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 March 31, 2002
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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.)
4636 Village Drive, Fernandina, Florida 32034
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(Address of principal executive offices) (Zip Code)
(904) 261-7711
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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 May 19, 2002
SNELLING TRAVEL, INC.
(a development stage company)
CONTENTS
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements Page Number
Balance Sheets as of March 31, 2002 (unaudited) and 2
December 31, 2001
Statements of Operations for the three-month periods
ended March 31, 2002 and 2001 and for the period
from December 15, 1997 (inception) through
March 31, 2002 (unaudited) 3
Statement of Stockholders' Deficit for the period
December 15, 1997 (inception) through March 31, 2002 4
Statements of Cash Flows for the three-month periods
ended March 31, 2002 and 2001 and for the period
from December 15, 1997 (inception) through
March 31, 2002 (unaudited) 5
Notes to Financial Statements (unaudited) 6-7
Item 2. Management's Discussion and Analysis or Plan of Operations 8-9
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 9
Signatures 10
SNELLING TRAVEL, INC.
(a development stage company)
BALANCE SHEETS
ASSETS
------
March 31, December 31,
2002 2001
--------- ---------
(unaudited)
Current assets:
Cash $ 181 $ 461
--------- ---------
Total current assets $ 181 $ 461
========= =========
LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------
Current liabilities:
Accounts payable $ 24,821 $ 21,692
Stockholder loans 4,550 4,350
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Total current liabilities 29,371 26,042
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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 32,675 30,875
Deficit accumulated during the development stage (106,090) (100,681)
--------- ---------
Total stockholders' deficit (29,190) (25,581)
--------- ---------
Total liabilities and stockholders' deficit $ 181 $ 461
========= =========
See notes to financial statements
2
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three-month period December 15, 1997
ended March 31, (inception)
---------------------------- through
2002 2001 March 31, 2002
------------ ------------ ------------
Revenue $ -- $ -- $ --
------------ ------------ ------------
Operational expenses:
Professional services 2,638 6,293 66,619
Stock transfer 683 142 5,839
Filing fees 258 385 5,904
Officer compensation 1,500 1,500 19,500
Rent 300 300 3,900
Website design -- -- 1,933
Travel -- -- 249
Office 30 25 2,146
------------ ------------ ------------
5,409 8,645 106,090
------------ ------------ ------------
Net loss $ (5,409) $ (8,645) $ (106,090)
============ ============ ============
Basic loss per share $ (0.000) $ (0.000) $ (0.003)
============ ============ ============
Weighted average shares outstanding 44,225,000 44,225,000 40,693,578
============ ============ ============
See notes to financial statements
3
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 salaries contributed by officer -- -- 7,200 --
Net loss -- -- -- (41,318)
---------- ---------- ---------- ----------
Balance at December 31, 2000 44,225,000 44,225 23,675 (76,336)
Rent and salary contributed by officer -- -- 7,200 --
Net loss -- -- -- (24,345)
---------- ---------- ---------- ----------
Balance at December 31, 2001 44,225,000 44,225 30,875 100,681
Rent and salary contributed by officer -- -- 1,800 --
Net loss (unaudited) -- -- -- (5,409)
---------- ---------- ---------- ----------
Balance at March 31, 2002 (unaudited) 44,225,000 $ 44,225 $ 32,675 $ 106,090
========== ========== ========== ==========
See notes to financial statements
4
SNELLING TRAVEL, INC.
(a development stage company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
December 15,
Three-month period 1997
ended March 31, (inception)
---------------------- through
2002 2001 March 31, 2002
--------- --------- ---------
Net loss $ (5,409) $ (8,645) $(106,090)
Adjustments to reconcile net loss to net cash
used in operating activities:
Stock issued for services -- -- 1,000
Rent and salary contributed by officer 1,800 1,800 23,400
Increase in accounts payable 3,129 2,432 24,821
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Net cash used in operating activities (480) (4,413) (56,869)
--------- --------- ---------
Cash flows from financing activities:
Advances received from (repaid to) shareholders
200 -- 4,550
Proceeds from issuance of common stock -- -- 52,500
--------- --------- ---------
Net cash provided by financing activities -- -- 57,050
--------- --------- ---------
Net increase (decrease) in cash (280) (4,413) 181
Cash, beginning of period 461 5,811 --
--------- --------- ---------
Cash, end of period $ 181 $ 1,398 $ 181
========= ========= =========
See notes to financial statements
5
SNELLING TRAVEL, INC.
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 2002
NOTE 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, 2001.
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 development stage and has no significant
operations to date.
6
SNELLING TRAVEL, INC.
(a development stage company)
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
March 31, 2002
NOTE 1- UNAUDITED INTERIM FINANCIAL STATEMENTS (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.
NOTE 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 shares outstanding, stock options and per
share amounts, have been restated for all periods presented to reflect the stock
split on a retroactive basis.
NOTE 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. To address this situation, 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 dependant 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
The following discussion and analysis highlights the financial position of
Snelling Travel, Inc. ("us" or the "Company") at March 31, 2002 and compared to
year end December 31, 2001 and plan of operations for the three month periods
ended March 31, 2002 and 2001, and the period from inception to March 31, 2002.
This discussion and analysis should be read in conjunction with the financial
statements and discussion and analysis contained in our Annual Report on Form
10-KSB for the year ended December 31, 2001. Financial information contained in
this report is condensed and unaudited.
Certain statements contained herein and subsequent oral statements may
contain "forward looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward looking statements are
identified by words such as "intends," "anticipates," "hopes," and "expects,"
among others, and include, without limitation, statements regarding the
Company's plan of business operations, anticipated revenues, related
expenditures and the results of any business transactions. Factors that could
cause actual results to differ materially include, 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, the overall state of the travel
industry and decisions of third parties. 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 March 31, 2002, the Company remained in the development stage, having no
revenue from operations. Receipt of revenue by the Company is dependent on the
success of its marketing efforts or the acquisition of assets or a business that
can produce revenue in the future. There is no assurance when, if ever, revenues
will be received.
Notwithstanding its efforts to conserve working capital recently, 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 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 without 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.
8
During the three month period ended March 31, 2002, the Company realized a
net loss of $5,409, or $.00 per share. This represents a decrease in the net
loss of approximately $3,200 from the three months ended March 31, 2001. Our
management has concentrated on reducing expenses in an effort to conserve
available cash until operations improve. Significant expenses for the first
quarter of 2002 and 2001 include legal and accounting fees associated with the
Company's filing obligation as an SEC reporting company. Salaries and rent
accrued during the three-month periods ended March 31, 2002 and 2001 in the
amount of $1,800 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.
Liquidity and Capital Resources
At March 31, 2002, the Company had a deficit in working capital of
($29,190), consisting of current assets of $181 and current liabilities of
$29,371. 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. However, management believes that the additional cash
will be need to be raised to continue operations in 2002, 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 6. Exhibits and Reports on Form 8-K.
(a) None
(b) There were no reports on Form 8-K filed by us during the period
covered by this report.
9
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: May 20, 2002 By: /s/ Rollins C. Snelling, Jr.
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Rollins C. Snelling, Jr.,
President and Treasurer
10