U.S. 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 [ ] 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 0-29527 MEELICK ACQUISITION CORP. - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 33-0889201 State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 2600 Michelson Dr., Ste. 490, Irvine, CA 92612 - -------------------------------------------------------------------------------- (Address of principal executive offices) 949/475-9600 ------------ (Issuer's telephone number) Not Applicable - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 ------- ------- As of June 30, 2002, the Company had 500,000 shares of its $.001 par value common stock issued and outstanding. Transitional Small Business Disclosure Format (check one): Yes No X ------- ------- INDEX PART I FINANCIAL INFORMATION Page ---- Item 1. Financial Statements Page Condensed Balance Sheet at June 30, 2002 (unaudited) 3 Condensed Statements of Operations for the Quarter Ended June 30, 2001 and June 30, 2002 (unaudited) 4 Condensed Statements of Operations for the Six Months Ended June 30, 2001 and June 30, 2002 (unaudited) 5 Condensed Statements of Cash Flows for the Six Months Ended June 30, 2001 and June 30, 2002 (unaudited) 6 Notes to Condensed Financial Statements (unaudited) 7 Item 2. Management's Discussion and Analysis or Plan of Operation 8 PART II OTHER INFORMATION 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 2 MEELICK ACQUISITION CORP. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET (UNAUDITED) JUNE 30, 2002 ASSETS TOTAL ASSETS $ - ========== LIABILITIES AND SHAREHOLDERS' EQUITY TOTAL LIABILITIES $ - ---------- SHAREHOLDERS' EQUITY: Preferred stock, 10,000,000 shares authorized, $.001 par value, none issued and outstanding - Common stock, 20,000,000 shares authorized, $.001 par value, 500,000 shares issued and outstanding 500 Additional paid in capital 4,892 Deficit accumulated during the development stage (5,392) ---------- NET SHAREHOLDERS' EQUITY - ---------- $ - ========== 3 MEELICK ACQUISITION CORP. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS (UNAUDITED) CUMULATIVE THREE MONTHS FROM INCEPTION ENDED JUNE 30, (APRIL 21, 1997) ------------------------------- TO JUNE 30, 2001 2002 2002 ------------- ------------- ------------- COSTS AND EXPENSES: General and administrative expenses $ 250 $ 1,143 $ 5,392 ------------- ------------- ------------- NET LOSS $ (250) $ (1,143) $ (5,392) ============= ============= ============= BASIC AND DILUTED NET LOSS PER COMMON SHARE $ - $ - ============= ============= BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 500,000 500,000 ============= ============= 4 MEELICK ACQUISITION CORP. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS (UNAUDITED) CUMULATIVE SIX MONTHS FROM INCEPTION ENDED JUNE 30, (APRIL 21, 1997) ------------------------------- TO JUNE 30, 2001 2002 2002 ------------- ------------- ------------- COSTS AND EXPENSES: General and administrative expenses $ 865 $ 2,051 $ 5,392 ------------- ------------- ------------- NET LOSS $ (865) $ (2,051) $ (5,392) ============= ============= ============= BASIC AND DILUTED NET LOSS PER COMMON SHARE $ - $ - ============= ============= BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 500,000 500,000 ============= ============= 5 MEELICK ACQUISITION CORP. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CASH FLOWS (UNAUDITED) CUMULATIVE SIX MONTHS FROM INCEPTION ENDED JUNE 30, (APRIL 21, 1997) ---------------------------- TO JUNE 30, 2001 2002 2002 ------------- ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (865) $ (2,051) $ (5,392) Adjustments to reconcile net loss to net cash used by operating activities: - - - ------------- ------------- ------------- Net cash used by operating activities (865) (2,051) (5,392) ------------- ------------- ------------- CASH FLOWS FROM INVESTING ACTIVITIES - - - ------------- ------------- ------------- CASH FLOWS FROM FINANCING ACTIVITIES: Issuance of common stock - - 500 Capital contributions 865 2,051 4,892 ------------- ------------- ------------- Net cash provided by financing activities 865 2,051 5,392 ------------- ------------- ------------- Net increase (decrease) in cash - - - ------------- ------------- ------------- CASH, BEGINNING OF PERIOD - - - ------------- ------------- ------------- CASH, END OF PERIOD $ - $ - $ - ============= ============= ============= 6 MEELICK ACQUISITION CORP. (A DEVELOPMENT STAGE COMPANY) NOTES TO UNAUDITED FINANCIAL STATEMENTS JUNE 30, 2002 NOTE A - BASIS OF PRESENTATION - ------------------------------ The accompanying unaudited financial statements of Meelick Acquisition Corp. (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all of the information required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2002 are not necessarily indicative of the results for any future period. These statements should be read in conjunction with the Company's audited financial statements and notes thereto for the year ended December 31, 2011. NOTE B - GOING CONCERN - ---------------------- The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. Additional capital infusion is necessary in order to acquire business opportunities. This factor raises substantial doubt about the Company's ability to continue as a going concern. 7 Item 2. Plan of Operation The Company was organized in April 1997 for the purpose of listing its securities on an electronic stock exchange and then acquiring an interest in a suitable operating business. The Company has not yet engaged in business and has no revenues. As of June 30, 2002 the Company had no assets or liabilities. The Company's plan of operation over the next 12 months is to search for a suitable acquisition candidate. Management believes that the Company will require additional capital over the next 12 months in order to satisfy its working capital requirements. The Company expects to acquire such additional funds from contributions to capital by management. However, management is under no obligation to make additional capital contributions and there can be no assurance management will do so. In the event management is unable or unwilling to contribute additional capital to the Company, management will attempt to obtain the necessary capital from other sources. However, management does not believe that there will be many, if any, sources of alternative capital for the Company until such time as it reorganizes with an operating company. In the event management fails to provide or arrange for additional contributions to capital, it is unlikely that the Company will be able to conduct its current level of operations or acquire a suitable operating company. 8 PART II OTHER INFORMATION Item 1. Legal Proceedings There are no legal proceedings against the Company and the Company is unaware of proceedings contemplated against it. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders No matters were submitted to the security holders for a vote. Item 5. Other Information There is no other information deemed material by management for disclosure herein. Item 6. Exhibits and Reports on Form 8-K Inapplicable 9 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MEELICK ACQUISITION CORP. By: /s/ Danilo Cacciamatta ----------------------- Danilo Cacciamatta Chief Executive Officer Dated: July 10, 2002