FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2001
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 0-26461
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SNELLING TRAVEL, INC.
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(Exact name of registrant as specified in its charter)
Colorado 58-2368425
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
55 Pharr Road, No. A-207, Atlanta, Georgia 30305
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(Address of principal executive offices) (Zip Code)
(404) 841-0111
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address and former fiscal year,
if changed since last report)
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 XX No
--
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
Common Stock, as of the latest practicable date.
Class of Stock Amount Outstanding
--------------------- -----------------------------
$.001 par value 44,225,000 shares outstanding
Common Stock at July 31, 2001
SNELLING TRAVEL, INC.
(a development stage company)
CONTENTS
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements Page Number
-----------
Balance Sheets as of June 30, 2001 (unaudited) and
December 31, 2000 2
Statements of Operations for the six-month periods
ended June 30, 2001 and 2000 and for the period
from December 15, 1997 (inception) through
June 30, 2001 (unaudited) 3
Statements of Operations for the three-month
periods ended June 30, 2001 and 2000 (unaudited) 4
Statements of Stockholders' Deficit for the period
December 15, 1997 (inception) through June 30, 2001
(unaudited) 5
Statements of Cash Flows for the six-month periods
ended June 30, 2001 and 2000 and for the period from
December 15, 1997 (inception) through June 30, 2001
(unaudited) 6
Notes to Financial Statements (unaudited) 7
Item 2. Management's Discussion and Analysis or Plan of Operation 9
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 11
1
SNELLING TRAVEL, INC.
(a development stage company)
BALANCE SHEETS
ASSETS
June 30, December 31,
2001 2000
--------- ------------
(unaudited)
Current assets:
Cash $ 1,118 $ 5,811
-------- --------
Total current assets $ 1,118 $ 5,811
======== ========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable $ 18,843 $ 14,247
-------- --------
Total current liabilities 18,843 14,247
-------- --------
Stockholders' deficit:
Common stock, $.001 par value
100,000,000 shares authorized,
44,225,000 shares issued and outstanding 44,225 44,225
Additional paid-in capital 27,275 23,675
Deficit accumulated during the development stage (89,225) (76,336)
-------- --------
Total stockholders' equity (17,725) (8,436)
-------- --------
Total liabilities and stockholders' deficit $ 1,118 $ 5,811
======== ========
See notes to financial statements
2
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Six-month period December 15, 1997
ended June 30, (inception)
---------------------------- through
2001 2000 June 30, 2001
------------ ------------ -----------------
Revenue $ - $ - $ -
------------ ------------ -------------
Operational expenses:
Professional services 8,449 21,270 58,447
Stock transfer 400 126 4,456
Filing fees 385 1,446 4,181
Rent 600 600 3,000
Salaries 3,000 3,000 15,000
Website design - - 1,933
Travel - - 249
Office 55 1,341 1,959
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12,889 27,783 89,225
------------ ------------ -------------
Net loss $ (12,889) $ (27,783) $ (89,225)
============ ============ =============
Basic loss per share $ (0.00) $ (0.00) $ (0.00)
============ ============ =============
Weighted average shares outstanding 44,225,000 44,225,000 39,944,074
============ ============ =============
See notes to financial statements
3
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three-month period
ended June 30,
----------------------------
2001 2000
------------ ------------
Revenue $ - $ -
------------ ------------
Operational expenses:
Professional services 2,156 6,053
Stock transfer 258 53
Filing fees - 1,221
Rent 300 300
Salaries 1,500 1,500
Office 30 314
------------ ------------
4,244 9,441
Net loss $ (4,244) $ (9,441)
============ ============
Basic loss per share $ (0.00) $ (0.00)
============ ============
Weighted average shares outstanding 44,225,000 44,225,000
============ ============
See notes to financial statements
4
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENT OF STOCKHOLDERS' DEFICIT
(UNAUDITED)
Deficit
accumulated
Common stock Additional during the
----------------------- paid-in development
Shares Amount capital stage
---------- ---------- ---------- ----------
Stock issued at inception
(December 15, 1997) 29,000,000 $ 29,000 $ (28,000) $ -
Net loss - - - (1,000)
---------- ---------- ---------- ----------
Balance at December 31, 1997 29,000,000 29,000 (28,000) (1,000)
Stock issued in connection with private
placement 15,225,000 15,225 37,275 -
Net loss - - - (92)
---------- ---------- ---------- ----------
Balance at December 31, 1998 44,225,000 44,225 9,275 (1,092)
Rent and salary contributed by officer - - 7,200 -
Net loss - - - (33,926)
---------- ---------- ---------- ----------
Balance at December 31, 1999 44,225,000 44,225 16,475 (35,018)
Rent and salary contributed by officer - - 7,200 -
Net loss - - - (41,318)
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Balance at December 31, 2000 44,225,000 44,225 23,675 (76,336)
Rent and salary contributed by officer (unaudited) - - 3,600 -
Net loss (unaudited) - - - (12,889)
---------- ---------- ---------- ----------
Balance at June 30, 2001 (unaudited) 44,225,000 $ 44,225 $ 27,275 $ (89,225)
========== ========== ========== ==========
See notes to financial statements
5
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six-month period December 15, 1997
ended June 30, (inception)
-------------------- through
2001 2000 June 30, 2001
-------- -------- ----------------
Net loss $(12,889) $(27,783) $ (89,225)
Adjustments to reconcile net loss to net cash
used in operating activities:
Stock issued for services - - 1,000
Rent and salary contributed by officer 3,600 3,600 18,000
Increase in accounts payable 4,596 8,426 18,843
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Net cash used in operating activities (4,693) (15,757) (51,382)
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Cash flows from financing activities:
Proceeds from issuance of common stock - - 52,500
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Net cash provided by financing activities - - 52,500
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Net increase (decrease) in cash (4,693) (15,757) 1,118
Cash, beginning of period 5,811 27,817 -
-------- -------- ----------
Cash, end of period $ 1,118 $ 12,060 $ 1,118
======== ======== ==========
See notes to financial statements
6
SNELLING TRAVEL, INC.
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2001
1. Unaudited interim financial statements
The accompanying unaudited financial statements have been prepared in
accordance with the instructions for Form 10-QSB and do not include all of
the information and footnotes required by generally accepted accounting
principles 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. Operating results
for any quarter are not necessarily indicative of the results for any other
quarter or for the full year.
These statements should be read in conjunction with the financial
statements of Snelling Travel, Inc. and notes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended December 31,
2000.
Use of estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the period. Actual results could differ from those estimates.
History and business activity
On December 15, 1997, the Company was incorporated under the laws of
Colorado. The Company's primary purpose is to engage in the travel
business, specializing in adventure travel within the United States,
Canada, Mexico, and the Caribbean.
During August 1999, the Company filed a registration statement with the
U.S. Securities and Exchange Commission on Form 10-SB, thereby registering
its common stock under the Securities Exchange Act of 1934, as amended ("34
Act").
Development stage
The Company is currently in the developmental stage and has no significant
operations to date.
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1. Summary of significant accounting policies (continued)
Basic loss per common share
Basic loss per common share is computed by dividing the net loss applicable
to common shareholders by the weighted average number of shares outstanding
during the period. Diluted loss per share amounts are not presented because
they are anti-dilutive.
Reclassifications
Certain accounts in the prior year financial statements have been
reclassified for comparative purposes to conform with the presentation in
the current year financial statements. These reclassifications have no
effect on previously reported income.
2. Stockholders' deficit
Stock split
During December 1999, the Board of Directors authorized a
twenty-nine-for-one split of the Company's common stock. The Company's
capital structure, including all references to common stock, additional
paid-in capital, common shares outstanding, average number of common stock
shares outstanding, stock options and per share amounts, have been restated
for all periods presented to reflect the stock split on a retroactive
basis.
3. Basis of presentation
In the course of its development activities, the Company has sustained
continuing losses and expects such losses to continue for the foreseeable
future. The Company's management plans on advancing funds on an as needed
basis. In the longer term, it is hoped that revenues from the operations of
the business or a merger candidate, if found will sustain operations. The
company's ability to continue as a going concern is dependent on these
additional management advances and ultimately, upon achieving profitable
operations through the business or a merger candidate.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Introduction
Certain statements contained herein constitute "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward looking statements include, without limitation, statements regarding the
Company's plan of business operations, anticipated revenues and related
expenditures. Factors that could cause actual results to differ materially
include those described in the Company's Form 10-KSB and, among others, the
following: acceptability of the Company's services in the retail market place,
general economic conditions, political and economic conditions in the United
States and abroad, competition in the airline industry and the overall state of
the travel industry. Most of these factors are outside the control of the
Company. Investors are cautioned not to put undue reliance on forward-looking
statements. Except as otherwise required by applicable securities statutes or
regulations, the Company disclaims any intent or obligation to update publicly
these forward looking statements, whether as a result of new information, future
events or otherwise.
Plan of Operation
At June 30, 2001, the Company remained in the development stage, having no
revenue from operations. Marketing is conducted through a site maintained by the
Company on the World Wide Web, as well as the personal contacts of the Company's
president. The Company places banner advertisements on Web sites maintained by
third parties in an effort to attract customers. Such advertising represents an
effort by the Company to obtain additional exposure for its services. The
Company's sole employee continues investigation of travel destinations and
accommodations in an effort to broaden the Company's programs.
Receipt of revenue by the Company is dependent on the success of these and
other marketing efforts conducted by the Company. There is no assurance when, if
ever, revenues will be received.
During the six month period ended June 30, 2001, the Company realized a net
loss of $12,889, or $.00 per share. This represents a decrease of approximately
$14,900 from the loss for the six months ended June 30, 2000. During the first
quarter of 2000, the Company incurred significant legal expenses in connection
with an attempted merger which was not completed. Significant expenses for the
six months ended June 30, 2001 include legal and accounting fees associated with
the Company's filing obligation as an SEC reporting company. Salaries and rent
accrued during the six month period ended June 30, 2001 in the amount of $3,600
have been donated by the Company's president. Accordingly, those expenses
represent non-cash expenses.
Expenses anticipated in the future include administrative expenses similar
to those incurred to date, as well as direct costs associated with travel
programs proposed to be implemented by the Company.
Notwithstanding its efforts to conserve working capital, the Company has
exhausted the cash that was raised in its initial offering. In addition, the
Company has been unsuccessful in generating any revenue from its marketing
efforts and little interest in its service. As a result, management has
9
determined to expand its plan and investigate other business opportunities.
These opportunities may include mergers with, or acquisitions of, other
businesses with operations within or outside the travel industry. The objective
of management is to identify one or more opportunities which will provide value
to its shareholders. This may include acquisition of a business that would
benefit from the Company's status as a publicly-traded entity. However, there is
no assurance that these efforts will be successful or that any business will be
identified. In that event, the Company may be forced to cease operations and
liquidate any remaining assets.
Liquidity and Capital Resources
At June 30, 2001, the Company had a deficit in working capital of
($17,725), consisting of current assets of $1,118 and current liabilities of
$18,843. Current assets consisted entirely of cash, while current liabilities
consisted of accounts payable. The Company has no specific capital requirements
at this time other than payment of accounts payable and general and
administrative expenses. Management believes that the additional cash will be
need to be raised to continue operations in 2001, and the Company will require
additional cash in order to expand its marketing beyond the limited amount
currently conducted. The Company will require additional cash to maintain its
reporting obligations with the SEC. Any additional cash required for operations
will be sought from private debt or equity financing.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
No report required.
Item 2. Changes in Securities and Use of Proceeds.
No report required.
Item 3. Defaults Upon Senior Securities.
No report required.
Item 4. Submission of Matters to a Vote of Security Holders.
No report required.
Item 5. Other Information.
No report required.
Item 6. Exhibits and Reports on Form 8-K.
(a) None
(b) There were no reports on Form 8-K.
10
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
SNELLING TRAVEL, INC.
Date: July 31, 2001 By: /s/ Rollins C. Snelling, Jr.
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Rollins C. Snelling, Jr.,
President and Treasurer
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