U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-QSB Quarterly Report Under the Securities Exchange Act of 1934 For Quarter Ended: March 31, 2000 Commission File Number: 000-25369 THE CZECH CONNECTION, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 33-0840223 (IRS Employer Identification No.) 6 Venture, Suite 207 Irvine, California (Address of principal executive offices) 92618 (Zip Code) (949) 453-9262 (Issuer's Telephone Number) -------------------------------------------------- (Former name, former address and former fiscal year, if changed last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes X No . --- --- The number of shares of the registrant's only class of common stock issued and outstanding, as of March 31, 2000, was 500,000 shares. 1 PART I ITEM 1. FINANCIAL STATEMENTS. The unaudited financial statements for the three month period ended March 31, 2000, are attached hereto. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read in conjunction with the Financial Statements and notes thereto included herein. The Company generated no revenues during the three month period ended March 31, 2000. Management anticipates that the Company will not generate any significant revenues until the Company accomplishes its business objective of merging with a nonaffiliated entity or acquiring assets from the same. Forward Looking Statements The following discussion should be read in conjunction with the Company's unaudited financial statements and notes thereto included herein. In connection with, and because it desires to take advantage of, the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company cautions readers regarding certain forward looking statements in the following discussion and elsewhere in this report and in any other statement made by, or on the behalf of the Company, whether or not in future filings with the Securities and Exchange Commission. Forward looking statements are statements not based on historical information and which relate to future operations, strategies, financial results or other developments. Forward looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the Company's control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, the Company. The Company disclaims any obligation to update forward looking statements. Plan of Operation The Company intends to seek to acquire assets or shares of an entity actively engaged in business, in exchange for its securities. As of the date of this report, management of the Company has had preliminary discussions with potential merger or acquisition candidates, but there is no definitive agreement between the Company and any third party relevant thereto. In the 2 event the Company does enter into an agreement with such a third party, the Board of Directors does intend to obtain certain assurances of value of the target entity assets prior to consummating such a transaction, with further assurances that an audited financial statement would be provided within sixty days after closing of such a transaction. Closing documents relative thereto will include representations that the value of the assets conveyed to or otherwise so transferred will not materially differ from the representations included in such closing documents, or the transaction will be voidable. The Company has no full time employees. The Company's President and Secretary have agreed to allocate a portion of their time to the activities of the Company, without compensation. These officers anticipate that the business plan of the Company can be implemented by their devoting approximately 20 hours per month to the business affairs of the Company and, consequently, conflicts of interest may arise with respect to the limited time commitment by such officers. Liquidity and Capital Resources The Company presently has nominal cash or cash equivalents. Because the Company is not required to pay rent or salaries to any of its officers or directors, management believes that the Company has sufficient funds to continue operations through the foreseeable future. The Company's securities are currently not liquid. There are no market makers in the Company's securities and it is not anticipated that any market will develop in the Company's securities until such time as the Company successfully implements its business plan of engaging in a business opportunity, either by merger or acquisition of assets. The Company presently has no liquid financial resources to offer such a candidate and must rely upon an exchange of its stock to complete such a merger or acquisition. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS - NONE ITEM 2. CHANGES IN SECURITIES - NONE ITEM 3. DEFAULTS UPON SENIOR SECURITIES - NONE ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - NONE ITEM 5. OTHER INFORMATION - NONE 3 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K - (a) Exhibits EX-27 Financial Data Schedule (b) Reports on Form 8-K - NONE 4 THE CZECH CONNECTION, INC. (A Development Stage Company) (A Nevada corporation) BALANCE SHEET Unaudited Audited March 31, 2000 December 31, 1999 -------------- ----------------- ASSETS: Current Assets $ 0 $ 0 Organization Costs (net of $500 accumulated amortization) 500 500 -------------- ----------------- Total Assets 500 500 ============== ================= LIABILITIES Current Liabilities Accounts Payable 600 600 -------------- ----------------- Total Current Liabilities 600 600 -------------- ----------------- Total Liabilities 600 600 -------------- ----------------- STOCKHOLDERS' EQUITY Common Stock - Par Value $.0001 15,000,000 Shares Authorized 500,000 Shares Issued and Outstanding 500 500 Additional Paid-In Capital - - Retained Deficit, accumulated in the development stage (600) (600) -------------- ----------------- Total Stockholders' Equity (100) (100) -------------- ----------------- Total Liabilities and Stockholders' Equity $ 500 $ 500 ============== ================= 5 THE CZECH CONNECTION, INC. (A Development Stage Company) (A Nevada corporation) STATEMENT OF REVENUES AND EXPENSES For the For the Period Three Three 03/15/93 Months Months (Inception) Ended Ended to 03/31/00 03/31/99 03/31/00 -------- -------- -------- REVENUE: Revenue $ 0 $ 0 $ 0 EXPENSES: Taxes and Licenses 100 100 600 -------- -------- -------- Total Expenses 100 100 600 Net Income/(Loss) $ (100) $ (100) $ (600) ======== ======== ======== Net loss per share $ 0.00 $ 0.00 $ (.001) ======== ======== ======== 6 THE CZECH CONNECTION, INC. (a Development Stage Company) (A Nevada corporation) STATEMENT OF CASH FLOWS Period For the For the 03/15/93 Three Months Three Months (Inception) Ended Ended to 03/31/00 03/31/99 03/31/00 -------- -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES OPERATING ACTIVITIES Cash Received from Operating Activities $ 0 $ 0 $ 0 Cash Paid for Operating Activities 0 0 0 -------- -------- -------- Net Cash Used By Operating Activities 0 0 0 CASH FLOWS FROM INVESTING ACTIVITIES Net Cash Used in Investing Activities 0 0 (500) -------- -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Net Cash From Financing Activities 0 0 500 -------- -------- -------- Net Decrease in Cash and Cash Equivalents 0 0 0 Cash and Cash Equivalents at Beginning of Period 0 0 0 -------- -------- -------- Cash and Cash Equivalents at End of Period $ 0 $ 0 $ 0 ======== ======== ======== Reconciliation of Net Profit to Net Cash Provided by Operating Activities: Net Income/(Loss) $ (100) $ (100) $ (600) -------- -------- -------- Adjustments to Reconcile Net Income to Net Provided by Operating Activities: Increase in Accounts Payable 100 100 600 -------- -------- -------- Total Adjustments 100 100 600 NET CASH PROVIDED BY OPERATING ACTIVITIES $ 0 $ 0 $ 0 ======== ======== ======== 7 The Czech Connection, Inc. Notes To Unaudited Financial Statements For The Three Month Period Ended March 31, 2000 - ----------------------------------------------- The unaudited financial information included for the three month interim period ended March 31, 2000 were taken from the books and records of the Company without audit. However, such information reflects all adjustments (consisting of normal recurring adjustments, which are of the opinion of management, necessary to reflect properly the results of interim periods presented). The results of operations for the three month period ended March 31, 2000 are not necessarily indicative of the results expected for the year ended December 31, 2000. 8 SIGNATURES Pursuant to the requirements of Section 12 of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE CZECH CONNECTION, INC. (Registrant) Dated: May 1, 2000 By: s/Richard Unwin --------------------- Richard Unwin, President 9 THE CZECH CONNECTION, INC. EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB FOR THE QUARTER ENDED MARCH 31, 2000 EXHIBITS Page No. EX-27 Financial Data Schedule............................................11 10