SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2003
Commission file number 000-29353
ACCESSORY SPECIALISTS INCORPORATED
(Exact name of registrant as specified in its charter)
Nevada 88-0448316
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
770 East Warm Springs Rd., Suite 250
Las Vegas, Nevada 89119
(Address of principal executive offices (zip code)
(702) 866-5839
(Registrant's telephone number, including area code)
1850 East Flamingo Rd., Suite 111 Las Vegas, Nevada 89119
(Former address of Registrant)
Indicate by check mark whether the registrant (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the last 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 equity, as of the latest practicable date.
Class Outstanding at June 30, 2003
Common Stock, par value $0.001 7,266,370
ITEM 1. FINANCIAL STATEMENTS
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
ASSETS
June 30, December 31,
2003 2002
CURRENT ASSETS $ 0 $ 0
------------ ------------
TOTAL CURRENT ASSETS 0 0
------------ ------------
OTHER ASSETS 0 0
------------ ------------
TOTAL OTHER ASSETS 0 0
------------ ------------
$ 0 $ 0
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Officers Advances (Note #5) $ 0 $ 0
------------ ------------
TOTAL CURRENT LIABILITIES 0 0
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value
authorized 5,000,000 shares;
None issued and Outstanding 0 0
Common stock, $0.001 par value,
authorized 20,000,000 shares;
7,266,370 and 6,666,370 issued and
outstanding at 6/30/03 and 12/31/02 7,266 6,666
Additional paid-in capital 0 0
(Deficit) accumulated during
development stage (7,266) (6,666)
----------- -----------
TOTAL STOCKHOLDER'S EQUITY 0 0
----------- -----------
$ 0 $ 0
=========== ===========
The accompanying notes are an integral part of these financial statements.
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
January 18,
2000
Three Months Ended Six Months Ended (Inception)
June 30, June 30, to June 30,
2003
2003 2002 2003 2002
INCOME
Revenue $ 0 $ 0 $ 0 $ 0 $ 0
-------- -------- -------- -------- ---------
EXPENSE
General and
Administrative 600 22 600 22 6,984
Organization Cost 0 0 0 0 282
Expense
-------- -------- -------- -------- ---------
TOTAL EXPENSES 600 22 600 22 7,266
-------- -------- -------- -------- ---------
NET (LOSS) $ (600) $ (22) $ (600) $ (22) $ (7,266)
======== ======== ======== ======== =========
Net Loss
Per Weighted Share $ (.00) $ (.00) $ (.00) $ (.00)
======== ======== ======== ========
Weighted average
number of common
shares outstanding 7,266,370 6,538,240 7,266,370 6,538,240
========= ========= ========= =========
The accompanying notes are an integral part of these financial statements.
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
Three Months Six Months Ended January 18, 2000
Ended June 30, June 30, (Inception) to
June 30,2003
2003 2002 2003 2002
Cash Flows from
Operating Activities:
Net (loss) $ (600) $ (22) $ (600) $ (22) $ (7,266)
Amortization 0 0 0 0 282
Stock Issued for services 0 0 0 0 5,000
Issuance of stock to
Convert debt to equity 600 22 600 22 2,266
Changes in assets and
Liabilities:
Officers Advances 0 0 0 0 0
------ ------ ------ ------ --------
Net cash (used) in
operating activities 0 0 0 0 282
Cash Flows from
Investing Activities:
Organization Costs 0 0 0 0 (282)
--------
Net Cash (used) in
Investing activities 0 0 0 0 0
Cash Flows from
Financing Activities 0 0 0 0 0
------ ------- ------ ------ -------
Net increase in cash 0 0 0 0 0
Cash beginning of period 0 0 0 0 0
------ ------- ------ ------ -------
Cash end of period $ 0 $ 0 $ 0 $ 0 $ 0
====== ======= ======= ======= ========
Supplemental Disclosure
Interest paid $ 0 $ 0 $ 0 $ 0 $ 0
======= ====== ======= ======= ========
Taxes paid $ 0 $ 0 $ 0 $ 0 $ 0
====== ====== ======= ======= ========
Non-cash transactions:
Number of shares issued
For services 0 0 0 0 5,000,000
====== ====== ======= ====== =========
Number of shares issued
To convert debt to equity 600,000 22,060 600,000 22,060 2,266,370
======= ====== ======= ====== =========
The accompanying notes are an integral part of these financial statements.
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
June 30, 2003
Note 1 - Basis of Presentation
The consolidated interim financial statements included herein,
presented in accordance with United States generally accepted accounting
principles and stated in US dollars, have been prepared by the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to
such rules and regulations, although the Company believes that the
disclosures are adequate to make the information presented not misleading.
These statements reflect all adjustments, consisting of normal
recurring adjustments, which in the opinion of management, are necessary for
fair presentation of the information contained therein. It is suggested
that these consolidated interim financial statements be read in conjunction
with the financial statements of the Company for the year ended December 31,
2002 and notes thereto included in the Company's 10-KSB annual report. The
Company follows the same accounting policies in the preparation of interim
reports.
Results of operation for the interim period are not indicative of
annual results.
Note 2 - Going concern
The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern which contemplates the
recoverability of assets and the satisfaction of liabilities in the normal
course of business. As noted above, the Company is in the development stage
and, accordingly, has not yet generated revenues from operations. Since its
inception, the Company has been engaged substantially in financing
activities and developing its product line, setting up its e-commerce
website, and incurring substantial costs and expenses. As a result, the
Company incurred accumulated net losses from January 18, 2000 (inception)
through the period ended June 30, 2003 of $(7,266). In addition, the
Company's development activities since inception have been financially
sustained through equity financing.
The ability of the Company to continue as a going concern is dependent
upon its ability to raise additional capital from the sale of common stock
and, ultimately, the achievement of significant operating revenues. The
accompanying financial statements do not include any adjustments that might
be required should the Company be unable to recover the value of its assets
or satisfy its liabilities.
ACCESSORY SPECIALISTS INCORPORATED
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
June 30, 2003
NOTE 3 - STOCKHOLDERS EQUITY
On April 28, 2003, the Company issued an officer of the Company 500,000
shares of its $.001 par value common stock for conversion of debt to equity
of $500. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
On June 17, 2003, the Company issued an officer of the Company 100,000
shares of its $.001 par value common stock for conversion of debt to equity
of $100. The shares were deemed to have been issued pursuant to an
exemption provided by Section 4(2) of the Act, which exempts from
registration "transactions by an issuer not involving any public offering."
NOTE 4 - RELATED PARTY TRANSACTIONS
The Company neither owns or leases any real or personal property.
Office services are provided without charge by the officer and director of
the Company. Such costs are immaterial to the financial statements and
accordingly, have not been reflected therein. The officer and director of
the Company is involved in other business activities and may, in the future,
become involved in other business opportunities. If a specific business
opportunity becomes available, such person may face a conflict in selecting
between the Company and their other business interests. The Company has not
formulated a policy for the resolution of such conflicts.
NOTE 5 - OFFICERS ADVANCES
While the Company is seeking additional capital through a merger with
an existing operating company, the officer of the Company has advanced funds
on behalf of the Company to pay for any costs incurred by it. These advances
have been converted to equity.
ITEM 2. PLAN OF OPERATION
The Company has registered its common stock on a Form 10-SB
registration statement filed pursuant to the Securities Exchange Act of 1934
(the "Exchange Act") and Rule 12(g) thereof. The Company files with the
Securities and Exchange Commission periodic and episodic reports under Rule
13(a) of the Exchange Act, including quarterly reports on Form 10-QSB and
annual reports on Form 10-KSB.
We are currently seeking to engage in a merger with or acquisition of
an unidentified foreign or domestic company which desires to become a
reporting ("public") company whose securities are qualified for trading in
the United States secondary market. We meet the definition of a "blank
check" company contained in Section (7)(b)(3) of the Securities Act of 1933,
as amended. We have been in the developmental stage since inception and
have no operations to date. Other than issuing shares to our original
stockholder, we have not commenced any operational activities.
We will not acquire or merge with any entity which cannot provide
audited financial statements at or within a reasonable period of time after
closing of the proposed transaction. We are subject to all the reporting
requirements included in the Exchange Act. Included in these requirements
is our duty to file audited financial statements as part of our Form 8-K to
be filed with the Securities and Exchange Commission upon consummation of a
merger or acquisition, as well as our audited financial statements included
in our annual report on Form 10-K (or 10-KSB, as applicable). If such
audited financial statements are not available at closing, or within time
parameters necessary to insure our compliance with the requirements of the
Exchange Act, or if the audited financial statements provided do not conform
to the representations made by the target business, the closing documents
may provide that the proposed transaction will be voidable at the discretion
of our present management.
We will not restrict our search for any specific kind of businesses,
but may acquire a business which is in its preliminary or development stage,
which is already in operation, or in essentially any stage of its business
life. It is impossible to predict at this time the status of any business in
which we may become engaged, in that such business may need to seek
additional capital, may desire to have its shares publicly traded, or may
seek other perceived advantages which we may offer.
A business combination with a target business will normally involve the
transfer to the target business of the majority of our common stock, and the
substitution by the target business of its own management and board of
directors.
We have, and will continue to have, no capital with which to provide
the owners of business opportunities with any cash or other assets. However,
management believes we will be able to offer owners of acquisition
candidates the opportunity to acquire a controlling ownership interest in a
publicly registered company without incurring the cost and time required to
conduct an initial public offering. Our officer and director has not
conducted market research and is not aware of statistical data to support
the perceived benefits of a merger or acquisition transaction for the owners
of a business opportunity.
Our Officer and Director has agreed that he will advance any additional
funds which we need for operating capital and for costs in connection with
searching for or completing an acquisition or merger. Such advances have
historically been converted to equity. There is no minimum or maximum
amount the Officer and Director will advance to us. We will not borrow any
funds for the purpose of repaying advances made by such Officer and
Director, and we will not borrow any funds to make any payments to our
promoters, management or their affiliates or associates.
The Board of Directors has passed a resolution which contains a policy
that we will not seek an acquisition or merger with any entity in which our
officer, director, stockholder or his affiliates or associates serve as
officer or director or hold more than a 10% ownership interest.
ITEM 3. CONTROLS AND PROCEDURES
(a) Under the supervision and with the participation of our management,
including our chief executive officer and chief accounting officer,
we evaluated the effectiveness of the design and operation of our
disclosure controls and procedures, as such term is defined under
Rule 13a-14(c) promulgated under the Securities Exchange Act of 1934,
as amended, within 90 days prior to the filing date of this report.
Based on their evaluation, our chief executive officer and chief
accounting officer concluded that our disclosure controls and
procedures are effective.
(b) There have been no significant changes (including corrective actions
with regard to significant deficiencies or material weaknesses) in
our internal controls or in other factors that could significantly
affect these controls subsequent to the date of the evaluation
referenced in paragraph (a) above.
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no legal proceedings against the Company and the Company is
unaware of any such proceedings contemplated against it.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
The Registrant's executive office address changed to 770 East Warm
Springs Rd., Suite 250 Las Vegas, Nevada 89119 effective June 1, 2003.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
See Exhibit Table on page E-1
(b) 8-K - None
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.
ACCESSORY SPECIALISTS INCORPORATED
By:/s/ Anthony N. DeMint
Anthony N. DeMint, President
Dated: July 10, 2003
CERTIFICATION
I, Anthony DeMint, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Accessory
Specialists Incorporated;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in
this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14)
for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. I have disclosed, based on our most recent evaluation, to the
registrant's auditors and the audit committee of registrant's board of
directors (or persons performing the equivalent functions):
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
6. I have indicated in this quarterly report whether there were
significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of
our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: July 10, 2003
/s/ Anthony N. DeMint
Anthony N. DeMint, President and
Chief Accounting Officer
EXHIBIT TABLE
Exhibit Description
Number
(1) N/A
(2) N/A
(3)(i)* Articles of Incorporation
(a) Articles of Incorporation
(3)(ii)* Bylaws
(a) Bylaws
(4)* Instruments defining the rights of security holders:
(4)(i) (a) Articles of Incorporation
(b) Bylaws
(c) Stock Certificate Specimen
(5) N/A
(8) N/A
(9) N/A
(10) N/A
(11) Contained in the Notes to the Financial Statements (filed
herewith)
(13) N/A
(15) N/A
(16) N/A
(17) N/A
(18) N/A
(19) N/A
(20) N/A
(21) N/A
(22) N/A
(23) N/A
(24) N/A
(25) N/A
(26) N/A
(99) N/A
*Filed in Form 10SB