1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15(d) of Securities Exchange Act of 1934 For Period ended December 31, 2000 Commission File Number 0-30923 AMERICAN TOY VENDING, INC. --------------------------------------------------------------- (Exact name of registrant as specified in its charter) NEVADA 88-0455326 ------------------ --------------- (State of Incorporation) (I.R.S. Employer Identification No.) 7822 NIGHTINGALE WAY, SAN DIEGO, CA 92123 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (619) 692-2406 ------------------- (Registrant's telephone number, including area code) 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 [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock at the latest practicable date. As of December 31, 2000, the registrant had 10,985,000 shares of common stock, $.001 par value, issued and outstanding. 2 AMERICAN TOY VENDING, INC. BALANCE SHEETS ASSETS DEC 31 SEPT 30 2000 2000 CURRENT ASSETS CASH (on hand & in the bank) 1,268 1,295 --------------------------- TOTAL CURRENT ASSETS 1,268 1,295 FIXED ASSETS --------------------------- NET FIXED ASSETS 0 0 OTHER ASSETS --------------------------- TOTAL OTHER ASSETS 0 0 --------------------------- TOTAL ASSETS 1,268 1,295 =========================== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES --------------------------- TOTAL CURRENT LIABILITIES 0 0 LONG TERM LIABILITIES --------------------------- TOTAL LONG TERM LIABILITIES 0 0 --------------------------- TOTAL LIABILITIES 0 0 STOCKHOLDERS' EQUITY COMMON STOCK 10,985 10,985 PAID IN CAPITAL 5,915 5,915 BEGINNING RETAINED EARNINGS -15,605 -10,000 NET INCOME (LOSS) -27 -5,605 --------------------------- ENDING RETAINED EARNINGS -15,632 -15,605 --------------------------- TOTAL STOCKHOLDERS' EQUITY 1,268 1,295 --------------------------- TOTAL LIAB & STOCKHOLDERS' EQUITY 1,268 1,295 =========================== 3 AMERICAN TOY VENDING, INC. INCOME STATEMENTS 3/10/99 (Inception) 3 Months Ended 3 Months Ended Year Ended Year Ended to 12/31/00 12/31/99 9/30/00 9/30/99 12/31/00 REVENUE -------------------------------------------------------------------------------- TOTAL REVENUE 0 0 0 0 0 DIRECT COSTS -------------------------------------------------------------------------------- TOTAL COST OF GOODS SOLD 0 0 0 0 0 -------------------------------------------------------------------------------- GROSS PROFIT 0 0 0 0 0 OPERATING EXPENSES MANAGEMENT FEES 0 0 0 10,000 10,000 GENERAL, SELLING & ADMINISTRATIVE 27 0 5,605 0 5,632 -------------------------------------------------------------------------------- TOTAL OPERATING EXPENSES 27 0 5,605 10,000 15,632 -------------------------------------------------------------------------------- INCOME FROM OPERATIONS -27 0 -5,605 -10,000 -15,632 OTHER INCOME & EXPENSE -------------------------------------------------------------------------------- TOTAL OTHER INCOME & EXPENSE 0 0 0 0 0 -------------------------------------------------------------------------------- INCOME BEFORE TAXES -27 0 -5,605 -10,000 -15,632 PROVISION FOR TAXES -------------------------------------------------------------------------------- NET INCOME -27 0 -5,605 -10,000 -15,632 ================================================================================ NET LOSS PER SHARE NIL NIL -0.0005 -0.0009 -0.0014 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 10,985,000 10,985,000 10,985,000 10,985,000 10,985,000 4 FINANCIAL STATEMENTS (continued) AMERICAN TOY VENDING, INC. STATEMENT OF CASH FLOWS 3/10/99 3 Months 3 Months Year Year (Inception) Ended Ended Ended Ended To 12/31/2000 12/31/1999 9/30/2000 9/30/1999 12/31/2000 CASH FLOWS FROM OPERATING ACTIVITIES NET LOSS -27 0 -5,605 -10,000 -15,632 ADJ TO RECONCILE NET LOSS TO NET CASH PROVIDED BY OPERATING ACTIVITIES ISSUE COMMON STOCK 0 0 0 10,000 10,000 ----------------------------------------------------------- NET CASH USED IN OPERATING ACTIVITIES -27 0 -5,605 0 -5,632 CASH FLOWS FROM INVESTING ACTIVITIES 0 0 0 0 0 CASH FLOWS FROM FINANCING ACTIVITIES 0 0 0 6,900 6,900 ----------------------------------------------------------- NET INCREASE (DECREASE) -27 0 -5,605 6,900 1,268 CASH BEGINNING OF PERIOD 1,295 5,700 6,900 0 0 ----------------------------------------------------------- CASH END OF PERIOD 1,268 5,700 1,295 6,900 1,268 5 FINANCIAL STATEMENTS (continued) NOTES TO FINANCIAL STATEMENTS 1. MANAGEMENT'S OPINION In the opinion of management, the accompanying financial statements contain all adjustments necessary to present fairly the financial position of the company as of December 31, 2000 and 1999, and the results of operations and the changes in cash for the three months ended December 31, 2000 and 1999, the three months ended December 30, 2000 and 1999, the years ended September 30, 2000 and 1999 and the period of March 10, 1999 (inception) to December 31, 2000. The accompanying financial statements have been adjusted as of December 31, 2000 as required by Item 310(b) of Regulation S-B to include all adjustments which in the opinion of Management are necessary in order to make the financial statements not misleading. 2. INTERIM REPORTING The results of operations for the three months ended December 31, 2000 and 1999, are not necessarily indicative of the results to be expected for the remainder of the year. 3. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Organization and Nature of Operations The Company was incorporated in Nevada on March 10, 1999. The Company is a development stage company and has not conducted any business activities to date. The Company has selected September 30th as its fiscal year end. 4. Basis of Accounting The Company's policy is to use the accrual method of accounting and to prepare and present financial statements which conform to generally accepted accounting principles. 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 reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. 5. Cash and equivalents For purpose of the statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of December 31, 2000. 6 FINANCIAL STATEMENTS (continued) NOTES TO FINANCIAL STATEMENTS 6. Income Taxes Income taxes are provided for using the liability method of accounting in accordance with Statement of Financial Accounting Standards No. 109 (SFAS 109), "Accounting for Income Taxes." A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. PART 1 FINANCIAL INFORMATION Management's Plan of Operations The Company maintains a cash balance sufficient to sustain corporate operations until such time as Management can raise the funding necessary to advance its business plan. The losses of $5632 through December 2000 were due to operating expenses including licenses and fees, accounting and audit fees and office expenses. Sales of the Company's equity securities have allowed the Company to maintain a positive cash flow balance. The Company's two year business plan encompasses the following steps to implement its computer-controlled skill crane game business plan: after raising capital of $5,000,000 during the first six months, the Company intends to order 500 skill cranes with the Company's new communications system from the manufacturer at a cost of $950,000, and begin securing space for its smart skill cranes in New York, Florida, and California. During months seven through twelve, in order to operate its smart skill crane sites, the Company intends to expend $500,000 for inventory, $50,000 for set-up and maintenance of the Company's web site, $200,000 for advertising, $90,000 for three regional managers, $300,000 for thirty route drivers, $25,000 for two office clerical employees, $80,000 for purchase of computers and fixed assets, and $175,000 for rent and other operating expenses. Management has made initial progress in implementing its business plan by setting-up its first web page "smartcrane.net", filing for copyright protection of its copyrightable skill crane control communications software, and plans to expand its web site in the first quarter of 2001. The Company will only be able to continue to advance its business plan after it receives capital funding through the sale of equity securities. After raising capital, Management intends to hire employees, rent commercial space in San Diego, purchase equipment, and begin development of its skill crane machine operations. The Company intends to use its equity capital to fund the Company's business plan during the next twelve months as cash flow from sales is not estimated to begin until year two of its business plan. The Company will face considerable risk in each of its business plan steps, such as difficulty of hiring competent personnel within its budget, longer than anticipated deployment of its skill crane machines at suitable sites, and a shortfall of funding due to the Company's inability to raise capital in the equity securities market. If no 7 FINANCIAL STATEMENTS (continued) NOTES TO FINANCIAL STATEMENTS funding is received during the next twelve months, the Company will be forced to rely on its existing cash in the bank and funds loaned by the directors and officers. The Company's officers and directors have no formal commitments or arrangements to advance or loan funds to the Company. In such a restricted cash flow scenario, the Company would be unable to complete its business plan steps, and would, instead, delay all cash intensive activities. Without necessary cash flow, the Company may be dormant during the next twelve months, or until such time as necessary funds could be raised in the equity securities market. PART II OTHER INFORMATION ITEM 1 Not applicable. ITEMS 2-4: Not applicable ITEM 5: Information required in lieu of Form 8-K: None ITEM 6: Exhibits and Reports on 8-K: a) No reports on Form 8-K were filed during the fiscal quarter ended December 31, 2000 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. American Toy Vending, Inc. /s/ Alastair Knott Dated: February 5, 2001 ----------------------------------- Alastair Knott President and Chief Executive Officer