SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended: March 31, 2000
[ ] 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 0-27369
QUADXSPORTS.COM, INC.
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(Exact name of small business issuer as specified in its charter)
Nevada 91-1961912
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
100 OCEAN GATE STE 750, LONG BEACH, CA 90802
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(Address of principal executive offices)
(562) 435-5355
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(Issuer's telephone number)
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(Former name, former address and former fiscal year,
if changed since last report)
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 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 _____
Quad X Sports.com, Inc.
(a Development Stage Company)
Financial Statements
March 31, 2000
and
December 31, 1999
TABLE OF CONTENTS
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Page
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Independent Auditors' Report F-1
Balance Sheet - Assets F-2
Balance Sheet - Liabilities and Shareholders Equity F-3
Statement of Operations F-4
Statement of Cask Flows F-5
Notes to the Financial Statements F-6
James E. Slayton, CPA
2858 WEST MARKET STREET
SUITE C
AKRON, OHIO 44333
1-330-864-3553
INDEPENDENT AUDITORS' REPORT
Board of Directors May 18, 2000
Quad X Sports.com, Inc. (The Company)
Las Vegas, Nevada 89109
INDEPENDENT AUDITOR'S REPORT
I have audited the Balance Sheet of Quad X Sports.com, Inc., as of
December 31,1999, and the related statements of income, retained earnings, and
cash flows for the period then ended March 31, 2000, in accordance with
Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants. All information included in
these financial statements is the representation of the management of Quad X
Sports.com, Inc.
A review consists principally of inquiries of company personnel and
analytical procedures applied to financial data. It is substantially less in
scope than an audit in accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, I do not express such as opinion.
Based on my review, I am not aware of any material modifications that
should be made to the accompanying financial statements in order for them to be
in conformity with generally accepted accounting principles.
/s/ James E. Slayton
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James E. Slayton, CPA
Ohio License ID# 04-1-15582
Quad X Sports.com, Inc.
(a Development Stage Company)
BALANCE SHEET
AS AT
March 31, 2000
and
December 31, 1999
ASSETS
ASSETS March 31, December 31,
2000 1999
CURRENT ASSETS
Cash 8,695.00 1,824.00
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Total Current Assets 8,695.00 1,824.00
PROPERTY AND EQUIPMENT
Property and Equipment 80,697.00 77,697.00
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Total Property and Equipment 80,697.00 77,697.00
OTHER ASSETS
Rent and Utility Deposits 8,545.00 8,545.00
Other Deposits 11,000.00 11,000.00
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Total Other Assets 19,545.00 19,545.00
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TOTAL ASSETS 108,937.00 $99,066.00
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See accompanying notes to financial statements
F-2
Quad X Sports.com, Inc.
(a Development Stage Company)
BALANCE SHEET
AS AT
March 31, 2000
and
December 31, 1999
LIABILITIES & EQUITY
LIABILITIES & EQUITY March 31, December 31,
2000 1999
CURRENT LIABILITES
Accounts Payable 0.00 $3,035.00
Accrued expenses 17,806.00 44,912.00
Notes payable - related party 0.00 3,186.00
Current portion of long term liabilities 6,489.00 6,489.00
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Total Current Liabilities 24,295.00 57,622.00
OTHER LIABILITIES
Long Term Notes Payable 468,488.00 450,988.00
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Total Other Liabilities 468,488.00 450,988.00
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Total Liabilities 492,783.00 508,610.00
EQUITY
Common Stock, $0.001 par value, 3,376.00 3,353.00
authorized 50,000,000 shares;
issued and outstanding at March 31,2000,
3,393,087 common shares;
at December 31, 1999, 3,352,587 common shares
Additional Paid in Capital 212,322.00 200,345.00
Preferred Stock, $.001 par value, 0.00
authorized 5,000,000 shares issued
and out standing, 0 preferred shares
Retained Earnings (Deficit accumulated (599,544.00) (613,242.00)
during development stage) ------------- -------------
Total Stockholders' Equity (383,846.00) (409,544.00)
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TOTAL LIABILITIES & OWNER'S EQUITY $108,937.00 $99,066.00
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See accompanying notes to financial statements
F-3
Quad X Sports.com, Inc.
(a Development Stage Company)
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED
March 31, 2000 (unaudited), and March 31, 1999 (unaudited)
March 31, March 31,
2000 1999
(unaudited) (unaudited)
REVENUE
Services 61,125.00 0.00
COSTS AND EXPENSES
Selling, General and Administrative 47,427.00 0.00
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Total Costs and Expenses 47,427.00 0.00
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Net Ordinary Income or (Loss) 13,698.00 0.00
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Weighted average number of common
shares outstanding 2,816,261 0
Net Loss Per Share 0.00 0.00
See accompanying notes to financial statements
F-4
Quad X Sports.com, Inc.
(a Development Stage Company)
STATEMENT OF CASH FLOWS
FOR MARCH 31, 1999 AND MARCH 31, 2000
CASH FLOWS FROM OPERATING ACTIVITIES March 31, March 31,
2000 1999
Net (loss) from operations $13,698.00 $0.00
Adjustments to reconciled net income to net cash provided
Services exchanged for stock 0.00
(Increase) Decrease in other assets (deposits) 0.00 0.00
Increase (Decrease)in current liabilities (33,327.00) 0.00
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Net cash provided by operating activities (19,629.00) 0.00
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment 3,000.00 0.00
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Net cash provided by investing activities (3,000.00) 0.00
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of Common Stock 12,000.00 0.00
Notes Payable 17,500.00 0.00
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Net cash provided by financing activities 29,500.00 0.00
Net increase (decrease) in cash 6,871.00 0.00
Cash and cash equivalents,
beginning of period 1,824.00 0.00
Balance as at end of period 8,695.00 0.00
See accompanying notes to financial statements
F-5
Quad X Sports.com, Inc.
(a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
Quad X Sports.com, Inc.(the Company) was organized under the laws of the State
of Colorado on May 1, 1996 as Grand Canyon Ventures Three, Inc. On June 22,
1998 the Company changed its name to Boraxx Technologies, Inc. (Boraxx). On
March 3, 1999 the Company engaged in a share exchange with Apex Sports.com,
Inc.(Apex) and changed the name to Quad X Sports.com, Inc. The share exchange
with Apex, a Nevada corporation organized February 10, 1999, was accounted for
as a reverse acquisition, therefore all historical information is that of the
accounting survivor being Apex. The Company issued 2,700,000 common shares in
exchange for 100 percent of the outstanding stock of Apex. The Company is
currently engaged in the development and acquisition of operating companies in
the extreme sports industry (i.e. snowboards, skateboards, apparel)
During March 1999, the Company issued 550,000 shares of common stock for cash
of $550.00.
During March 1999, the Company issued 2,587 shares of common stock for
services valued at $3,103.
During March 1999, the Company issued 100,000 shares of common stock for cash
of $200,000.
During the first quarter of 2000, the Company issued 40,500 shares of its
common stock for $12,000.00 in cash.
NOTE 2 - ACCOUNTING POLICIES AND PROCEDURES
Accounting policies and procedures have not been determined except as follows:
1. The Company uses the accrual method of accounting.
2. The Company's cost of organization was recorded at cost and are being
amortized on a straight line basis over five years.
3. Basic earnings per share is computed using the weighted average number of
shares of common stock outstanding.
4. The Company has not yet adopted any policy regarding payment of dividends.
No dividends have been paid since inception.
5. The cost of equipment is depreciated over the estimated useful life of the
equipment utilizing the straight line method of depreciation.
F-6
Quad X Sports.com, Inc.
(a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
6. The Company experienced losses for its first fiscal tax year. The
Company will review its need for a provision for federal income tax after each
operating quarter and each period for which a statement of operations is
issued. No tax benefit has been reported in the financial statements because
the Company believes there is a 50% or greater chance the carry forward will
expire unused.
7. The Company has adopted December 31 as its fiscal year end.
8. The Company records its inventory at cost.
9. The preparation of financial statements in conformity with generally
accepted accounting principles requires that management make estimates and
assumptions which affect the reported amounts of assets and liabilities as at
the date of the financial statements and revenues and expenses for the period
reported. Actual results may differ from these estimates.
10. The Company's Statement of Cash Flows is reported utilizing cash(currency
on hand and demand deposits) and cash equivalents( short-term, highly liquid
investments). The Company's Statement of Cash Flows is reported utilizing the
indirect method of reporting cash flows.
11. These financial statements include the books of Boraxx Technologies, Inc
and its wholly own subsidiary Apex Sports.Com, Inc. All intercompany
transactions and balances have been eliminated in the consolidation.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has not generated significant revenues from its
planned principal operations. Without realization of additional capital, it
would be unlikely for the Company to continue as a going concern.
NOTE 4 - RELATED PARTY TRANSACTION
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests. The Company has not formulated a policy for the resolution
of such conflicts.
The president loaned the Company $38,000.00 to Quad X Sports.com, Inc.
to pay operating expenses of Quad X Sports.com, Inc.. This is being carried
as accounts payable as it is considered a trade payable. There were no
intercompany eliminations required as a result of these transactions.
F-7
Quad X Sports.com, Inc.
(a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 5 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares
of common stock.
NOTE 6 - LONG TERM COMMITMENTS AND CONTIGENCIES
The Company neither owns or leases any real or personal property. Office
services are provided without charge by a director. Such costs are immaterial
to the financial statements and, accordingly, have not been reflected therein.
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests. The Company has not formulated a policy for the
resolution of such conflicts.
NOTE 7 - NOTES PAYABLE
Notes Payable are detailed as follows: December 31, 1999
Note payable to a corporation, for an automobile,
bears interest at 13.25% payments due monthly of
$539.066 through May 2003. $19,686
Convertible Notes Payable, for cash, bears interest
at 12%. No payments due for one year. The notes
may be converted to common stock at the rate of $1
of debt per share of common stock issued. $428,493
Total Notes Payable $448,179
Less current portion $6,469
Net Long Term Liabilities $441,710
Future minimum payments on notes payable are as follows at December 31,
1999:
2000 436,146 (428,493 in cash or common stock)
2001 4,922
2002 4,922
2003 2,049
2004 0
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Total Notes Payable $448,179
F-8
Quad X Sports.com, Inc.
(a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 7 - NOTES PAYABLE -RELATED PARTY
Notes payable - related party are detailed as follows:
Note payable to the president of the Company,
non-interest bearing, due within one year and
unsecured $38,000
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Total Notes Payable-Related Party $38,000
F-9
FORM 10QSB
QUADXSPORTS.COM, INC.
SIGNATURE
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.
QUADXSPORTS.COM, INC.
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(Registrant)
Date: June 5, 2000 By: /s/ Kevin Grace
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Kevin Grace
President