SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1O-QSB [X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2002 OR [ ] Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _____________ to ______________ Commission File Number: 0-30623 SALES STRATEGIES, INC. (Exact name of Registrant as Specified in its Charter) NEVADA 88-0443498 (State or other jurisdiction (IRS Identification Number) of incorporation) 15303 VENTURA BLVD., SUITE 1510, SHERMAN OAKS, CA 91403 (Address of principal executive offices) (818) 380-8161 (Issuer's telephone number) - ------------------------------------------------------------------------------- Indicate by check mark whether the registrant (1) has filed all reports required to filed by Section 13 or 15(d) or 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 [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock as the latest practicable date: As of March 31, 2002 - 2,000,000 shares of Common Stock, $.001 par value per share. - ------------------------------------------------------------------------------- SALES STRATEGIES, INC. INDEX Part I. Financial Information Item 1. Financial Statements (unaudited) Balance Sheet ......................................... 3 Statements of Operations .............................. 4 Statements of Stockholders' Equity .................... 5 Statements of Cash Flows .............................. 6 Notes to Financial Statements ......................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation............................................... 10 Part II. Other Information Item 1. Legal Proceedings .................................... 10 Item 2. Changes in the Rights of the Company's Security Holders ...................... 10 Item 3. Defaults by the Company on its Senior Securities ....... 10 Item 4. Results of Votes of Security Holders ................... 10 Item 5. Other Information ...................................... 10 Item 6. Exhibits and Reports on Form 8-K ....................... 10 Signatures ......................................................... 11 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements SALES STRATEGIES, INC. (A Development Stage Company) BALANCE SHEET March 31, 2002 ------------- (unaudited) ASSETS TOTAL ASSETS $ - ============= LIABILITIES AND STOCKHOLDERS' EQUITY TOTAL LIABILITIES $ - ------------- STOCKHOLDERS' EQUITY: Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued and outstanding - Common stock, $.001 par value; 75,000,000 shares authorized; 2,000,000 shares issued and outstanding 2,000 Additional paid-in capital 10,750 Deficit accumulated during the the development stage (12,750) ------------- TOTAL STOCKHOLDERS' EQUITY - ------------- TOTAL LIABILITIES AND STOCKHOLDERS' ---------------------------------- EQUITY $ - ------ ============= The accompanying notes are an integral part of the financial statements. 3 SALES STRATEGIES, INC. (A Development Stage Company) STATEMENTS OF OPERATIONS (Unaudited) For the Period from For The Three Months October 17, 1995 Ended March 31, (inception) to ------------------------ March 31, 2002 2001 2002 --------- ---------- --------------- REVENUE $ - $ - $ - ADMINISTRATIVE EXPENSES 4,250 - 12,750 --------- ---------- ---------------- NET LOSS $ (4,250) $ - $ (12,750) ========= ========== =============== NET LOSS PER COMMON SHARE - basic and diluted $ (0.002) $ - $ (0.006) ========= ========== =============== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - basic and diluted 2,000,000 2,000,000 2,000,000 ========= ========== =============== The accompanying notes are an integral part of the financial statements. 4 SALES STRATEGIES, INC. (A Development Stage Company) STATEMENT OF STOCKHOLDERS' EQUITY Deficit Accumulated Common Stock Additional During the Total ------------------- Paid In Development Stockholders' Shares Amount Capital Stage Equity --------- -------- ------------ ----------- ------------ Balance, October 17, 1995 - $ - $ - $ - $ - Issuance of common stock for cash on October 17, 1995 at $0.0027 per share (Restated for 2000:1 stock split) 2,000,000 2,000 3,500 - 5,500 Net loss - - - (5,500) (5,500) --------- -------- ------------ ----------- ------------ Balance, December 31, 1995 2,000,000 2,000 3,500 (5,500) - Net loss - - - - - --------- -------- ------------ ----------- ------------ Balance, December 31, 1996 2,000,000 2,000 3,500 (5,500) - Net loss - - - - - --------- -------- ------------ ----------- ------------ Balance, December 31, 1997 2,000,000 2,000 3,500 (5,500) - Net loss - - - - - --------- -------- ------------ ----------- ------------ Balance, December 31, 1998 2,000,000 2,000 3,500 (5,500) - Net loss - - - - - --------- -------- ------------ ----------- ------------ Balance, December 31, 1999 2,000,000 2,000 3,500 (5,500) - Net loss - - - (3,000) (3,000) Contribution by officer - - 3,000 - 3,000 --------- -------- ------------ ----------- ------------ Balance, December 31, 2000 2,000,000 2,000 6,500 (8,500) - Net loss - - - - - --------- -------- ------------ ----------- ------------ Balance, December 31 , 2001 2,000,000 2,000 6,500 (8,500) - Net loss (unaudited) - - - (4,250) (4,250) Contribution by officer - - 4,250 - 4,250 --------- -------- ------------ ----------- ------------ Balance, March 31, 2002 (unaudited) 2,000,000 2,000 10,750 (12,750) - ========= ======== ========= =========== =========== The accompanying notes are an integral part of the financial statements. 5 SALES STRATEGIES, INC. (A Development Stage Company) STATEMENTS OF CASH FLOWS (Unaudited) For the Period from For Three Months Ended October 17, 1995 March 31, (inception) to ------------------------ March 31, 2002 2001 2002 --------- ---------- --------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (4,250) $ - $ (12,750) --------- --------- ------------- CASH FLOWS FROM FINANCING ACTIVITIES: Issuance of common stock for cash - - 5,500 Contribution by officer 4,250 7,250 --------- --------- ------------- Net cash from financing activities 4,250 - 12,750 --------- --------- ------------- Net change in cash and cash equivalents - - - --------- --------- ------------- Cash and cash equivalents - beginning of period - - - --------- --------- ------------- Cash and cash equivalents - ending of period $ - $ - $ - ========= ========= ============= SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid during the year - Interest paid $ - $ - $ - ========= ========= ============= Income taxes paid $ - $ - $ - ========= ========= ============= The accompanying notes are an integral part of the financial statements. 6 SALES STRATEGIES, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS March 31, 2002 (UNAUDITED) NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Nature of Operations -------------------- Sales Strategies, Inc. (the "Company") is currently a development stage company under the provisions of Statement of Financial Accounting Standards ("SFAS") No. 7. The Company was incorporated under the laws of the State of Nevada on October 17, 1995. It is management's objective to seek a merger with an existing operating company. Basis of Presentation --------------------- The accompanying unaudited interim financial statements of Sales Strategies, Inc. ("Company") have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. The accompanying financial statements reflect all adjustments (consisting of normal recurring accruals), which are, in the opinion of management, considered necessary for a fair presentation of the results for the interim periods presented. Operating results for the quarter ended March 31, 2002 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2002. These financial statements should be read in conjunction with the audited financial statements included in the Company's Annual Report on Form10-KSB. The accompanying financial statements have been prepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a going concern. However, the Company has no established source of revenue. This factor raises substantial doubt about the Company's ability to continue as a going concern. Without realization of additional capital, it would be unlikely for the Company to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amount, or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence. It is management's objective to seek additional capital through a merger with an existing operating company. 7 SALES STRATEGIES, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS March 31, 2002 (UNAUDITED) NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Continued) 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 revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents ------------------------- The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Recent Accounting Pronouncements -------------------------------- In July 2001, the FASB issued SFAS No. 141 "Business Combinations." SFAS No. 141 supersedes Accounting Principles Board ("APB") No. 16 and requires that any business combinations initiated after June 30, 2001 be accounted for as a purchase; therefore, eliminating the pooling-of-interest method defined in APB 16. The statement was effective for any business combination initiated after June 30, 2001 and shall apply to all business combinations accounted for by the purchase method for which the date of acquisition is July 1, 2001 or later. The adoption did not have a material impact on the Company's financial position or results of operations since the Company has not participated in such activities covered under this pronouncement. In July 2001, the FASB issued SFAS No. 142, "Goodwill and Other Intangibles." SFAS No. 142 addresses the initial recognition, measurement and amortization of intangible assets acquired individually or with a group of other assets (but not those acquired in a business combination) and addresses the amortization provisions for excess cost over fair value of net assets acquired or intangibles acquired in a business combination. The statement is effective for fiscal years beginning after December 15, 2001, and is effective July 1, 2001 for any intangibles acquired in a business combination initiated after June 30, 2001. The Company has implemented this pronouncement and has concluded that the adoption has no material impact to the financial statements. 8 SALES STRATEGIES, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS March 31, 2002 (UNAUDITED) NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Continued) Recent Accounting Pronouncements, continued ------------------------------------------- In October 2001, the FASB recently issued SFAS No. 143, "Accounting for Asset Retirement Obligations," which requires companies to record the fair value of a liability for asset retirement obligations in the period in which they are incurred. The statement applies to a company's legal obligations associated with the retirement of a tangible long-lived asset that results from the acquisition, construction, and development or through the normal operation of a long-lived asset. When a liability is initially recorded, the company would capitalize the cost, thereby increasing the carrying amount of the related asset. The capitalized asset retirement cost is depreciated over the life of the respective asset while the liability is accreted to its present value. Upon settlement of the liability, the obligation is settled at its recorded amount or the company incurs a gain or loss. The statement is effective for fiscal years beginning after June 30, 2002. The Company does not expect the adoption to have a material impact to the Company's financial position or results of operations. In October 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets". Statement 144 addresses the accounting and reporting for the impairment or disposal of long-lived assets. The statement provides a single accounting model for long-lived assets to be disposed of. New criteria must be met to classify the asset as an asset held-for-sale. This statement also focuses on reporting the effects of a disposal of a segment of a business. This statement is effective for fiscal years beginning after December 15, 2001. The Company has implemented this pronouncement and has concluded that the adoption has no material impact to the financial statements. NOTE 2 - RELATED PARTY TRANSACTION The Company incurred legal and accounting fees of $4,250 in the quarter ended March 31, 2002 which were paid by an officer of the Company. The officer does not expect this amount to be paid back by the Company and therefore the amount is considered as additional paid-in capital. 9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION The Company has not commenced business activities and has no assets or operations. The Company is dependent upon its officers to meet any de-minimis costs which may occur. Alan Schram, an officer and director of the Company, has agreed to provide the necessary funds, without interest, for the Company to comply with the Securities Exchange Act of 1934, as amended, provided that he is an officer and director of the Company when the obligation is incurred. All advances are interest-free. In addition, since the Company has had no operating history nor any revenues or earnings from operations, with no significant assets or financial resources, the Company will in all likelihood sustain operating expenses without corresponding revenues, at least until the consummation of a business combination. This may result in the Company incurring a net operating loss which will increase continuously until the Company can consummate a business combination with a profitable business opportunity. There is no assurance that the Company can identify such a business opportunity and consummate such a business combination. PART II. Other Information Item 1. Legal Proceedings - None. Item 2. Changes in the Rights of the Company's Security Holders - None. Item 3. Defaults by the Company on its Senior Securities - None. Item 4. Results of Votes of Security Holders - None. Item 5. Other Information - None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K None 10 SIGNATURES Pursuant to the requirement 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. SALES STRATEGIES, INC. Registrant Date: May 14, 2002 /s/ Alan Schram --------------------------------- Alan Schram President 11