U.S. 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 for the quarterly period ended March 31,
2001.
Commission File No: 000-28803
WILEY ROCK INCORPORATED
(Name of small business in its charter)
NEVADA 94-3348434
(State or other (IRS Employer Id. No.)
jurisdiction of Incorporation)
7011 South Brookshire Court
Spokane, Washington 99223
(Address of Principal Office) Zip Code
Issuer's telephone number: (509) 448-4946
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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
Check whether the issuer has filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.
Yes X No
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date. At March 31,
2001, the following shares of common were outstanding: Common
Stock, par value of $0.001, 5,000,000 shares.
Transitional Small Business Disclosure Format (Check one):
Yes No X
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
The unaudited financial statements of registrant for the three months
ended March 31, 2001, follow. The financial statements reflect all
adjustments, which are, in the opinion of management, necessary to a
fair statement of the results for the periods presented.
The following financial statements are attached to this report and
filed as a part thereof.
1) Balance Sheet
2) Statement of Operations
3) Statement of Cash Flows
4) Notes to Financial Statements
Wiley Rock Incorporated
(A Development Stage Company)
Unaudited Balance Sheets
As of March 31, 2000 and March 31, 2001
March 31, March 31,
2000 2001
---------- ---------
ASSETS
Cash $ 5,000 $ 5,000
------- -------
Total Assets $ 5,000 $ 5,000
======= =======
LIABILITIES
Accounts Payable $ 0 $ 0
------- -------
STOCKHOLDERS' EQUITY
Common Stock:
Paid-In Capital, Par Value $0.001 per
Share, 75,000,000 Shares Authorized,
5,000,000 Shares Outstanding $ 5,000 $ 5,000
Paid In Capital In Excess of Par Value 0 0
(Deficit) Accumulated During Development
Stage 0 0
------- -------
Total Stockholders' Equity $ 5,000 $ 5,000
------- -------
Total Liabilities and Stockholders' Equity $ 5,000 $ 5,000
======= =======
See accompanying notes to financial statements.
Wiley Rock Incorporated
(A Development Stage Company)
Statement of Operations
For the Three Months Ended March 31, 2000 and
March 31, 2001 and for the Period
From Inception (February 16, 1999) through March 31, 2001
Three Months Three Months Inception
Ended Ended Through
March 31, March 31, March 31,
2000 2001 2001
--------- --------- ---------
Operating Revenues $ 0 $ 0 $ 0
Operating Expenses $ 0 $ 0 $ 0
--------- --------- ---------
Net Income (Loss ) $ 0 $ 0 $ 0
Per Share Information:
Basic and Diluted (Loss)
per Common Share $ (0.00) $ (0.00) $(0.00)
Weighted Average Shares Outstanding 5,000,000 5,000,000 5,000,000
See accompanying notes to financial statements.
Wiley Rock Incorporated
(A Development Stage Company)
Statement of Cash Flows
For the Three Months Ended March 31, 2000 and
March 31, 2001 and for the Period
From Inception (February 16, 1999) through March 31, 2001
Three Months Three Months Inception
Ended Ended Through
March 31, March 31, March 31,
2000 2001 2001
--------- --------- ---------
Net Income (Loss) $ 0 $ 0 $ 0
--------- --------- ---------
Net Cash Provided From (Used In)
Operating Activities $ 0 $ 0 $ 0
Cash Flows From (Used In) Financing $ 0 $ 0 $ 0
Activities:
Common Stock Sold for Cash 0 0 5,000
--------- --------- ---------
Net Increase (Decrease) in Cash 0 0 0
Cash at Beginning of Period 5,000 5,000 5,000
---------- ---------- ---------
Cash at End of Period $ 5,000 $ 5,000 $ 5,000
========== ========== =========
See accompanying notes to financial statements.
Wiley Rock Incorporated
(A Development Stage Company)
Management Provided
Notes to Financial Statements
March 31, 2001
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Wiley Rock Incorporated was incorporated on February 16, 1999, under
the laws of the State of Nevada, for the purpose of engaging in any
lawful business. The Company has elected to report on a calendar year
basis.
The Company is in its development stage and to date its activities have
been limited to organization, capital formation, and issuance of shares
to its original shareholders. It has not yet commenced any operational
activities. The Company plans to locate and negotiate with a business
entity to merge into the Company. In certain instances, such a company
may wish to become a subsidiary of the Company or may wish to
contribute assets to the Company rather than merge.
The Company has authorized 75,000,000 shares of Common Stock having a
par value of $.001 per share. On February 16, 1999, the Company issued
a total of 5,000,000 of its Common Shares at $0.001 per Share, for
total proceeds of $5,000. As of March 31, 2001, 5,000,000 shares of
Common Stock had been issued and were outstanding.
The Company has not yet determined and established its accounting
policies and procedures, except as follows:
1. The Company uses the accrual method of accounting.
2. Net loss per share is provided in accordance with Financial
Accounting Standards No. 128 (FAS No. 128) "Earnings Per Share". Basic
loss per share is computed by dividing losses available to common
stockholders by the weighted-average number of common shares during the
period. Diluted loss per share reflects the per share amounts that
would have resulted if dilutive common stock equivalents had been
converted to common stock. No stock options were available or granted
during the periods presented. Accordingly, basic and diluted loss per
share are the same for all periods presented.
3. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
NOTE 2 - RELATED PARTY TRANSACTIONS
The Company neither owns nor leases any real property. The President of
the Company provides office services without charge. 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 including other companies with business
intent similar to that of the Company, and may, in the future, become
active in other business activities. If a specific business
opportunity becomes available, such persons may face a conflict in
selecting between the Company and their own business interests. The
Company has not formulated a policy for the resolution of such
conflicts.
As of March 31, 2001, no shareholders, officers, directors, or other
related parties had incurred costs on behalf of the Company to be
repaid or refunded by the Company.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Liquidity and Capital Resources.
The Company remains in the development stage, and since inception, has
experienced no significant change in liquidity or capital resources or
stockholders' equity other than the receipt of net proceeds in the
amount of $5,000 from its initial capitalization. Consequently, the
Company's balance sheet for the quarter ended March 31, 2001, reflects
a total asset value of $5,000.
Management believes the Company for the next twelve months has
sufficient assets or capital resources to pay its on-going expenses
while it is seeking out business opportunities, and it has no current
plans to raise additional capital through sale of securities, or
otherwise. As a result, although the Company has no agreement in place
with its shareholders or other persons to pay expenses on its behalf,
it is currently anticipated that the Company may rely on loans from
shareholders or third parties to pay expenses at least until it is able
to consummate a business combination.
Results of Operations.
During the period from February 16, 1999 (inception) through March
31, 2001, the Company has engaged in no significant operations other
than organizational activities and registering its securities under the
Securities and Exchange Act of 1934, as amended. No revenues were
received during this period, and the Company experienced no cumulative
net losses.
As of the end of its first quarter ending March 31, 2001, the
Company is pursuing, but has not yet reached any agreement or
definitive understanding with any person concerning any business
combination transaction between the Company and any other entity. The
Company's immediate business plan is to pursue a possible business
combination transaction. The predicted time frame and methodology of a
possible business combination transaction, as of the date of this
filing, has not been determined. A business combination transaction is
considered possible but not probable. The Company plans to continue
with its business plan to seek, investigate, and possibly acquire one
or more properties or businesses. Such an acquisition may be made by
purchase, merger, and/or exchange of stock, or otherwise and may
encompass assets or a business entity, such as a corporation, joint
venture, or partnership. The Company has very limited capital, and it
is unlikely that the Company will be able to take advantage of more
than one such business opportunity. The Company intends to seek
opportunities demonstrating the potential of long-term growth as
opposed to short-term earnings.
The Company has not conducted any operations to date and has no net
losses since inception (February 16, 1999). The Company does not expect
to generate any revenue until it completes a business combination, but
in the future it may incur legal and accounting fees and other costs
associated with compliance with its reporting obligations. As a result,
the Company may incur losses each quarter at least until it has
completed a business combination. Depending upon the performance of any
acquired business, the Company may continue to operate at a loss even
following completion of a business combination.
STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This report contains various forward-looking statements that are based
on the Company's beliefs as well as assumptions made by and information
currently available to the Company. When used in this report, the words
"believe," "expect," "anticipate," "estimate" and similar expressions
are intended to identify forward-looking statements. Such statements
may include statements regarding seeking business opportunities,
payment of operating expenses, and the like, and are subject to certain
risks, uncertainties and assumptions which could cause actual results
to differ materially from projections or estimates contained herein.
Factors which could cause actual results to differ materially include,
among others, unanticipated delays or difficulties in location of a
suitable business acquisition candidate, unanticipated or unexpected
costs and expenses, competition and changes in market conditions, lack
of adequate management personnel and the like. Should one or more of
these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially form
those anticipated, estimated or projected. The Company cautions again
placing undue reliance on forward-looking statements all of that speak
only as of the date made.
PART II
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K - No reports on Form 8-K were required
to be filed for the quarter for which this report is filed.
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.
WILEY ROCK INCORPORATED
(Registrant)
Date: April 17, 2001
By: /s/ Kevin Nichols
--------------------------
Kevin Nichols
President and Director