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 Quarter Ended February 29, 2000
OR
[ ] 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: 0-27773
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UNITED VENTURES GROUP, INC.
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(Exact Name of Registrant as Specified in its Charter)
ADVANCED CEILINGS SUPPLIES CORP
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(Prior name of corporation pre-merger)
Colorado 84-1516192
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State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
131 West 35th Street 10001
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(Address of Principal Executive Office) (Zip Code)
(212) 736-0880
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(Registrant's telephone number including area code)
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) and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
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The number of shares of registrant's Common Stock, no par value,
outstanding as of June 29, 2000 was 672 shares.
ADVANCED CEILING SUPPLIES, INC.
FORM 10-QSB
February 29, 2000
INDEX
PAGE
NUMBER
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements (Unaudited)
Balance Sheet as of February 29, 2000 and
August 31, 1999 2
Statement of Operations for the six-months ended February 29,
2000, February 28, 1999 and Cumulative from August 9, 1995
(Inception) to February 29, 2000 3
Statement of Cash Flows for the Six months ended February 29,
2000, February 28, 1999 and Cumulative from August 9, 1995
(Inception) to February 29, 2000 4
NoteS to Financial Statements 5
Item 2. Management's Discussion and Analysis or plan of operations 6
PART II. OTHER INFORMATION
Item 6. Exhibits and reports on Form 8-K 7
Signatures 8
Financial Data Schedule 9
ADVANCED CEILING SUPPLIES, INC.
(A Development Statge Company)
BALANCE SHEET
ASSETS
February 29, August 31,
2000 1999
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(Unaudited)
CASH $ 205 $ 205
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LIABILITIES AND SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY:
Common stock, no par value, 1,000 shares
authorized, 672 shares issued and
outstanding $ 300 $ 300
Accumulated deficit (95) (95)
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TOTAL SHAREHOLDERS' EQUITY 205 205
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$ 205 $ 205
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See Notes to Financial Statements.
2
ADVANCED CEILING SUPPLIES, INC.
(A Development Statge Company)
STATEMENTS OF OPERATIONS
(Unaudited)
Cumulative
Six Months Ended from
--------------------------------- (Inception) to
February 29, February 28, February 29,
2000 1999 2000
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REVENUE $ - $ - $ -
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EXPENSES:
General and
administrative - - 95
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TOTAL EXPENSES - - 95
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NET LOSS $ - $ - $ 95
=============== =============== =============
BASIC NET LOSS PER SHARE: $ - $ - $ 0.14
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WEIGHTED AVERAGE SHARES
USED IN COMPUTATION 672 672 672
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See Notes to Financial Statements.
3
ADVANCED CEILING SUPPLIES, INC.
(A Development Statge Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
Cumulative
from
Six Months Ended August 9, 1995
---------------------------------- (Inception) to
February 29, February 28, February 29,
2000 1999 2000
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CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ -- $ -- $ (95)
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CASH USED IN
OPERATING ACTIVITIES -- -- (95)
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CASH FLOWS FROM
FINANCING ACTIVITIES:
Proceeds from
officer's advances -- -- --
CASH FLOW FROM
FINANCING ACTIVITIES:
Common stock issued
for cash -- -- 300
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CASH PROVIDED BY
FINANCING ACTIVITIES -- -- 300
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NET DECREASE IN CASH -- -- 205
CASH AT BEGINNING OF YEAR 205 205 --
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CASH AT END OF PERIOD $ 205 $ 205 $ 205
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See Notes to Financial Statements.
4
ADVANCED CEILING SUPPLIES, INC.
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(A Development Stage Company)
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
February 29, 2000
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial statements and with the instructions to Form 10-QSB and
Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and disclosures required for annual financial
statements. These financial statements should be read in conjunction
with the financial statements and related footnotes for the year ended
August 31, 1999 included in form 10SB12G filed on December 27, 1999.
In the opinion of the Company's management, all adjustments (consisting
of normal recurring accruals) necessary to present fairly the Company's
financial position as of February 29, 2000 and the results of
operations and cash flows for the six-month periods ended February 29,
2000 and February 28, 1999 have been included.
The results of operations for the six-months periods ended February 29,
2000, are not necessarily indicative of the results to be expected for
the full year ended August 31, 2000.
On April 11, 2000, Advanced Ceiling Supplies Corp. ("ACSC"). completed
a merger with United Ventures Group, Inc., ("UVGI"). The transaction
was consummated pursuant to a share purchase agreement that was
entered into by and among UVGI, a Delaware corporation, ACSC, a
Colorado corporation and certain shareholders of ACSC. ACSC was
subsequently merged with and into UVGI.
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Item. 2 PLAN OF OPERATIONS
As of the date of this report, the Company's plan is to find another
entity to merge with. Subsequent to the date of this report, on April
11, 2000, Advanced Ceiling Supplies Corp. completed a merger with
United Ventures Group, Inc. The transaction was consummated pursuant
to a share purchase agreement that was entered into by and among
United Ventures Group, Inc., a Delaware corporation, Advanced Ceiling
Supplies Corp., a Colorado corporation and certain shareholders of
Advanced Ceiling Supplies Corp. Advanced Ceiling was subsequently
merged with and into United Ventures.
As of the date of this report, the Company does not have any product
research and development plans, does not expect to purchase or sell
plant and significant equipment and does not expect significant
changes in its number of employees.
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PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
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Not applicable
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
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Not applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
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Not applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
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Not applicable
Item 5. OTHER INFORMATION
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Not applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
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(a) Exhibits:
Number Description
27 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter ended February
29, 2000.
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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.
UNITED VENTURES GROUP, INC.
Date: June 30, 2000 /s/Isaac Nussen,
President
/s/George Weisz
Secretary
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