UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10QSB
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended June 30, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from n/a to n/a
000-32749
Commission file number
Kettle River Group Inc.
Exact name of small business issuer as specified in its charter
Nevada #76-0616468
State or other jurisdiction of organization I.R.S. Employer Identification No.
Suite #676, 141-757 West Hastings Street,
Vancouver, British Columbia,
Canada V6C 1A1
Address of principal executive offices
(604) 681-7806
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 during the past 12 months (or for such shorter
period that the issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
(1) Yes (x ) No ( ) (2) Yes (x ) No ( )
ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PROCEEDING FIVE YEARS
Not applicable
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:
July 17, 2001 - 4,500,000 common shares
DOCUMENTS INCORPORATED BY REFERENCE
A description of any 'documents incorporated by reference' is contained in Item
6 of this report.
Transitional Small business Issuer Format Yes (x ) No ( )
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
- --------------------------------------------------------------------------------
Kettle River Group Inc.
A Development Stage Company
Financial Statements
Three Months Ended June 30, 2001
U.S. Dollars
Unaudited
Prepared by Management
Balance Sheets at June 30, 2001 and at December 31, 2000
Statements of Operations for the Three Months and Six Months Ended June 30, 2001
and 2000
Statement of Changes in Stockholders' Equity for the Six Months Ended June 30,
2001
Statements of Cash Flows for the Six Months Ended June 30, 2001 and 2000
Notes to Financial Statements
Kettle River Group Inc.
A Development Stage Company
Balance Sheets
Unaudited
U.S. Dollars
June 30 December 31
2001 2000
---- ----
ASSETS
Licenses $ - $ -
------------ ------------
Total Assets $ - $ -
------------ ------------
LIABILITIES
Current
Accounts payable and accrued liabilities $ 28,550 $ 1,200
------------ ------------
Total Liabilities 28,550 1,200
------------ ------------
STOCKHOLDERS' EQUITY
Common Stock
Authorized
25,000,000 shares of common stock with a
par value of $0.001 each
Issued and outstanding
4,500,000 shares of common stock 4,500 4,500
Additional paid in capital 75 75
Other comprehensive income
Deficit (33,125) (5,775)
------------ ------------
Total Stockholders' Equity (Deficit) (28,550) (1,200)
------------ ------------
Total Liabilities and Stockholders' Equity $ - $ -
------------ ------------
See accompanying notes
Kettle River Group Inc.
A Development Stage Company
Statements of Operations
Three and Six Months Ended June 30
Unaudited
U.S. Dollars
Three Months Three Months Six Months Six Months
2001 2000 2001 2000
---- ---- ---- ----
Revenue $ - $ - $ - $ -
------------ ------------ ------------ ------------
Expenses
Professional fees - - 11,500 -
Value of Director's uncompensated services - - - -
Rent, office and administration 7,850 - 15,350 -
License fee - - 500 -
Travel and business development - - - -
Telephone - - - -
------------ ------------ ------------ ------------
7,850 - 27,350 -
------------ ------------ ------------ ------------
Net income (loss) for period $ (7,850) $ - $ (27,350) $ -
------------ ------------ ------------ ------------
Net income (loss) per share $ (0.004) $ 0.00 $ (0.006) $ 0.00
Weighted average number of shares outstanding 4,500,000 4,500,000 4,500,000 4,500,000
See accompanying notes
Kettle River Group Inc.
A Development Stage Company
Statement of Changes in Stockholders' Equity
Six Months Ended June 30, 2001
Unaudited
U.S. Dollars
Other
Additional Compre- Accumu- Total
Paid in hensive lated Stockholder
Shares Amount Capital Income Deficit Equity (Deficit)
- -----------------------------------------------------------------------------------------------------------------------------------
Balance
Date of inception
August 18, 1999 - $ - $ - $ - $ - $ -
Issuance of common
stock for organizational
expense 2,500,000 2,500 - - - 2,500
Expenses incurred by
a director on behalf
of the Company - - 75 - - 75
Issuance of common
stock for a license 2,000,000 2,000 - - - 2,000
Note 3
Net loss for the period - - - - (5,775) (5,775)
- -----------------------------------------------------------------------------------------------------------------------------------
Balance-December 31
1999 4,500,000 4,500 75 - (5,775) (1,200)
Net loss for the year - - - - - -
- -----------------------------------------------------------------------------------------------------------------------------------
Balance-December 31
2000 4,500,000 4,500 75 - (5,775) (1,200)
Value of
uncompensated
services - - - - - -
Net loss for the period - - - - (27,350) (27,350)
- -----------------------------------------------------------------------------------------------------------------------------------
Balance-June 30
2001 4,500,000 $ 4,500 $ 75 $ - $ (33,125) $ (28,550)
- -----------------------------------------------------------------------------------------------------------------------------------
See accompanying notes
Kettle River Group Inc.
A Development Stage Company
Statements of Cash Flows
Six Months Ended June 30
Unaudited
U.S. Dollars
June 30
2001 2000
---- ----
Operating Activities
Net income (loss) $ (27,350) $ -
Adjustments to reconcile net income
(loss) to net cash used by operating
activities - -
Changes in operating assets and liabilities 27,350 -
------------ ------------
Net cash provided by (used by) operating
activities - -
------------ ------------
Investing Activities - -
------------ ------------
Financing Activities - -
------------ ------------
Effect of foreign currency translation on cash - -
------------ ------------
Inflow (outflow) of cash - -
Cash, beginning of period - -
------------ ------------
Cash, end of period $ - $ -
------------ ------------
Supplemental information
Interest paid $0 $0
Shares issued for services $0 $0
Corporate income taxes paid $0 $0
See accompanying notes
Kettle River Group Inc.
Notes to Financial Statements
Six Months Ended June 30, 2001
Unaudited
U.S. Dollars
1. ORGANIZATION AND BASIS OF PRESENTATION
The Company was incorporated August 18, 1999 in the State of Nevada and has had
no operations other than organizational and administrative activities.
2. DEVELOPMENT STAGE COMPANY
The Company acquired a license to market and distribute a product in Maine, New
Hampshire and Vermont. This license was cancelled. As a replacement for this
license, the Company was granted additional rights to market and distribute
vitamins, minerals, nutritional supplements and other health and fitness
products in Great Britain. The grantor of the license offers these products for
sale from various suppliers on their web site. The original license was granted
to the Company by a partnership for consideration of 2,000,000 common shares
valued at $2,000.00. These shares were paid evenly to the ten partners. The
replacement license was granted by the same partnership. The general manager of
that partnership was, at the time, the spouse of a (former) director and officer
of the Company. All costs of acquiring the licenses have been written off.
In a development stage company, management devotes most of its activities in
investigating business opportunities. Planned principal activities have not yet
begun. The ability of the Company to emerge from the development stage with
respect to any planned principal business activity is dependent upon its
successful efforts to raise additional equity financing and/or attain profitable
operations. There is no guarantee that the company will be able to raise any
equity financing or sell any of its products at a profit. There is, therefore,
doubt regarding the Company's ability to continue as a going concern.
3. LICENSES
The license referred to in Note 2 was acquired on February 14, 2000 for a term
of three years. The Company agreed to pay an annual fee of $500.00 for
maintenance of the grantor's web site commencing February 14, 2001. The grantor
of the license retains 50% of the profit on all sales made through the web site.
To date, no sales have occurred.
4. BASIS OF ACCOUNTING PRESENTATION
These unaudited financial statements have been prepared by management in
accordance with generally accepted accounting principles in the United States
for interim financial information, are condensed and do not include all
disclosures required for annual financial statements. The organization and
business of the Company, accounting policies followed by the Company and other
information are contained in the notes to the Company's audited financial
statements filed as part of the Company's Form 10-SB.
In the opinion of the Company's management, these financial statements reflect
all adjustments necessary to present fairly the Company's financial position at
June 30, 2001 and the results of its operations for the six months then ended.
The results of operations for the six months ended June 30, 2001 are not
necessarily indicative of the results to be expected for the entire fiscal year.
5. COMMON STOCK
During the six months ended June 30, 2001, there were no shares of common stock
issued.
Item 2. Management's Discussion and Analysis or Plan of Operation.
The following discussion should be read in conjunction with the accompanying
unaudited financial statements for the three and six month periods ended June
30, 2001 and June 30, 2000 prepared by management and the audited financial
statements for the twelve months ended December 31, 2000 as presented in the
Form 10SB.
Special Note Regarding Forward Looking Statements
Certain statements in this report and elsewhere (such as in other filings by the
company with the Securities and Exchange Commission ("SEC"), press releases,
presentations by the Company of its management and oral statements) may
constitute "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks," "estimates," and
"should," and variations of these words and similar expressions, are intended to
identify these forward-looking statements. Actual results may materially differ
from any forward-looking statements. Factors that might cause or contribute to
such differences include, among others, competitive pressures and constantly
changing technology and market acceptance of the Company's products and
services. The Company undertakes no obligation to publicly release the result
of any revisions to these forward-looking statements, which may be made to
reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.
The Company's Services
The Company's operations currently consist of activities in investigating
business opportunities. No planned principal activities have yet begun.
The Company operates an office and is actively seeking further opportunities,
either by starting up a business, acquiring an existing business, by merging
with a business or through some other method.
Subsequent Events
There were no reportable subsequent events.
Results of Operations
Comparison of the six months ended June 30, 2001 with the six months ended June
30, 2000.
No revenue was recorded for the six month period ended June 30, 2001 and no
revenue was recorded during the same period of the prior year.
Net (loss) for the six month period ended June 30, 2001 was $(27,350) compared
to a loss of $(0) in the six months ended June 30, 2000. The expenditures
reflected in the loss represent the Company's efforts to maintain an office and
to have a visible presence in its on going search for business opportunity.
To date, the company has generated no revenues.
Comparison of Financial Position at June 30, 2001 with June 30, 2000
The Company's working capital position remained deteriorated at June 30, 2001
with current liabilities of $28,550 in excess of current assets of $0. At
December 31, 2000 the Company had a working capital deficit of $1,200.
Liquidity and Capital Resources
The Company may not be successful in its efforts to raise equity financing and/
or attain profitable operations. There is doubt regarding the Company's ability
to continue as a going concern.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
No change since previous filing.
Item 2. Changes in Securities.
Options Granted Date Exercise Price Expiry Date
- --------------- ---- -------------- -----------
None
Common Stock Issued Date Consideration
- ------------------- ---- -------------
None
Item 3. Defaults Upon Senior Securities.
No change since previous filing.
Item 4. Submission of Matters to a Vote of Security Holders.
No change since previous filing.
Item 5. Other Information.
No change since previous filing.
Item 6. Exhibits and Reports on form 8-K.
No change since previous filing.
Documents incorporated by reference: Form 10 SB
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.
July 24, 2001 Kettle River Group Inc.
(Registrant)
By: /s/ Christine Cerisse
Christine Cerisse
President and Director