SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2002
Or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to _________
COMMISSION FILE NUMBER 0-25413
A.M.S. MARKETING, INC.
(Exact name of Small Business Issuer as Specified in its Charter)
DELAWARE 65-0854589
(State or Other Jurisdiction (IRS Employer
of Incorporation or Organization) Identification No.)
7040 W. PALMETTO PARK ROAD, BUILDING 4, # 572, BOCA RATON, FL 33433
(Address of Principal Executive Offices)
(561) 488-9938
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer (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
--- ---
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: As of July 31, 2002 the Registrant had
4,613,900 shares of Common Stock outstanding.
Transmittal Small Business Disclosure Format (check one)
Yes No x
----- -----
A.M.S. MARKETING, INC.
FORM 10-QSB
For the Quarter Ended June 30, 2002
Index Page
Number
PART I FINANCIAL INFORMATION
Item 1 Balance Sheet at June 30, 2002 3
Statements of Operations for the three month and six month
periods ended June 30, 2002 and June 30, 2001 4
Statements of Cash Flows for the six month periods
ended June 30, 2002 and June 30, 2001 5
Notes to Financial Statements 6
Item 2 Management's Discussion and Analysis or Plan of Operation 7
PART II
Item 1 Legal Proceedings 9
Item 2 Changes in Securities 9
Item 3 Defaults Upon Senior Securities 9
Item 4 Submission of Matters to a Vote of Security Holders 9
Item 5 Other Information 9
Item 6 Exhibits and Reports on Form 8 - K 9
Signatures 10
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
ASSETS
------
June 30, 2002
-------------
(UNAUDITED)
CURRENT ASSETS:
Cash $ 764
Accounts Receivable - Shareholder 6,758
-----------
Total Current Assets 7,522
-----------
Total Assets $ 7,522
===========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Accounts Payable - Trade $ 1,839
Loan Due- Shareholder $ 5,000
-----------
Total Current Liabilities $ 6,839
-----------
SHAREHOLDERS' EQUITY:
Common Stock, $ .001 par value,
20,000,000 shares authorized;
4,613,900 shares issued and outstanding $ 4,614
Additional paid-in capital 70,786
Deficit accumulated during development stage (74,717)
-----------
Total Shareholders' Equity 683
-----------
Total Liabilities and Shareholders' Equity $ 7,522
===========
See accompanying notes to financial statements
3
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
Six Months Ended Three Months Ended Cumulative
June 30, June 30, Development Stage
2002 2001 2002 2001 Amounts
----------- ----------- ----------- ----------- -----------
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
REVENUES $ 5,000 $ 1,900 $ 3,000 $ 900 $ 38,595
GENERAL AND ADMINISTRATIVE EXPENSES 9,875 11,897 5,147 7,981 113,312
----------- ----------- ----------- ----------- -----------
NET GAIN (LOSS) $ (4,875) $ (9,997) $ (2,147) $ (7,081) $ (74,717)
PER SHARE INFORMATION:
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING DURING THE PERIOD 4,613,900 4,588,900 4,613,900 4,588,900 4,520,227
=========== =========== =========== =========== ===========
BASIC (LOSS) PER SHARE $ (.001) $ (.002) $ -- $ (.001) $ (.016)
=========== =========== =========== =========== ===========
See accompanying notes to financial statements
4
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Six Months Ended Cumulative
June 30 Development Stage
2002 2001 Amounts
----------- ----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Gain(Loss) $ (4,875) (9,997) (74,717)
Adjustments to reconcile net loss to net cash used in
operating activities:
Accounts receivable (increase) decrease (874) 350 (6,758)
Accounts payable increase (decrease) 1,413 -- 1,839
----------- ----------- -----------
Net cash(used in) operating activities (4,336) (9,647) (79,636)
CASH FLOWS FROM FINANCING ACTIVITIES:
Loan from shareholder 5,000 -- 5,000
Issuance of Common Stock -- -- 75,400
Proceeds from borrowing -- 25,000 22,500
Principal Repayment of borrowings -- (15,000) (22,500)
----------- ----------- -----------
Net cash provided by financing activities $ 5,000 $ 10,000 $ 80,400
----------- ----------- -----------
INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS 664 353 764
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD 100 372 --
----------- ----------- -----------
CASH AND CASH EQUIVALENTS - END OF PERIOD $ 764 $ 725 $ 764
=========== =========== ===========
See accompanying notes to financial statements
5
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
June 30, 2002
NOTE A- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------
Operations - A.M.S. Marketing, Inc., (the "Company") was
incorporated in the State of Delaware on July 23, 1998. The Company
is pursuing its business plan of marketing pre-owned name brand copy
machines from a sales facility located in Pompano Beach, Florida,
owned by an unrelated third party.
Development Stage - The Company's management is in the process of
raising working capital, developing a business plan and commencing
operations. Accordingly, the Company is classified as a development
stage company.
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 and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
Loss Per Share - Loss per share for the period is computed by
dividing net loss for the period by the weighted average number of
common shares outstanding during the period. There are no common
stock equivalents.
NOTE B - CONCENTRATION OF RISK
---------------------
Substantially all of the Company's revenues are derived from the
sale of pre-owned, refurbished photocopy machines through a
marketing arrangement with one company. Termination of the marketing
arrangement would have a material adverse effect upon the Company.
NOTE C - UNAUDITED FINANCIAL STATEMENTS
------------------------------
The financial statements as of June 30, 2002 and for the periods
ended June 30, 2002 and 2001 included herein are unaudited. However
such information reflects all adjustments consisting of normal
recurring adjustments which are in the opinion of management
necessary for a fair presentation of the information for such
periods. In addition, the results of operations for the interim
period are not necessarily indicative of results for the entire
year. The accompanying financial statements should be read in
conjunction with the Company's Form 10-KSB.
NOTE D - RELATED PARTY TRANSACTIONS
--------------------------
Accounts Receivable-Shareholder- Consists of legal, accounting and
administrative fees that are recoverable form a shareholder in
accordance with an agreement between the shareholder and the Company
that is dated April 2, 2001.
Loan Due- Shareholder- Consists of a working capital loan from the
Company's president that is dated April 1, 2002.
6
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Overview
The Company is currently engaged in marketing activities for an unrelated party
and has no employees other than its president who is unsalaried. The Company
does not anticipate hiring any employees, purchasing any plant or significant
equipment or conducting any product research and development during the next
(12) months. The Company also does not anticipate initiating any sales
activities for its own account until such time as the Company's resources
permit.
During the next 12 months the Company expects to continue marketing pre-owned
photocopiers. The Company will also continue to explore the marketing of other
products including new and pre-owned items of office equipment other than
photocopiers, office furniture, home furnishings and appliances as well as the
purchase and resale of such items to the extent the Company's resources permit.
The Company is also considering other means of expanding its business, such as
through acquisition, merger or other form of business combination involving one
or more entities engaged in the same, similar or unrelated business as the
Company. Any such transaction may entail the issuance of additional shares of
its Common Stock. Any such acquisition, merger or combination will be made in
compliance with applicable Federal and state securities and corporate law and
depending upon the structure of the transaction, submission of information to
shareholders regarding any such transaction prior to consummation, as well as
shareholders' approval thereof, may not be required. The Company's president,
Alfred M. Schiffrin, has had experience as an investment banker in locating
potential acquisitions but the Company may employ the services of a broker or
finder who would be entitled to compensation to assist in identifying suitable
opportunities.
As discussed below, the three-month period ended June 30, 2002 was characterized
by nominal revenues offset by relatively significant professional fees and
expenses associated with the Company being a reporting issuer.
Results of Operations
Revenues in the three-month period ended June 30, 2002 (the "2002 Second
Quarter") were approximately $ 3,000 and expenses were approximately $ 5,147
resulting in a net loss for the 2002 Second Quarter of approximately $ 2,147. Of
the $ 5,147 of expenses, approximately $ 4,573 represented legal, accounting and
other related expenses incurred in connection with the Company being a reporting
issuer.
Revenues in the three-month period ended March 31, 2002 (the "2002 First
Quarter") were approximately $ 2,000 and expenses were approximately $ 4,728
resulting in a net loss for the 2002 First Quarter of approximately $ 2,728. Of
the $ 4,728 of expenses, approximately $ 3,233 represented legal, accounting and
other related expenses incurred in connection with the Company being a reporting
issuer.
The increase in revenues for the 2002 Second Quarter as compared to the 2001
Second Quarter and the increase in revenues for the 2002 Second Quarter as
compared to the 2002 First Quarter was not meaningful. The increase in expenses
for the 2002 Second Quarter as compared to the 2001 Second Quarter and the 2002
First Quarter was primarily attributable to legal and accounting expenses
incurred during the 2002 Second Quarter. The decrease in net loss for the 2002
Second Quarter as compared to the 2001 Second Quarter was primarily attributable
to the decrease of certain costs and expenses incurred during the 2002 Second
Quarter relating to the Company being a reporting issuer.
The Company is not presently aware of any known trends, events or uncertainties
that may have a material impact on its revenues or income from operations.
7
Liquidity and Capital Resources
As of June 30, 2002 the Company's principal sources of liquidity consisted of
cash of $ 764 and accounts receivable of $ 6,758.
The Company does not have any present plans to raise additional capital through
the sale of Common Stock or other securities. If the Company requires additional
capital to fund its operations it is anticipated that the Company's President
Mr. Schiffrin, will loan the Company such additional funds, but Mr. Schiffrin is
under no obligation to make such funds available.
FORWARD LOOKING STATEMENTS
- --------------------------
This Form 10-QSB and other reports filed by the Company from time to time with
the Securities and Exchange Commission (collectively the "Filings") contain or
may contain forward looking statements and information that are based upon
beliefs of, and information currently available to, the Company's management as
well as estimates and assumptions made by the Company's management.
When used in the filings the words "anticipate", "believe", "estimate",
"expect", "future", "intend", "plan" and similar expressions as they relate to
the Company or the Company's management identify forward looking statements.
Such statements reflect the current view of the Company with respect to future
events and are subject to risks, uncertainties and assumptions relating to the
Company's operations and results of operations and any businesses that may be
acquired by the Company. Should one or more of these risks or uncertainties
materialize, or should the underlying assumptions prove incorrect, actual
results may differ significantly from those anticipated, believed, estimated,
intended or planned.
8
A.M.S. MARKETING, INC.
(A DEVELOPMENT STAGE COMPANY)
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
Item 6 Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 CEO and CFO Certification
(b) Reports on Form 8-K
None
9
SIGNATURES
In accordance with 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 hereunto duly authorized.
A.M.S. MARKETING, INC.
(Registrant)
Date: August 7, 2002 By: /s/ Alfred M. Schiffrin
-----------------------------
Alfred M. Schiffrin,
President
10