SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------- FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the period ended March 31, 2001 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: 000-49622 CAP Central Access Point, Inc. - -------------------------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) Nevada 88-0504522 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (I.R.S. Employer Identification Number) of Incorporation or Organization) 2921 North Tenaya Way, Suite 323, Las Vegas, NV 89128 (702)947-4877 - -------------------------------------------------------------------------------- (Address of principal executive offices) (702)947-4877 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) n/a - -------------------------------------------------------------------------------- (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Indicate by check 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 [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by the court. Yes [ ] No [ ] N/A APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of May 1, 2002: 12,700,000 PART I -- FINANCIAL INFORMATION Item 1. Financial Statements [LETTERHEAD] Randy Simpson CPA, P.C. 11775 South Nicklaus Road Sandy, Utah 84092 Fax & Phone (801) 572-3009 Board of Directors and Stockholders CAP Central Access Point, Inc. (A Development Stage Company) Las Vegas, NV INDEPENDENT AUDITORS' REVIEW I have reviewed the accompanying balance sheet of CAP Central Access Point, Inc. (A Development Stage Company) as of March 31, 2002, and the related statements of operations, stockholders' equity and cash flows for the six months ended March 31, 2002 and from the period of inception (August 8, 2001) to March 31, 2002, in accordance with Statements on Standards of 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 CAP Central Access Point, 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, we do not express such an 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. Randy Simpson, CPA, P.C. A Professional Corporation May 2, 2002 Sandy, Utah -1- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEETS March 31, September 30, 2001 2001 --------- --------- ASSETS (Unaudited) (Audited) Current Assets: Cash $ 3,021 $ 13,072 Prepaid fees 255 -- --------- --------- Total Current Assets 3,276 13,072 --------- --------- Total Assets $ 3,276 $ 13,072 ========= ========= LIABILITIES & STOCKHOLDERS' EQUITY Current Liabilities: Loans from officers $ 2,600 $ -- --------- --------- Total Current Liabilities 2,600 -- Stockholders' Equity: Common stock, $.001 par value; authorized 50,000,000 shares, issued and outstanding 12,700,000 shares at March 31, 2002 and at September 30, 2001 12,700 12,700 Paid-in Capital 6,800 6,800 Accumulated Deficit (18,824) (6,528) --------- --------- Total Stockholders' Equity 676 13,072 --------- --------- Total Liabilities and Stockholders' Equity $ 3,276 $ 13,072 ========= ========= See Accompanying Notes to the Financial Statements. -2- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) Unaudited STATEMENTS OF OPERATIONS Six Months Three Months From Inception Ended Ended (August 8, 2001) to March 31, 2001 March 31, 2002 March 31, 2001 -------------- -------------- ---------------- Income: $ - $ - $ - -------------- -------------- -------------- Total Income - - - Expenses: General and adminstrative 7,270 575 13,798 Professional fees 5,026 4,593 5,026 -------------- -------------- -------------- Total Expenses 12,296 5,168 18,824 -------------- -------------- -------------- Net Loss $ (12,296) $ (5,168) $ (18,824) ============== ============== ============== Net Loss Per Common Share (basic and fully dilutive) $ (0.001) $ (0.000) ============== ============== Weighted Average Shares Common Stock Outstanding 12,700,000 12,700,000 ============== ============== See Accompanying Notes to the Financial Statements. -3- CAP CENTRAL ACCESS POINT, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF STOCKHOLDERS' EQUITY FROM INCEPTION (AUGUST 8, 2001) THROUGH March 31, 2001 (Unaudited) Common Common Stock Stock Paid-In Accumulated Total Shares Amount Capital Deficit Equity --------------- ----------- ---------- ------------ ----------- Issuance of common stock for cash of $100 and organizational services of $2500. 2,500,000 $ 2,500 $ 100 $ - $ 2,600 Issuance of common stock issued for cash 10,200,000 10,200 6,800 - 17,000 Net loss from August 8, 2001 ( inception ) to March 31, 2002 - - - (18,824) (17,000) --------------- ----------- ---------- ------------ ----------- Balances at March 31, 2001 12,700,000 $ 12,700 $ 6,800 $ (18,824) $ 676 =============== =========== ========== ============ =========== See Accompanying Notes to the Financial Statements. -4- CAP CENTRAL ACCESS POINT INC. (A Development Stage Company) STATEMENTS OF CASH FLOWS (Unaudited) Six Months From Inception Ending (August 8, 2001) to March 31, 2002 March 31, 2001 ----------------- ------------------- Cash Flows Used In Operating Activities: Net Loss $ (12,296) $ (18,824) Expenses not requiring cash: Common stock issued for organizational costs - 2,500 Adjustments to Reconcile Net Loss to Cash Flows used in Operations Prepaid accounting fees (255) (255) -------------- -------------- Net Cash used in operating activities (255) (255) Cash Flows from Financing Activities: Loans from officers 2,500 2,600 Common stock issued for cash - 17,000 -------------- -------------- Net Cash Provided by Financing Activities 2,500 19,600 -------------- -------------- Net Increase (decrease) in Cash (10,051) 3,021 Cash at Beginning of Period 13,072 - -------------- -------------- Cash at End of Period $ 3,021 $ 3,021 ============== ============== See Accompanying Notes to the Financial Statements. -5- CAP CENTRAL ACCESS POINT, INC. (A Development Stage Company) NOTES TO FINANCIAL STATEMENTS MARCH 31, 2002 1. ORGANIZATION AND ACCOUNTING POLICIES CAP Central Access Point, Inc. (the Company), was organized on August 8, 2001 as a Nevada corporation, for the purpose of designing, manufacturing and marketing an "Internet Connection Kiosk" (ICK). The Company is a development stage company and is currently in the process of developing a marketing plan, as well as designing and engineering the "ICK". The Company's accounting policies are as follows: 1. The Company uses the accrual method of accounting. 2. Earnings per share is computed using the weighted average number of shares of common stock outstanding. 3. The Company has not yet adopted any policy regarding payment of dividends. No dividends have been paid since inception. 2. COMMON STOCK On August 8, 2001, 2,500,000 shares were issued to the Company's founders at par value ($.001), for services rendered in regard to preparation of the registration statement. Currently the Company has authorized 50,000,000 shares common stock with 12,700,000 shares issued and outstanding. 3. PRIVATE PLACEMENT OF COMMON STOCK On September 9, 2001, the Company completed a private placement, wherein; 10,200,000 shares were issued at $.00167 per share ($17,000), all of which is anticipated to be used for expenses relating to the registration statement filed on November 2, 2001. 4. LOANS FROM OFFICERS Due to limited financial resources, the Company's minimal expenses have thus far been satisfied through personal funds loaned on an interest free basis by the Company's officers. In order to insure ongoing existence, these loans will continue until such point in time when outside sources of funding have been established. As of May 2, 2002, outstanding loans from officers totaled $2,600. -6- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION We have only recently organized and commenced operations, and have extremely limited financial resources. We are considered to be a company in the development stage, as we have no revenues from business operations. We expect to raise additional capital over the next 12 months by selling our common stock or perhaps other securities of the Company, but we have not formulated a specific plan and have no commitments from any underwriter or prospective investor. When we issue new equity securities, the proportionate ownership of then-existing security holders will be diminished ("dilution"). If we do not succeed in raising capital, our business may fail. We have not yet determined the total amount of capital that will be needed to fund our operations to the point of producing revenues. However, we do not plan to incur any significant operating costs until such time as we have worked out a detailed budget and cash flow projections, and have received commitments for the required financing from private investors, underwriters, banks, venture capital firms, or some combination of sources. We have filed this registration statement on behalf of the selling shareholders in part because we hope and expect that our status as a public company will facilitate our capital formation efforts, although we cannot be certain of realizing such a benefit. Initially, the primary marketing effort will continue to be the officers' direct contacts with prospective location owners and managers, at nominal cost to the company. The scope of implementation of our longer-term marketing strategy (see "DESCRIPTION OF BUSINESS - Marketing and Sales" above) will depend upon the success of our capital formation efforts, of which we are currently uncertain. We believe a minimum expenditure on marketing during the next 12 months of about $50,000 will be necessary in order to capture a meaningful level of advertiser interest, and perhaps an additional $100,000 to secure sufficient advertiser orders to produce a consistent revenue stream. We expect to begin placements of fully-operational ICK units by the summer of 2002. These units will be prototypical in the sense that they will incorporate substantially all of the design functionality (described under On January 29, 2002 our registration statement under the Securities Act of 1933, as amended, became effective (see Part II, Item 5 - Other Information). We are in the process of applying for listing on the NASD Over-the-Counter Bulletin Board (OTC-BB) market. We expect that such listing will facilitate our capital formation efforts, but we cannot be certain of that result or even that we will be successful in achieving the listing. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None. -7- 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. At 4:00 p.m. EST on January 29, 2002, the Company's registration statement on Form SB-2 under the Securities Act of 1933, as amended, became effective. The registration statement was filed on behalf of certain selling shareholders, and no proceeds were or will be realized by the Company. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. None. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CAP CENTRAL ACCESS POINT, INC. Date: May 14, 2002 By: /s/ Mark Svensson --------------------------- Mark Svensson President, Treaurer and a Director Date: May 14, 2002 By: /s/ Michael Lee --------------------------- Michael Lee Secretary and a Director -8-