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
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June 30, 2001 000-32063
SHOGI, INC.
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(Exact name of registrant as specified in its charter)
Wyoming 83-0327967
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(State of incorporation) IRS Employer ID Number
P.O. Box 917, Casper, Wyoming 82602
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(Address of principal executive offices) (Zip Code)
None
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(Registrant's Telephone number)
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
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
840,000 common shares as of June 30, 2001
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
For financial information, please see the financial statements and the
notes thereto, attached hereto and incorporated by this reference.
The financial statements have been prepared by Shogi, Inc. without
audit pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnotes disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted as allowed by such rules and
regulations, and management believes that the disclosures are adequate to make
the information presented not misleading. These financial statements include all
the adjustments which, in the opinion of management, are necessary to a fair
presentation of financial position and results of operations. All such
adjustments are of a normal and recurring nature. These financial statements
should be read in conjunction with the audited financial statements at December
31, 2001, included in the Company's Form 10-SB.
SHOGI, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS FOR THE
SIX-MONTHS ENDED JUNE 30, 2001
(UNAUDITED)
MICHAEL JOHNSON & CO., LLC
Certified Public Accountants
9175 East Kenyon Ave., Suite 100
Denver, Colorado 80237
Michael B. Johnson C.P.A. Telephone: (303) 796-0099
Member: A.I.C.P.A. Fax: (303) 796-0137
Colorado Society of C.P.A.s
ACCOUNTANTS REVIEW REPORT
Board of Directors
Shogi, Inc.
Casper, WY
We have reviewed the accompanying balance sheet for Shogi, Inc. (a development
stage company) for June 30, 2001 and the related statements of operations for
the three and six-months ended June 30, 2001 and 2000, and for the period from
October 30, 1999 (inception) to June 30, 2001, and cash flows for the six-months
ended June 30, 2001 and 2000, and for the period from October 30, 1999
(inception) to June 30, 2001, included in the accompanying Securities and
Exchange Commission 10-QSB for the period ended June 30, 2001. 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. The 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 not aware 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 (deficit) and cash
flows for the year then ended (not presented herein). In our report dated
January 30, 2003, 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, 2001, is fairly stated in all material respects in
relation to the balance sheet from which it has been derived.
Michael Johnson & Co, LLC
January 31, 2003
/s/Michael Johnson & Co., LLC
SHOGI, INC.
(A Development Stage Company)
Balance Sheets
(Unaudited)
June 30, December 31,
2001 2000
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ASSETS
Current Assets:
Cash $ 506 $ 506
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Total Current Assets 506 506
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TOTAL ASSETS $ 506 $ 506
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STOCKHOLDERS' EQUITY
Stockholders Equity
Common stock, $.001 par value, 50,000,000 shares 840 840
authorized, 840,000 shares issued and outstanding
Additional Paid-In Capital 1,260 1,260
Deficit accumulated during the
development stage (1,594) (1,594)
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TOTAL STOCKHOLDERS' EQUITY $ 506 $ 506
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See Accountants Review Report
SHOGI, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
October 30,
1999
Three-Months Ended Six-Months Ended (Inception) to
June 30, June 30, June 30,
2001 2000 2001 2000 2001
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Revenue:
$ - $ - $ - $ - $ -
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Total Income - - - - -
Costs and Expenses:
Accounting Fees - - - - 1,400
Filing Fees - 37 - 74 211
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Total Expenses - 37 - 74 1,611
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Net Loss from Operations - (37) - (74) (1,611)
Other Income and Expenses:
Interest Income - 4 - 8 17
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Net Loss $ - $ (33) $ - $ (66) $ (1,594)
======= ======= ======= ======== ========
Per Share Information:
Weighted average number
of common shares outstanding 840,000 840,000 840,000 840,000
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Net Loss per common share * * * *
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* Less than $.01
See Accountants Review Report
SHOGI, INC.
(A Development Stage Company)
Stockholders' Equity (Deficit)
June 30, 2001
(Unaudited)
Deficit
COMMON STOCKS Additional Accum. During Total
Paid-In Development Stockholders'
# of Shares Amount Capital Stage Equity
----------- ------ ------- ----- ------
Balance - October 30, 1999 - $ - $ - $ - $ - -
Issuance for Cash 840,000 840 1,260 - 2,100
Net Loss for Period - - - (1,495) (1,495)
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Balance - December 31, 1999 840,000 840 1,260 (1,495) 605
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Net Loss for Year - - - (99) (99)
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Balance - December 31, 2000 840,000 840 1,260 (1,594) 506
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Net Loss for Period - - - - -
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Balance - June 30, 2001 840,000 $ 840 $ 1,260 $ (1,594) $ 506
======= ===== ======= ========= ======
See Accountants Review Report
October 30, 1999
Six-Months Ended (Inception) to
June 30, June 30,
2001 2000 2001
Cash Flows from Operating Activities:
Net Loss $ - $ (33) $ (1,594)
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Net Cash Used in Operating Activities - (33) (1,594)
Cash Flows from Financing Activities:
Proceeds from stock issuance - - 2,100
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Net Cash Provided by Finacing Activities - - 2,100
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Net Increase in Cash & Cash Equivalents - (33) 506
Beginning Cash & Cash Equivalents 506 539 -
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Ending Cash & Cash Equivalents $ 506 $ 506 $ 506
===== ===== ========
SUPPLEMENTAL DISCLOSUE OF CASH FLOW INFORMATION
Cash paid for interest $ - $ - $ -
===== ===== ========
Cash paid for Income Taxes $ - $ - $ -
===== ===== ========
See Accountants Review Report
Notes to Financial Statements
June 30, 2001
Note 1 - Presentation of Interim Information:
In the opinion of the management of Shogi, Inc., the accompanying unaudited
financial statements include all normal adjustments considered necessary to
present fairly the financial position as of June 30, 2001 and the results of
operations for the three and six-months ended June 30, 2001 and 2000 and for the
period from October 30, 1999 (inception) to June 30, 2001, and cash flows for
the six-months ended June 30, 2001 and 2000, and for the period from October 30,
1999 (inception) to June 30, 2001. 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, 2000.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
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of Operations
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Results of Operations for the Quarter Ended June 30, 2001 and June 30, 2000
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The Company had no revenue or operations for the period. The company
incurred no expenses in the period in 2001 compared to $37 in expenses in the
2000 quarter. The net loss was none in the quarter in 2001 compared to ($33) in
2000. The net loss per share was none in 2001 and nominal in 2000 in the period.
There can be no assurance that the Company will be able to complete a merger
with an operating company. Due to the lack of a specified business opportunity,
the Company is unable to predict the period for which it can conduct operations.
Comparison of Operating Results for the Six Months Ended June 30, 2001
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and June 30, 2000
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The Company had no revenues for the quarter in 2001 or 2000. The Company
incurred no expenses in the quarter in 2001 compared to $74 in expense in 2000.
The company had no loss on operations in 2001 compared to a ($66) loss on
operations in 2000 in the quarter. The loss per share was none in 2001 and
nominal in 2000.
Liquidity and Capital Resources
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At June 30, 2001, the Company had $506 in cash and no other assets with
which to conduct operations. The lack of liquidity or liquid assets raises
substantial doubt about the Company's ability to continue as a going concern
unless it is able to generate sufficient cash flows to meet its obligations and
sustain operations. To meet required current operating expenses the Company is
totally dependent upon its principal shareholder to advance funds until the
Company has acquired another entity that has sufficient resources to fund the
Company's operations.
Once the Company has identified an appropriate business combination,
lack of existing capital may be a sufficient impediment to prevent its
consummation. And if a business combination is completed, the Company's needs
for additional financing is likely to increase substantially.
Trends: The company expects that the trend of no income and ongoing losses will
continue in the future until a business combination has been made which may
afford revenues and potential cash flows. No assurance can be made that any
such combination will ever occur.
Evaluation of Internal and Disclosure Controls
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The management of the company has evaluated the effectiveness of the
issuer's disclosure controls and procedures as of a date within 90 days prior to
the filing date of the report (evaluation date) and have concluded that the
disclosure controls and procedures are adequate and effective based upon their
evaluation as of the evaluation date.
There were no significant changes in internal controls or in other factors
that could significantly affect internal controls subsequent to the date of the
most recent evaluation of such, including any corrective actions with regard to
significant deficiencies and material weaknesses.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
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The Company is not a party to any pending legal proceedings, and no
such proceedings are known to be contemplated.
Item 2. Change in Securities.
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None
Item 3. Defaults Upon Senior Securities.
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(Not applicable)
Item 4. Submission of Matters to a Vote of Security Holders.
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(Not applicable)
Item 5. Other Information.
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(Not applicable)
Item 6. Exhibits and Reports on Form 8-K.
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(a) Exhibits
No exhibits as set forth in Regulation SB, are considered necessary for
this filing.
(b) Reports on Form 8-K
None
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act
of 1934, as amended, the registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
SHOGI, INC.
Date: February 24, 2003
/s/ Ronald A. Shogren
by: ------------------------------
Ronald A. Shogren, President
Directors:
/s/ Rory L. Shogren
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Rory L. Shogren, Secretary/Treasurer
& Director
/s/ G. Todd Erickson
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G. Todd Erickson, Director