U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 30, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE EXCHANGE ACT
For the transition period from to
Commission File No.
BAXTER CAPITAL CO.
(Name of Small Business Issuer in Its Charter)
Florida
(State of Other Jurisdiction of
Incorporation or Organization)
65-0956104
(I.R.S. Employer
Identification No.)
22154 Martella Avenue, Boca Raton, Florida 33433
(Address of Principal Executive Offices) (Zip Code)
(561) 451-9674
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 No X
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of April 30, 2000 and April 24,
2002 the Company had 1,000,000 shares of Common Stock outstanding, $0.001 par
value.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements:
BASIS OF PRESENTATION
The accompanying reviewed financial statements are presented in accordance with
generally accepted accounting principles for interim financial information and
the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B.
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 only of normal
occurring accruals) considered necessary in order to make the financial
statements not misleading, have been included. Operating results for the three
months ended April 30, 2000 are not necessarily indicative of results that may
be expected for the year ending October 31, 2000. The financial statements are
presented on the accrual basis.
BAXTER CAPITAL COMPANY
( A DEVELOPMENT STAGE COMPANY)
Table of Contents
Independent Auditor's Report .... 1
Balance Sheet ................... 2
Statement of Operations ......... 3
Statement of Shareholders' Equity 4
Statement of Cash Flows ......... 5
Notes to Financial Statements ... 6
BAXTER CAPITAL COMPANY
BALANCE SHEET
April 30, 2000 and October 31, 1999
ASSETS
Current Assets 2000 1999
------------- -------------
(Unaudited) (Audited)
Cash $ 150 $ 150
---------------- ----------------
$ 150 $ 150
================ ================
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liability
Due to related party $ 1667 $ 1667
---------------- ----------------
Shareholders' Deficit
Common stock-$.001 par value; 1,000,000 Shares authorized;
1,000,000 shares issued and outstanding 1,000 1,000
Deficit (2,517) (2,517)
------------- -------------
Total shareholders' deficit (1,517) (1,517)
---------------- ----------------
$ 150 $ 150
================ ================
The accompanying notes are an integral part of these
financial statements.
-2-
BAXTER CAPITAL COMPANY
STATEMENT OF OPERATIONS
Three Months Ended April 30, 2000 and 1999
Six Months Ended April 30, 2000
3 months ended 3 months ended 6 months ended
April 30, 2000 April 30, 1999 April 30, 2000
------------------ -------------------- -------------------
(Unaudited) (Unaudited) (Unaudited)
Revenues $ -0- $ -0- $ -0-
Expenses
------------------ -------------------- -------------------
Net (loss) $ -0- $ -0- $ -0-
================== ==================== ===================
Net (loss) per share-basic and diluted $ 0.0000 $ 0.0000 $ 0.0000
================== ==================== ===================
Weighted average number of shares outstanding during the period-
diluted and undiluted 1,000,000 1,000,000 1,000,000
================== ==================== ===================
The accompanying notes are an integral part of these financial
statements.
-3-
BAXTER CAPITAL COMPANY
STATEMENT OF SHAREHOLDERS' DEFICIT
Six Months Ended April 30, 2000
Common Stock
-----------------------------
Shares Amount Deficit
-------------- ------------- ------------------
Balance October 31, 1999 (Audited) 1,000,000 $1,000 ($2,517)
Operations for the six months ended April 30, 2000 -0-
-------------- ------------- ------------------
Balance April 30, 2000 (Unaudited) 1,000,000 $1,000 ($2,517)
============== ============= ==================
The accompanying notes are an integral part of these financial statements.
-4-
BAXTER CAPITAL COMPANY
STATEMENT OF CASH FLOWS
Six Months Ended April 30, 2000
For the Year Ended October 31, 1999
6 months ended
April 30, 2000 October 31, 1999
-------------------------------------------
(Unaudited) (Audited)
Cash flows from operating activities
Net (loss) $ 0 $ (2,517)
------------------ ---------------------
Net cash (used) by operations 0 (2,517)
------------------ ---------------------
Cash flows from financing activities
Increase in due to related party 0 1,667
Sale of common stock 0 1,000
------------------ ---------------------
Net cash provided by financing activities 0 2,667
------------------ ---------------------
Net increase in cash $ 0 $ 150
================== =====================
Supplemental disclosures of cash flow information:
Interest paid $ 0 $ -0-
================== =====================
Taxes paid $ 0 $ -0-
================== =====================
The accompanying notes are an integral part of these
financial statements.
-5-
BAXTER CAPITAL COMPANY
NOTES TO FINANCIAL STATEMENTS
April 30, 2000
UNAUDITED
Note 1. Summary of Significant Accounting Policies
Certain information and disclosures, normally included in financial statements
prepared in accordance with generally accepted accounting principles, have been
condensed or omitted in this Form 10-QSB in compliance with the Rules and
Regulations of the Securities and Exchange Commission. However, in the opinion
of Baxter Capital Company the disclosures contained in this Form 10-QSB are
adequate to make the information fairly presented. See Form 10-KSB for the year
ended October 31, 1999 and the three months ended January 31, 2000 for
additional information relevant to significant accounting policies followed by
the Company.
Note 2. Basis of Presentation
In the opinion of the Company, the accompanying unaudited financial statements
reflect all adjustments (consisting of normal recurring accruals) necessary to
present fairly the financial position as of April 30, 2000 and the results of
operations for the three and six month periods ended April 30, 2000. The results
of operations for the three and six months ended April 30, 2000 are not
necessarily indicative of the results which may be expected for the entire year.
Item 2. Management's Discussion and Analysis or Plan of Operations
Plan of Operation
- -----------------
The registrant is continuing its efforts to locate a merger candidate for the
purpose of a merger. It is possible that the registrant will be successful in
locating such a merger candidate and closing such merger. However, if the
registrant cannot effect a non-cash acquisition, the registrant may have to
raise funds from a private offering of its securities under Rule 506 of
Regulation D. There is no assurance the registrant would obtain any such equity
funding.
Results of Operation
- --------------------
The Company did not have any operating income from June 10, 1998 (inception)
through April 30, 2000.
Liquidity and Capital Resources
- -------------------------------
At April 30, 2000 the Company had no capital resources other than an
insignificant amount of cash, and will rely on advances from related parties to
fund administrative expenses pending acquisition of an operating company.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. Not Applicable
Item 2. Changes in Securities. None
Item 3. Defaults Upon Senior Securities. Not Applicable
Item 4. Submission of Matters to a Vote of Security
Holders. None
Item 5. Other Information. None
Item 6. Exhibits and Reports of Form 8-K. None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed in its
behalf by the undersigned, thereunto duly authorized, on April 24, 2002.
BAXTER CAPITAL CO.
By:/s/ Peter Goldstein
--------------------------
Peter Goldstein
President