SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2002 ----------------- RIPPED CANADA ARTISTS INC. ------------------------- ONTARIO 56 TEMPERANCE STREET 6TH FLOOR TORONTO, ONTARIO M5H 3V5 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 416.363.2114 INDICATE BY CHECK MARK 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 FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X NO ------- ------- THE NUMBER OF SHARES OUTSTANDING OF REGISTRANT'S COMMON STOCK, PAR VALUE $0.01, ON FEBRUARY 28, 2002 WAS 4,757,238. - -------------------------------------------------------------------------------- Ripped Canada Artists Inc. Financial Statements (Unaudited) February 28, 2002 - -------------------------------------------------------------------------------- Ripped Canada Artists Inc. Balance Sheet ASSETS ------ Three Months Ended Year Ended February 28, November 30, 2002 2001 ------------- -------------- CURRENT (Unaudited) (Audited) Cash $ 421 $ 3,150 Accounts receivable 3,012 3,012 ------------- -------------- 3,433 6,162 ------------- -------------- OTHER Organization costs 5,822 7,947 Investment in private film production company 100,000 100,000 Investment in TV and film productions 520,794 516,886 Marketable securities 45,000 45,000 ------------- -------------- 671,616 669,833 ------------- -------------- $ 675,049 $ 675,995 ============= ============== LIABILITIES ----------- CURRENT Accounts payable and accrued liabilities $ 58,799 $ 48,299 Loans and advances from related parties 188,965 171,714 ------------- -------------- Total Liabilities 247,764 220,013 ------------- -------------- SHAREHOLDERS EQUITY ------------------- SHARE CAPITAL (Note 2) 1,285,071 1,285,071 DEFICIT (Page 3) (857,786) (829,089) -------------- --------------- 427,285 455,982 ------------- -------------- $ 675,049 $ 675,995 ============= ============== See accompanying notes unaudited to financial statements Ripped Canada Artists Inc. Statement of Loss and Deficit Three Months Three Months Ended Ended February 28 February 28, 2002 2001 ----------- ------------ (Unaudited) (Unaudited) Income Revenue from disk sales $ 4,722 $ - ----------- ------------ Office, general and administrative Management fees, salaries and benefits $ 25,500 $ 6,000 Legal and audit - 2,300 Office, general and administration 1,968 6,133 Rent 2,250 2,250 Shareholder information 1,327 Transfer agent's fees 250 900 Amortization 2,125 300 ------------ ------------- 33,420 17,883 ----------- ------------ Loss before the under noted item (28,698) (17,882) Write down of mining claims and deferred exploration expenditures - (239,527) ------------ -------------- Net Loss for the Period (28,698) (257,410) Deficit, Beginning of Period (829,089) (362.321) ------------ -------------- DEFICIT, END OF PERIOD $ (857,787) $ (733,731) ============= ============== NET LOSS PER SHARE $ (0.08) $ (0.08) ============= ============== See accompanying notes to unaudited financial statements Ripped Canada Artists Inc. Statement of Changes in Cash Flow Three Months Three Months Ended Ended February 28 February 28, 2002 2001 ------------- -------------- (Unaudited) (Unaudited) Cash provided by (Used in): Operating Activities Net loss for the period $ (28,698) $ (257,410) Add: item not affecting cash: Amortization 2,125 300 Write down of mining claims and deferred exploration expenditures - 239,527 ------------- -------------- (21,253) (17,583) Changes in non-cash operating working capital balances 5,181 (5,700) ------------- -------------- (Used in) Operating Activities (16,072) (23,283) -------------- -------------- Financing Activities Issuance of common shares - 22,125 Loans and advances from related parties 17,251 1,225 ------------- ------------- Provided by Financing Activities 17,251 23,350 ------------- ------------- Investing Activities Marketable securities - (45,000) Oil and gas interests - 45,000 Investment in film production (3,908) (750) -------------- -------------- (Used in) Investing Activities (3,908) (750) -------------- -------------- Decrease in Cash (2,729) (683) Cash, beginning of period 3,150 765 ------------- ------------- CASH, END OF PERIOD $ 421 $ 82 ============= ============= See accompanying notes to unaudited financial statements Ripped Canada Artists Inc. Notes to Financial Statements (Unaudited) February 28,2002 1. Summary of Significant Accounting Policies The accompanying policies and methods followed in preparing these financial statements are those used by Ripped Canada Artists Inc. (the "Company") as set out in the November 30, 2001 audited financial statements. However, the unaudited financial statements for the three months ended February 28, 2002 do not conform in all respects to the disclosure and information that is required for annual financial statements. For further information, see the Company's November 30, 2001 audited financial statements. The enclosed unaudited financial statements for the three months ended February 28, 2002 conform with generally accepted accounting principles in Canada for financial reporting for interim financial statements. In the opinion of management, all adjustments considered necessary for fair presentation have been included in these financial statements. Operating results for the three months ended February 28, 2002 is not indicative of the results that may be expected for the full year ended November 30, 2002. 2. Share Capital a) Authorized- An unlimited number of Common shares - an unlimited number of Class A shares, without par value, non-voting - an unlimited number of Class B shares, without par value, non-voting b) Issued: Number $ ------------- ------------- Common shares Balance: November 30, 2001 4,757,238 $ 1,285,071 ============= ============= Balance: February 28, 2002 4,757,238 $ 1,285,071 ============= ============= Officers, directors and employee stock option plan As at February 28, 2002, stock options were outstanding to purchase up to 65,000 at prices between $0.25 per share and $0.35 per share until March 27, 2006. 3. Income taxes At February 28, 2001, the Company's income tax expense was nil. No benefit has been recognized in these financial statements. The future income tax assets and liabilities that may result from differences in tax values and accounting values have not been reflected in these financial statements. 4 United States Accounting Principles The financial statements presented are in accordance with Generally Accepted Accounting Principals ("GAAP") in Canada, which do not present any material differences with GAAP as it applies in the United States of America, except that they are expressed in Canadian Dollars.