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 September 30,
2001.
Commission File No: 000-28803
WILEY ROCK INCORPORATED
(Name of small business in its charter)
NEVADA 94-3348434
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(State or other (IRS Employer Id. No.)
jurisdiction of Incorporation)
7011 South Brookshire Court
Spokane, Washington 99223
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(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 September 30, 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 nine months ended
September 30, 2000 and 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 September 30, 2000 and September 30, 2001
September 30, September 30,
2000 2001
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ASSETS
Cash $ 5,000 $ 5,000
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Total Assets $ 5,000 $ 5,000
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LIABILITIES
Accounts Payable $ 0 $ 0
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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
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Total Stockholders' Equity $ 5,000 $ 5,000
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Total Liabilities and Stockholders' Equity $ 5,000 $ 5,000
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See accompanying notes to financial statements.
Wiley Rock Incorporated
(A Development Stage Company)
Statement of Operations
For the Nine Months Ended September 30, 2000 and
September 30, 2001 and for the Period
From Inception (February 16, 1999) through September 30, 2001
Nine Months Nine Months Inception
Ended Ended Through
September 30, September 30, September 30,
2000 2001 2001
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Operating Revenues $ 0 $ 0 $ 0
Operating Expenses $ 0 $ 0 $ 0
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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 Nine Months Ended September 30, 2000 and
September 30, 2001 and for the Period
From Inception (February 16, 1999) through September 30, 2001
Nine Months Nine Months Inception
Ended Ended Through
September 30, September 30, September 30,
2000 2001 2001
--------- --------- ---------
Net Income (Loss) $ 0 $ 0 $ 0
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Net Cash Provided From (Used In)
Operating Activities $ 0 $ 0 $ 0
Cash Flows From (Used In) Financing
Activities:
Common Stock Sold for Cash 0 0 5,000
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Net Increase (Decrease) in Cash 0 0 0
Cash at Beginning of Period 5,000 5,000 5,000
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Cash at End of Period $ 5,000 $ 5,000 $ 5,000
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See accompanying notes to financial statements.
Wiley Rock Incorporated
(A Development Stage Company)
Management Provided
Notes to Financial Statements
September 30, 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 September 30, 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 September 30, 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 September 30, 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 September 30,
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 quarter ending September 30, 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 from 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) None
(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: October 30, 2001
By: /s/ Kevin Nichols
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Kevin Nichols
President and Director