FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(Mark One)
[X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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 0-29751
Winmax Trading Group, Inc.
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(Exact name of registrant as specified in its charter)
Florida 65-0702554
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
429 Seabreeze Blvd. Suite 227 Fort Lauderdale, Florida 33316
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(Address of principal executive office) (Zip Code)
(954) 523-4500
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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 outstanding of each of Issuer's classes of common equity
as of March 31, 2001.
Common Stock, par value $.001 376,003
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Title of Class Number of Shares
Transitional Small Business Disclosure Format yes no X
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Winmax Trading Group, Inc.
Index
Part I
Item 1. Financial Statements
Balance Sheet as of March 31, 2001 2
Statements of Operations for the Three Months Ended
March 31, 2001 and 2000 3
Statements of Cash Flows for the Three Months Ended
March 31, 2001 and 2000 4
Notes to Financial Statements 5
Item 2. Management's discussion and analysis or plan of operation 6
Part II
Other information 8
Signatures 9
Winmax Trading Group, Inc.
Balance Sheet
March 31, 2001
(Unaudited)
Assets
Current assets
Cash $ 924
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Property and equipment, net 408
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$ 1,332
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Liabilities and Stockholders' (Deficit)
Current liabilities
Accounts payable $ 1,270
Due to shareholder 33,442
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34,712
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Stockholders' (deficit)
Preferred stock, $1.00 par value, 1,000,000 shares
authorized, no shares issued or outstanding -
Common stock, $.001 par value, 50,000,000 shares
authorized, 76,003 shares issued and outstanding 376
Additional paid-in capital 791,899
Accumulated deficit (825,655)
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(33,380)
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$ 1,332
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See the accompanying notes to the Financial statements.
2
Winmax Trading Group, Inc.
Statements of Operations
Three Months Ended March 31, 2001 and 2000
(Unaudited)
2001 2000
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Revenue:
Fees, commissions and interest $ - $ -
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Operating Costs and Expenses:
General and administrative 32,834 176,712
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Net (loss) $ (32,834) $ (176,712)
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Per Share Information - basic and fully diluted:
Weighted average common shares outstanding 376,003 372,867
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(Loss) per share $ (0.09) $ (0.47)
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See the accompanying notes to the financial statements.
3
Winmax Trading Group, Inc.
Statements of Cash Flows
Three Months Ended March 31, 2001 and 2000
(Unaudited)
2001 2000
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Cash flows from operating activities:
Net cash (used in) operating activities $ (34,259) $ (245,174)
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Cash flows from investing activities:
Net cash provided by (used in) investing
activities - -
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Cash flows from financing activities:
Net cash provided by financing activities 33,442 250,000
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Increase (decrease) in cash and cash equivalents (817) 4,826
Cash and cash equivalents, beginning of period 1,741 332
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Cash and cash equivalents, end of period $ 924 $ 5,158
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Supplemental cash flow information:
Cash paid for interest $ - $ -
Cash paid for income taxes $ - $ -
See the accompanying notes to the financial statements.
4
WINMAX TRADING GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
(UNAUDITED)
(1) Basis Of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles ("GAAP") for interim
financial information and Item 310(b) of Regulation SB. They do not include
all of the information and footnotes required by GAAP for complete financial
statements. In the opinion of management, all adjustments (consisting only of
normal recurring adjustments) 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.
For further information, refer to the financial statements of the Company as
of December 31, 2000 and for the two years then ended, including notes thereto
included in the Company's Form 10-KSB.
(2) Organization
The Company was incorporated under the laws of the State of Florida on
September 26, 1996. The Company had been in the business of operating and
managing an investment fund, the Winmax Alpha Fund Limited Partnership
(Alpha), for which it was the general partner. The incentive fees, commissions
and interest derived from the operation and management of this fund accounted
for substantially all of the Company's operating revenue.
Alpha was a Delaware limited partnership formed to trade, invest in, buy, sell
or otherwise acquire, hold or dispose of futures contracts, options on futures
contracts, and all rights and interests pertaining thereto.
During October 2000 the Company terminated Alpha in accordance with the terms
of the Limited Partnership Agreement and returned the limited partners'
investments. Effective with the termination of Alpha the Company had no
significant business operations.
(3) Earnings Per Share
The Company calculates net income (loss) per share as required by SFAS No.
128, "Earnings per Share." Basic earnings (loss) per share is calculated by
dividing net income (loss) by the weighted average number of common shares
outstanding for the period. Diluted earnings (loss) per share is calculated by
dividing net income (loss) by the weighted average number of common shares and
dilutive common stock equivalents outstanding. During the periods presented
common stock equivalents, if any, were not considered as their effect would be
anti dilutive.
(4) Stockholders' Equity
On March 19, 2001 the Company effected a reverse stock split in a ratio of
1:25. All share and per share amounts have been adjusted to give effect to
this split.
During the period ended March 31, 2001 an officer of the Company contributed
$3,000 in unpaid salary to the capital of the Company.
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Item 2. Management's Discussion and Analysis or Plan of Operations.
The following discussion and analysis covers material changes in financial
condition since December 31, 2000 and material changes in the results of
operations for the three months ended September 30, 2001, as compared to the
same periods in 2000. This discussion and analysis should be read in
conjunction with "Management's Discussion and Analysis or Plan of Operation"
included in the Company's Form 10-KSB for the year ended December 31, 2000.
The company's management and board is currently investigating certain business
alliances, possible mergers with other business entities, or the raising of
additional capital in order to preserve the company and to enhance
shareholder's value. No assurances can be given that any of the on-going
negotiations will be successful.
Results of Operations
During the quarter ending March 31, 2001 the Company did not generate any
income from operations as the Company's ALPHA fund was dissolved during the
fiscal year 2000. As such the Company continued to incure losses during the
quarter ending March 31, 2000.
Liquidity and Capital Resources
The Company has no material commitments for capital expenditures at March
31,2001.
To date, the Company has financed its operations principally through equity
investments and revenues derived from its management of Alpha. The Company
will need additional capital to continue its operations and may raise funds
through the sale of equity shares or debt financing.. There can be no
assurance that additional private or public financing, including debt or
equity financing, will be available as needed, or on terms favorable to the
Company. Any additional equity financing may be dilutive to shareholders and
these additional equity securities may have rights, preferences or privileges
that are senior to those of the Company's Common Stock. Furthermore, debt
financing, if available, will require payment of interest and may involve
restrictive covenants that could impose limitations on the operating
flexibility of the Company. The failure of the Company to obtain additional
funding may jeopardize the Company's ability to continue its business and
operations.
6
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
In connection with the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 (the "Reform Act"), the Company is hereby
providing cautionary statements identifying important factors that could cause
the Company's actual results to differ materially from those projected in
forward-looking statements (as such term is defined in the Reform Act) made by
or on behalf of the Company herein or orally, whether in presentations, in
response to questions or otherwise. Any statements that express, or involve
discussions as to expectations, beliefs, plans, objectives, assumptions or
future events or performance (often, but not always, through the use of words
or phrases such as "will result", "are expected to", "will continue", "is
anticipated", "estimated", "projection" and "outlook") are not historical
facts and may be forward-looking and, accordingly, such statements involve
estimates, assumptions, and uncertainties which could cause actual results to
differ materially from those expressed in the forward-looking statements.
Such uncertainties include, among other, the following: (i) the Company's
ability to obtain additional financing to implement its business strategy;
(ii) imposition of new regulatory requirements affecting the Company; (vii) a
downturn in general economic conditions; (iii) the delay or failure to
properly manage growth and successfully integrate acquired companies and
operations; (iv) lack of diversification; (v) effect of uninsured loss and
(vi) other factors which are described in further detail in the Company's
filings with the Securities and Exchange Commission.
The Company cautions that actual results or outcomes could differ materially
from those expressed in any forward-looking statements made by or on behalf of
the Company. Any forward-looking statement speaks only as of the date on
which such statement is made, and the Company undertakes no obligation to
update any forward-looking statement or statements to reflect events or
circumstances after the date on which such statement is made or to reflect the
occurrence of unanticipated events. New factors emerge from time to time, and
it is not possible for management to predict all of such factors. Further,
management cannot assess the impact of each such factor on the business or the
extent to which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any forward-looking
statements.
7
Part II: Other Information
Item 1: Legal Proceedings
None
Item 2: Changes in 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
None
B. Reports on Form 8-K
None.
8
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
WINMAX TRADING GROUP, INC.
Date: May 17, 2001 By: /s/ Ralph Pistor
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Ralph Pistor
President
(Principal Financial Officer)
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