Filed Pursuant to Rule 424(b)(3)
SEC File No. 333-72710
PROSPECTUS SUPPLEMENT NO. 1
(TO PROSPECTUS DATED JANUARY 29, 2002)
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CAP CENTRAL ACCESS POINT, INC.
SHARES OF COMMON STOCK
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This Prospectus Supplement No. 1 supplements and amends the Prospectus
dated January 29, 2002, relating to the shares of common stock, par value $ 0.01
per share, of CAP Central Access Point, Inc. offered by certain selling
shareholders.
The purpose of this Prospectus Supplement is to amend the offering price,
to provide supplemental information regarding a recent private placement
financing, and to supply updated financial information contained in our
Quarterly Report on Form 10-QSB for the interim period ending June 30, 2002.
The Prospectus, including this supplement, constitutes the prospectus
required to be delivered by Section 5(b) of the Securities Act of 1933, with
respect to offers and sales of the Common Stock.
Prospective investors should carefully consider matters discussed under the
caption "RISK FACTORS" beginning on page 3 of the prospectus. We are a
development stage company, and there is currently no trading market for our
shares.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus Supplement No. 1 is August 16, 2002.
OFFERING PRICE
The offering price of the securities is $.05 per share.
RECENT PRIVATE PLACEMENT OF COMMON STOCK
In August, 2002, we completed a private placement of 290,851 shares of our
$.001 par value common stock to 21 purchasers at $.05 per share, for total
proceeds to the company of $14,542.55. The shares were offered and sold by our
officers in private transactions, without the use of an underwriter or broker,
and without payment of any sales commission or underwriting fee.
The sales were made in reliance on the exemption authority provided by
Section 4(2) of the Securities Act of 1933, as amended, respecting offers and
sales not involving a public offering. Certain of the offers and sales were made
in foreign jurisdictions in further reliance on Regulation S. The share
certificates, when issued, will bear a legend regarding resale restrictions
under either Rule 144 or Regulation S, as appropriate.
We believe that none of the sales were made to persons who are affiliates
of the Company, or whose purchases would cause them to become "control persons"
subject to the disclosure requirements of the Securities Exchange Act of 1934.
SHARES OUTSTANDING AND NUMBER OF STOCKHOLDERS
As of August 16, 2002 we had a total of 12,990,851 shares of common stock
issued and outstanding, held by 40 record holders and an unknown number of
holders in nominee or street name.
QUARTERLY REPORT ON FORM 10-QSB FOR THE PERIOD ENDED JUNE 30, 2002
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 June 30, 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: 000-49622
CAP Central Access Point, Inc.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
Nevada 88-0504522
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(State or Other Jurisdiction (I.R.S. Employer Identification Number)
of Incorporation or Organization)
2921 North Tenaya Way, Suite 323, Las Vegas, Nevada 89128
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(Address of principal executive offices)
(702)947-4877
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(Registrant's Telephone Number, Including Area Code)
n/a
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(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 July 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 June 30, 2002, and the related statements
of operations, stockholders' equity and cash flows for the six months ended
June 30, 2002 and from the period of inception (August 8, 2001) to June 30,
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
August 1, 2002
Sandy, Utah
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
June 30,
2001
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ASSETS (Unaudited)
Current Assets:
Cash $ 1,979
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Total Current Assets 1,979
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Total Assets $ 3,276
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LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities:
Loans from officers $ 2,600
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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
Paid-in Capital 6,800
Accumulated Deficit (20,121)
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Total Stockholders' Equity 621
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Total Liabilities and Stockholders' Equity $ 1,979
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See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
Unaudited
STATEMENTS OF OPERATIONS
Nine Months Three Months From Inception
Ended Ended (August 8, 2001) to
June 30, 2002 June 30, 2002 June 30, 2002
-------------- -------------- ----------------
Income: $ - $ - $ -
-------------- -------------- --------------
Total Income - - -
Expenses:
General and adminstrative 7,100 968 13,628
Professional fees 6,493 330 6,493
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Total Expenses 13,593 1,298 20,121
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Net Loss $ (13,593) $ (1,298) $ (20,121)
============== ============== ==============
Net Loss Per Common Share
(basic and fully dilutive) $ (0.001) $ (0.000)
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Weighted Average Shares
Common Stock Outstanding 12,700,000 12,700,000
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See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
FROM INCEPTION (AUGUST 8, 2001) THROUGH June 30, 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 - - - (20,121) (20,121)
--------------- ----------- ---------- ------------ -----------
Balances at March 31, 2001 12,700,000 $ 12,700 $ 6,800 $ (20,121) $ 621
=============== =========== ========== ============ ===========
See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months From Inception
Ended (August 8, 2001) to
June 30, 2002 June 30, 2002
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Cash Flows Used In Operating Activities:
Net Loss $ (13,593) $ (20,121)
Expenses not requiring cash:
Common stock issued for services - 2,500
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Net Cash used in operating activities (255) (255)
Cash Flows provided by Financing Activities:
Loans from officers 2,500 2,600
Common stock issued for cash - 17,000
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Net Cash Provided by Financing Activities 2,500 19,600
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Net Increase (decrease) in Cash (11,093) 1,979
Cash at Beginning of Period 13,072 -
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Cash at End of Period $ 1,979 $ 1,979
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See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
June 30, 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:
i. The Company uses the accrual method of accounting.
ii. Earnings per share is computed using the weighted average number of
shares of common stock outstanding.
iii. 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 was raised, all of
which was used for expenses related 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 June 30, 2002, outstanding loans from officers totaled
$2,600.
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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.
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 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 late 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.
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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.
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