period ended
September 30, 2000 are not necessarily indicative of the
operating results for the full year.
Cash and Cash Equivalents - For purposes of the statement of cash
flows, the Company considers all highly liquid debt investments
purchased with a maturity of three months or less to be cash
equivalents.
Accounting Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, the disclosures of
contingent assets and liabilities at the date of the financial
statements, and the reported amount of revenues and expenses
during the reported period. Actual results could differ from
those estimated.
Loss Per Share - The computation of loss per share is based on
the weighted average number of shares outstanding during the
period presented in accordance with Statement of Financial
Accounting Standards No. 128, "Earnings Per Share". [See Note 6]
Recently Enacted Accounting Standards - Statement of Financial
Accounting Standards (SFAS) No. 136, "Transfers of Assets to a
not for profit organization or charitable trust that raises or
holds contributions for others", SFAS No. 137, "Accounting for
Derivative Instruments and Hedging Activities - deferral of the
effective date of FASB Statement No. 133 (an amendment of FASB
Statement No. 133.),", SFAS No. 138 "Accounting for Certain
Derivative Instruments and Certain Hedging Activities - and
Amendment of SFAS No. 133", SFAS No. 139, "Recission of SFAS No.
53 and Amendment to SFAS No 63, 89 and 21", and SFAS No. 140,
"Accounting to Transfer and Servicing of Financial Assets and
Extinguishment of Liabilities", were recently issued SFAS No.
136, 137, 138, 139 and 140 have no current applicability to the
Company or their effect on the financial statements would not
have been significant.
6
GTG HOLDINGS, INC.
[A Development Stage Company]
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE 2 - CAPITAL STOCK
Preferred Stock - The Company has authorized 10,000,000 shares of
preferred stock, $.001 par value, with such rights, preferences
and designations and to be issued in such series as determined by
the Board of Directors. No shares are issued and outstanding at
September 30, 2000.
Common Stock - During July 2000, in connection with its
organization, the Company issued 100,000 shares of its previously
authorized, but unissued common stock. The shares were issued
for $100 cash at $.001 per share.
NOTE 3 - INCOME TAXES
The Company accounts for income taxes in accordance with
Statement of Financial Accounting Standards No. 109 "Accounting
for Income Taxes". FASB 109 requires the Company to provide a
net deferred tax asset/liability equal to the expected future tax
benefit/expense of temporary reporting differences between book
and tax accounting methods and any available operating loss or
tax credit carryforwards. At September 30, 2000 there were no
material deferred tax assets or liabilities, current or deferred
tax expense, or net operating loss carryforwards.
NOTE 4 - RELATED PARTY TRANSACTIONS
Management Compensation - As of September 30, 2000, the Company
has not paid any compensation to an officer/director of the
Company.
Office Space - The Company has not had a need to rent office
space. An officer/shareholder of the Company is allowing the
Company to use his/her home as a mailing address, as needed, at
no expense to the Company.
NOTE 5 - GOING CONCERN
The accompanying Unaudited Condensed 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 was only recently formed and
has not yet been successful in establishing profitable
operations. 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. 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.
7
GTG HOLDINGS, INC.
[A Development Stage Company]
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
NOTE 6 - LOSS PER COMMON SHARE
The following data shows the amounts used in computing loss per
share:
From Inception
For the Three on June 27,
Months Ended 2000 Through
September 30, September 30,
2000 2000
____________ ____________
Loss from continuing operations
available to common shareholders
(numerator) $ (800) $ (800)
____________ ____________
Weighted average number of
common shares outstanding used
in loss per share for the period
(denominator) 100,000 100,000
____________ ____________
Dilutive earnings (loss) per common share was not presented as the
Company had no common stock equivalents shares for all periods
presented.
8
MANAGEMENT'S PLAN OF OPERATION
Three Months Ended September 30, 2000
The Company had no revenue from continuing operations for the
three-month period that ended September 30, 2000.
The Company had general and administrative expenses of $800 for
the three-month period that ended September 30, 2000, which
consisted of general corporate administration, legal and
professional expenses, and accounting and auditing costs.
As a result of the foregoing factors, the Company realized a net
loss of $800 for the three months ended September 30, 2000.
Liquidity and Capital Resources
At September 30, 2000, the Company had a working capital deficit
of approximately $700. This deficit is from general and
administrative expenses with no income from continuing
operations.
The Company does not have sufficient cash to meet its operational
needs for the next twelve months. Management will attempt to
raise capital for its current operational needs through debt
financing, equity financing or a combination of financing
options. However, there are no existing understandings,
commitments or agreements for such an infusion; nor can there be
assurances to that effect. Moreover, the Company's need for
capital may change dramatically if and during that period, it
acquires an interest in a business opportunity. Unless the
Company can obtain additional financing, its ability to continue
as a going concern is doubtful.
The Company's current operating plan is to (i) handle the
administrative and reporting requirements of a public company,
and (ii) search for potential businesses, products, technologies
and companies for acquisition. At present, the Company has no
understandings, commitments or agreements with respect to the
acquisition of any business venture, and there can be no
assurance that the Company will identify a business venture
suitable for acquisition in the future. Further, there can be no
assurance that the Company would be successful in consummating
any acquisition on favorable terms or that it will be able to
profitably manage any business venture it acquires..
Forward-Looking Statement Notice
When used in this report, the words "may," "will," "expect,"
"anticipate," "continue," "estimate," "project," "intend," and
similar expressions are intended to identify forward-looking
statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of
1934 regarding events, conditions, and financial trends that may
affect the Company's future plans of operations, business
strategy, operating results, and financial position. Persons
reviewing this report are cautioned that any forward-looking
statements are not guarantees of future performance and are
subject to risks and uncertainties and that actual results may
differ materially from those included within the forward-looking
statements as a result of various factors. Such factors are
discussed under the headings "Item 1. Description of Business,"
and "Item 6. Management's Discussion and Analysis of Financial
Condition and Results of Operations," and also include general
economic factors and conditions that may directly or indirectly
impact the Company's financial condition or results of
operations.
9
PART II. OTHER INFORMATION
Changes in Securities and Use of Proceeds
In July 2000, the Company issued 100,000 shares of common stock,
in connection with its organization, to an officer of the Company
in exchange for $100 cash. The securities were sold in a private
transaction, without registration, in reliance on the exemption
provided by Section 4(2) of the Securities Act. The investor had
a pre-existing relationship with the Company and had access to
all material information pertaining to the Company and its
financial condition. No broker was involved and no commissions
were paid in the transaction.
Exhibits and Reports on Form 8-K
Reports on Form 8-K: No reports on Form 8-K were filed by the
Company during the quarter ended September 30, 2000.
Exhibits: Included only with the electronic filing of this report
is the Financial Data Schedule for the three month period ended
September 30, 2000 (Exhibit ref. No. 27).
SIGNATURES
In accordance with the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned thereunto
duly authorized.
GTG HOLDINGS, INC.
By: /s/ John Chymboryk
Date: November 14, 2000 John Chymboryk
President, Secretary & Treasurer
10