SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15 (d) of Securities Exchange Act of 1934 For Period ended June 30, 2000 Commission File Number 0-26813 ALTREX INCORPORATED (Exact name of registrant as specified in its charter) NEVADA 91-1932068 (State of Incorporation) (I.R.S. Employer Identification No.) 157 SOUTH HOWARD STREET, 6th Floor SPOKANE, WASHINGTON 99201 (Address of Principal Executive Offices) (Zip Code) (509) 252-3939 -------------- (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 ----- ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock at the latest practicable date. As of June 30, 2000, the registrant had 2,500,000 shares of common stock, $.001 par value, issued and outstanding. PART 1 - FINANCIAL INFORMATION ITEM 1. Financial Statements - Unaudited Balance Sheets as of December 31, 1999 and June 30, 2000. Income Statements for the three months ended June 30, 1999 and June 30, 2000, and for the period from Inception (October 20, 1998) through June 30, 2000. Statements of Cash Flows for the three months ended June 30, 1999 and June 30, 2000, and for the period from Inception (October 20, 1998) through June 30, 2000. Notes to Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. PART II - OTHER INFORMATION Item 1. Legal Proceedings. Item 2. Changes in Securities and Use of Proceeds. Item 3. Defaults Upon Senior Securities. Item 4. Submission of Matters to a Vote of Security Holders. Item 5. Other Information. Item 6. Exhibit and Reports on Form 8-K Exhibit Reports on Form 8-K SIGNATURES PART 1 - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS (UNAUDITED) Altrex Incorporated (A Development Stage Company) Unaudited Balance Sheets As of December 31, 1999 and June 30, 2000 December 31, June 30, 1999 2000 ------------ ----------- ASSETS Cash $ 0 $ 0 Organization Costs 0 0 Accumulated Amortization 0 0 ------------ ----------- Total Assets $ 0 $ 0 ============ =========== LIABILITIES Accounts Payable $ 0 $ 0 ------------ ----------- STOCKHOLDERS' EQUITY Common Stock: Paid-In Capital, Par Value $0.001 per Share, 75,000,000 Shares Authorized, 2,500,000 Shares Outstanding $ 2,500 $ 2,500 Paid In Capital In Excess of Par Value 5,000 5,000 (Deficit) Accumulated During Development Stage (7,500) (7,500) ----------- ----------- Total Stockholders' Equity $ 0 $ 0 ----------- ----------- Total Liabilities and Stockholders' Equity $ 0 $ 0 =========== =========== See accompanying notes to financial statements. Altrex Incorporated (A Development Stage Company) Unaudited Income Statements For the Three Months Ended June 30, 1999 and June 30, 2000 and for the Period From Inception (October 20, 1998) through June 30, 2000 Three Months Three Months Inception Ended Ended Through June 30, June 30, June 30, 1999 2000 2000 ------------ ------------ ----------- Operating Revenues $ 0 $ 0 $ 0 Operating Expenses 0 0 7,500 ------------ ------------ ----------- Net Income (Loss) $ 0 $ 0 $ 7,500 ============ ============ =========== Per Share Information: Basic and Diluted (Loss) per Common Share $ (0.00) $ (0.00) $ (0.00) Weighted Average Shares Outstanding (1) 2,500,000 2,500,000 2,492,976 See accompanying notes to financial statements. Altrex Incorporated (A Development Stage Company) Statements of Cash Flows For the Three Months Ended June 30, 1999 and June 30, 2000 and for the Period From Inception (October 20, 1998) through June 30, 2000 Three Months Three Months Inception Ended Ended Through June 30, June 30, June 30, 1999 2000 2000 ------------ ------------ ----------- Net Income (Loss) $ 0 $ 0 $ (7,500) ------------ ------------ ----------- Adjustments to Reconcile Net Income to Net Cash Provided From Operating Activities: Amortization of Start-Up Costs 0 0 7,500 ------------ ------------ ----------- Net Cash Provided From (Used In) Operating Activities (7,500) 0 0 Cash Flows From (Used In) Investing Activities: Organization Costs 0 0 (7,500) Cash Flows From (Used In) Financing Activities: Common Stock Sold for Cash 0 0 7,500 ------------ ------------- ------------ Net Increase (Decrease) in Cash (7,500) 0 0 Cash at Beginning of Period 7,500 0 0 ------------- ------------- ------------ Cash at End of Period $ 0 $ 0 $ 0 ============= ============= ============ See accompanying notes to financial statements. Altrex Incorporated (A Development Stage Company) Notes to Unaudited Financial Statements NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Altrex Incorporated have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States 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 the interim periods presented herein are not necessarily indicative of the results to be expected for any other interim period or the full year. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 1999 included in the Company's Form 10-KSB Annual Report for the year ended December 31, 1999. PART 1. FINANCIAL INFORMATION Management's Plan of Operations While the Company maintains a zero cash balance, the President and Secretary/Treasurer, the Founders, have agreed to provide their services, office space and related supplies free of charge until such time as management can raise the funding necessary to advance its business plan. In management's opinion, the Company's current cash situation is sufficient and adequate until additional capital can be raised to implement the Company's business plan (the "Plan"). At present, the Company is in its initial development stage. Over the next six to nine months it will be assessing the hardware/software requirements of its Plan, and researching and compiling the data and other information necessary to set forth its detailed operating budgets and cash flow requirements. This information will include requisite data for the internet service provider ("ISP") consolidations and/or acquisitions and new customer projections that will be the focus of the Company's business plan. Based on the detailed studies, and resultant budgets and cash flow projections prepared during this initial phase, the Company will then proceed with another offering in the next nine to twelve months to raise the estimated $300,000 to $500,000 needed to proceed with the second phase of its Plan. This phase includes the actual acquisition/consolidation of small ISP's into the Company. The third stage of the Company's Plan is the ongoing operation of these acquired/consolidated ISP's and the targeting of additional customers thereto. In order to remain a going concern, the Company must first complete the initial stage of its Plan, and then be successful in its effort(s) to raise additional capital, either through an offering, such as another 504 offering, or through a private placement of its securities. There are considerable risks in the implementation of the Company's Plan, including insufficient funding from future sale(s) of its securities, greater than expected costs to acquire and/or consolidate smaller ISP's, greater than expected operating costs, and insufficient revenues from sales/operations. Without sufficient cash flow, the Company would have to rely on existing cash flows and/or loans from its Founders until such time as the Company could raise additional funds to implement its Plan. There are no current plans for product research and development. There are no current plans to purchase or sell any significant amount of fixed assets. There are no current plans to increase the number of employees. PART II - OTHER INFORMATION ITEM 1. Not applicable. ITEMS 2-4. Not applicable. ITEM 5. Information required in lieu of Form 8-K: None ITEM 6. Exhibits and Reports on 8-K: a) Exhibit #27.1, "Financial Data Schedule" b) No reports on Form 8-K were filed during the fiscal quarter ended June 30, 2000 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. Altrex Incorporated Dated: July 11, 2000 /s/ Christopher George ---------------------- Christopher George President