2
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 quarterly period ended: November 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from: to:
Commission file number: 0-22965
Freedom Golf Corporation
formerly Auric Enterprises, Inc.
(Exact name of Small Business Issuer in its charter)
NEVADA 91-1950699
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
10 Office Park Rd, Suite 222,
Carolina Building, Hilton Head, SC 29928
(Address of principal executive offices) (Zip Code)
Registrant's Telephone number, including area code: (843) 686-5590
Check mark whether the Issuer (1) has filed all reports required by
Section 13 or 15(d) of the Exchange Act during the preceding 12 months
(or for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to the filing requirements for
at least the past 90
days. YES: X NO:
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
THE PREVIOUS FIVE YEARS
Check whether the registrant 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 the court.
YES: X NO:
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date: 1,605,000
Transitional Small Business Disclosure Format. YES: NO: X
3
PART I FINANCIAL INFORMATION
Balance Sheet
November 30, 1999 4
Statements of Operations
Nine months
Ended November 30, 1999 and period from
inception to November 30, 1998 5
Statements of Cash Flows
Nine Months Ended
August 31, 1999 and period from
inception to November 30, 1998 6
Notes to Financial Statements 8
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 9-11
PART II
Other Information 12
Signatures 13
Financial Data Schedule 14
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AURIC ENTERPRISES, INC.
Balance Sheet
November 30, 1999
ASSETS
CURRENT ASSETS
Cash $ -
--------
Total current assets -
--------
Organization costs - net 532 $ 532
========
STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ -
--------
Total current liabilities -
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Common stock, $.001 par value,
50,000,000 shares authorized,
1,605,000 shares
issued and outstanding 1,605
Additional paid in capital 136,125
Unearned services -
(Deficit) accumulated during
development stage (137,198)
--------
Total liabilities and stockholders' equity $ 532
========
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AURIC ENTERPRISES, INC.
Statement of Operations
Period from
Three Months Nine Months Inception
Ended Ended (October 26, Inception to
November 30, Period from Inception November 30, 1998) to November 30,
1999 (October 26, 1998) to 1999 November 30, 1999
(Unaudited) November 30, 1998 (Unaudited) 1999 (Unaudited)
------------- ---------------------- ----------- ------------ ------------
Operating expenses $ 11,126 $ 40 $ 103,793 $ (40) $ 137,198
----------- --------- ----------- -------- ----------
(Loss from operations) and
net (loss) $ (11,126) $ (40) $ (103,793) $ (40) $ (137,198)
=========== ========= ========== ======== ==========
Par share information
Basis and diluted (loss)
per common share $ (.01) $ - $ (.06) $ - $ (.09)
----------- --------- ---------- -------- ---------
Weighted average shares
outstanding 1,605,000 230,000 1,605,000 230,000 1,478,000
============ ========= ========= ======== ==========
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AURIC ENTERPRISES, INC.
Statement of Cash Flows
Period from
Nine Months Inception Period From
Ended (October 26, Inception to
November 30, 1998) to November 30
1999 November 30, 1999
(Unaudited) 1998 (Unaudited)
----------- ------------ ---------
Net income (loss) $ (103,793) $ (40) $ (137,198)
---------- ---------- ----------
Adjustments to reconcile net income to net
cash provided by operating activities:
Services provided for common stock 70,125 30 92,958
Amortization 40 10 40
Changes in assets and liabilities
Increase: in other assets 200 (572) 200
Increase: decrease, in accounts payable 10,572 572 -
--------- ------ -------
Total adjustments 59,793 40 93,198
--------- ------ -------
Net cash provided by (used in)
operating activities (44,000) - (44,000)
Cash flows from financing activities:
Common stock sold for cash - - 44,000
-------- ------ --------
Net cash provided by (used in)
financing activities - - 44,000
-------- ------ -------
Increase (decrease) in cash
Cash and cash equivalents,
beginning of period 44,000 - -
-------- ------ -------
Cash and cash equivalents,
end of period $ - $ - $ -
======== ====== =======
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AURIC ENTERPRISES, INC.
Notes to Financial Statements
November 30, 1999
(Unaudited)
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions incorporated in
Regulation 10-SB of the Securities and Exchange Commission.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments and accruals) considered
necessary for a fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The
accompanying financial statements should be read in conjunction with
the Company's financial statements for the period ended February 28,
1999
Basic loss per share was computed using the weighted average number of
common shares outstanding.
During the nine months November 30, 1999, the Company recorded
consulting expense related to the shares issued to consultants
amounting to $92,598.00
On December 10, 1999, the stockholders' of the Company approved a
merger with Freedom Golf Corporation (Freedom), a Colorado corporation.
Under the terms of the agreement, each common share of Freedom will
receive a share of Auric common stock. This transaction will be
accounted for as a reverse acquisition. Freedom Golf Corporation is a
golf club manufacturer specializing in custom built woods and irons.
Note 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations
Trends and Uncertainties. Demand for the Company's products will be
dependent on, among other things, market acceptance of the Company's
concept, its proposed operations and general economic conditions that
are cyclical in nature. Inasmuch as a major portion of the Company's
activities will be the receipt of revenues from the sales of its
products, the Company's business operations, upon commencement, may be
adversely affected by the Company's inability to obtain the necessary
financing, competitors and prolonged recessionary periods.
Capital and Source of Liquidity. The Company requires substantial
capital in order to meet its ongoing corporate obligations and in order
to continue and expand its current and strategic business plans.
Initial working capital has been obtained by private sale of common
stock.
The Company does not anticipate receipt of any revenues from its four
mining claims in the short term. The Company has taken no specific
action relative to additional exploration of the claims. The Company is
currently in preliminary negotiations with several mining companies for
the purpose of entering into an agreement to conduct further,
exploration on each of the claims and to arrange for the further
development of the viable claims. The agreements will call for the
exploration of the Company's mining claims, including environmental
protection and reclamation of the property to be at the expense of the
contracted mining company and using the mining company's equipment.
The Company pursued no financing activities for the nine months ended
November 30, 1999.
The Company received proceeds from the sale of common stock of $44,000
resulting in net cash provided by financing activities of $44,000 for
the period from inception to November 30, 1999.
The Company had no investing activities for the period from inception
to November 30, 1999, and for the nine months ended November 30, 1999.
Results of Operations. Since inception, the Company has not received
any revenues from operations. The Company issued common stock valued
at $70,125 for services for the nine months ended November 30, 1999.
The Company had a decrease in accounts payable of $10,572 for the nine
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months ended November 30, 1999, and amortization of $40. The Company
had net cash of $44,000 used in operating activities for the nine
months ended November 30, 1999.
General and administrative expenses were $103,793 and consisted
primarily of consulting fees paid in cash ($10,000) and stock of
$60,125, legal of $20,000, incorporation costs of $887 and accounting,
office, and other expense of $11,116 for the nine months ended November
30, 1999.
The Company issued common stock valued at $23,405 for services for the
period from inception to February 28, 1999. The Company had an
increase in other assets of $572 and had an increase in accounts
payable of $10,572 for the period from inception to February 28, 1999.
The Company had net cash of $0.00 provided by operating activities for
the period from inception (October 26, 1998) to February 28, 1999.
General and administrative expenses were $32,336 and consisted
primarily of consulting fee of $10,000, legal fees of $20,000,
accounting expense of $1,665 and miscellaneous expenses of $671 for the
period from inception (October 26, 1998) to February 28, 1999.
Year 2000 Compliance Issues. The Company has established a plan to
address Year 2000 issues. Successful implementation of this plan is
expected to mitigate any extraordinary expenses related to the Year
2000 issue. The Company has a reasonable basis to conclude that the
Year 2000 issue will not materially affect future financial results, or
cause reported financial information not to be necessarily indicative
of future operating results or future financial conditions. The plan
is that the Company has or is installing all new information technology
systems, including computer hardware and software which are Year 2000
compliant. This is the first generation of equipment and software for
the Company since it has just recently began operations. The cost of
complying with any year 2000 issues is deemed to be immaterial due to
the state of exploration the Company is currently in. Additionally all
contractors will be required to prove compliance to relevant Year 2000
issues prior to commencing work for or with the company.
The Company plans to contract all material customers, vendors,
suppliers and non-information technology suppliers (if any) regarding
their Year 2000 state of readiness. This process will be conducted
over the next three months. No assurance can be given that the Year
2000 compliance plan will be completed successfully by the Year 2000.
The Company's current contingency plan is simplistic and involves
operating on a manual basis for a short period of time without
interruption of service or quality.
Successful and timely completion of the Year 2000 project is based on
management's best estimates derived from various assumptions of future
events. These events are inherently uncertain, including the progress
and results of vendors, suppliers and customers Year 2000 readiness.
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Part II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
ITEM 5. OTHER INFORMATION.
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Not applicable.
(B) Not applicable.
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.
Auric Enterprises, Inc.
(Registrant)
Date: January 19, 1999
By: /s/ Gaylen P. Johnson
________________________
Gaylen P. Johnson