SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10QSB Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended Commission File Number - ----------------- ---------------------- June 30, 2002 000-31887 HINDS, INC. --------------------------------------------------------- (Exact name of registrant as specified in its charter) Wyoming 83-0327511 - --------------------------------- ------------------- (State of incorporation) (I.R.S. Employer Identification No.) 544 E. Yellowstone, Casper, WY 82601-2609 --------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: None 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 the filing requirements for at least the past 90 days. Yes X No ----- ------ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 720,000 common shares as of June 30, 2002 HINDS, INC. (A DEVELOPMENT STAGE COMPANY) FINANCIAL STATEMENTS JUNE 30, 2002 (UNAUDITED) Michael Johnson & Co., LLC 9175 Kenyon Ave., #100 Denver CO 80237 Phone: 303 796 0099 Fax: 303 796 0137 REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Board of Directors Hinds, Inc. Casper, WY We have reviewed the accompanying balance sheet of Hinds, Inc. for June 30, 2002, and the related statement of operations for the three and six-months ended June 30, 2002 and 2001, and May 25, 1999 (inception) to June 30, 2002, and statements of cash flow for the six-months ended June 30, 2002 and 2001 and May 25, 1999 (inception) to June 30, 2002, included in the accompanying Securities and Exchange Commission Form 10-QSB for the period ended June 30, 2002. These financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are unaware of any material modifications that should be made to the accompanying financial statements for them to be in conformity with accounting principles generally accepted in the United States. We have previously audited, in accordance with auditing standards generally accepted in the United States, the balance sheet as of December 31, 2001, and the related statements of operations, stockholders' equity and cash flows for the year then ended (not presented herein). In our report dated March 28, 2002, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying balance sheet as of June 30, 2002 is fairly stated in all material respects in relation to the balance sheet from which it has been derived. /s/ Michael Johnson & Co, LLC Michael Johnson & Co, LLC Denver, CO August 8, 2002 F-1 HINDS, INC. (A Development Stage Company) Balance Sheets (Unaudited) June 30, December 31, 2002 2001 ------------ ------------ ASSETS Current Assets: Cash $ - $ - ------------ ------------ Total Current Assets - - ------------ ------------ TOTAL ASSETS $ - - $ - ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts Payable $ 2,000 $ 2,000 ------------ ------------ Total Current Liabilities 2,000 2,000 ------------ ------------ Stockholders' Equity Common stock, $.001 par value, 50,000,000 shares 720 720 authorized, 720,000 shares issued and outstanding Additional Paid-In Capital 1,380 1,380 Deficit accumulated during the development stage (4,100) (4,100) ------------ ------------ Total Stockholders' Equity (2,000) (2,000) ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ - ============ ============ See Accountant's Review Report F-2 HINDS, INC. (A Development Stage Company) Statement of Operations (Unaudited) May 25, 1999 Three-Months Ended Six-Months Ended (Inception) to June 30, June 30, June 30, 2002 2001 2002 2001 2002 ---------- -------------- ---------- ---------- ---------------- Revenue: $ - $ - $- $ - $ - ---------- -------------- ---------- ---------- -------------- Total Income - - - Costs and Expenses: Accounting Fees - - - - 3,400 Filing Fees - 50 - 300 486 Office Expense - - - - 132 Bank Charges - 24 - 32 82 ---------- -------------- ---------- ---------- -------------- Total Expenses - 74 - 332 4,100 ---------- -------------- ---------- ---------- -------------- Net Loss $ - $ (74) $ - $ (332) $ (4,100) ========== ============== ========== ========== ============== Per Share Information: Weighted average number of common shares outstanding 720,000 720,000 Net Loss per common share * * ========== ============== See Accountant's Review Report F-3 HINDS, INC. (A Development Stage Company) Stockholders' Equity (Deficit) June 30, 2002 (Unaudited) Deficit COMMON STOCKS Additional Accum. During Total Paid-In Development Stockholders' # of Shares Amount Capital Stage Equity ------------ ----------- ----------- --------------- ------------ Balance - May 25, 1999 - $ - $ - $ - $ - Issuance for Cash 690,000 690 1,310 - 2,000 Issuance for Cash 30,000 30 70 - 100 Net Loss for Period - - - (1,510) (1,510) ------------ ----------- ----------- --------------- ------------ Balance - December 31, 1999 720,000 720 1,380 (1,510) 590 ------------ ----------- ----------- --------------- ------------ Net Loss for Year - - - (86) (86) ------------ ----------- ----------- --------------- ------------ Balance - December 31, 2000 720,000 720 1,380 (1,596) 504 ------------ ----------- ----------- --------------- ------------ Net Loss for Year - - - (2,504) (2,504) ------------ ----------- ----------- --------------- ------------ Balance - December 31, 2001 720,000 720 1,380 (4,100) (2,000) ------------ ----------- ----------- --------------- ------------ Net Loss for Period - - - - - ------------ ----------- ----------- --------------- ------------ Balance - June 30, 2002 720,000 $ 720 $ 1,380 $ (4,100) $ (2,000) ============ =========== =========== =============== ============ See Accountant's Review Report F-4 HINDS, INC. (A Development Stage Company) Stockholders' Equity (Deficit) June 30, 2002 (Unaudited) May 25, 1999 Six-Months Ended (Inception) to June 30, June 30, 2002 2001 2002 ----------- ------------- ------------ Cash Flows from Operating Activities: Net Loss $ - $ (332) $ (4,100) Adjustments to reconcile changes in net assets to net cash used by operating activities: Increase in accounts payable - - 2,000 ----------- ------------- ------------ Net Cash Used in Operating Activities - (332) (2,100) ----------- ------------- ------------ Cash Flows from Financing Activities: Proceeds from stock issuance - - 2,100 ----------- ------------- ------------ Net Cash Provided by Finacing Activities - - 2,100 ----------- ------------- ------------ Net Increase in Cash & Cash Equivalents - (332) - Beginning Cash & Cash Equivalents - 504 - ----------- ------------- ------------ Ending Cash & Cash Equivalents $ - $ 172 $ - =========== ============= ============ SUPPLEMENTAL DISCLOSUE OF CASH FLOW INFORMATION Cash paid for interest $ - $ - $ - =========== ============= ============ Cash paid for Income Taxes $ - $ - $ - =========== ============= ============ See Accountant's Review Report F-5 HINDS, INC. Notes to Financial Statements June 30, 2002 (Unaudited) Note 1 - Presentation of Interim Information: ----------------------------------- In the opinion of the management of Hinds, Inc., the accompanying unaudited financial statements include all normal adjustments considered necessary to present fairly the financial position as of June 30, 2002 and the results of operations for the three and six-months ended June 30, 2002 and 2001, and May 25, 1999 (inception) to June 30, 2002, and cash flows for the six-months ended June 30, 2002 and 2001, and May 25, 1999 (inception) to June 30, 2002. Interim results are not necessarily indicative of results for a full year. The financial statements and notes are presented as permitted by Form 10-QSB, and do not contain certain information included in the Company's audited financial statements and notes for the fiscal year ended December 31, 2001. F-6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR QUARTER ENDED JUNE 30, 2002 COMPARED TO SAME PERIOD ENDED JUNE 30, 2001 The Company had no revenues from operations in the period in 2002 or 2001. The Company incurred expenses of $0 in 2002 compared to $74 in 2001. The Company had no losses in the quarter in 2002 compared to ($74) in 2001 and a nominal loss per share in the quarter in 2001. RESULTS OF OPERATIONS FOR SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO SAME PERIOD ENDED JUNE 30, 2001 The Company had no revenues from operations in the period in 2001 or 2000. The Company incurred no expenses in the period in 2002 compared to $332 in 2001. The loss on operations was none in 2002 compared to ($332) in the six month period in 2001. Loss per share in the period in 2002 was none and in 2001 it was nominal. LIQUIDITY AND CAPITAL RESOURCES The Company had no cash capital at the end of the period and no assets. The Company will be forced to either borrow or make private placements of stock in order to fund operations. No assurance exists as to the ability to achieve loans or make private placements of stock. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULT 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 No reports on Form 8-K were made for the period for which this report is filed. SIGNATURES Pursuant to 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 thereunto duly authorized. Date: October 10, 2002 HINDS, INC. By: /s/ Philip Hinds ----------------------------- Philip Hinds, President