UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark one) --------------
[X] QUARTERLY REPORT UNDER SECTION 13 0R 15(d) OF THE SECURITIES ACT OF 1934
For the quarterly period ended September 30, 2000
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF EXCHANGE ACT
For the transition period from to
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Commission file number 0-29685
Total Horizon, Inc.
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(Name of Small Business Issuer is its charter)
Nevada 95-4783100
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
345 North Maple Drve, Suite 284,
Beverly Hills, California 90210
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(Address of principal executive offices) (Zip Code)
(310) 288-0693
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(Issuer's telephone number)
State the number of shares outstanding of each of the issuer's classes
of common equity, as of November 10, 2000
Common stock 2,900,000 shares
Transitional Small Business Disclosure Format
(Check one): Yes [ ] No [X]
TABLE OF CONTENTS
PAGE
PART I- FINANCIAL INFORMATION
Item 1. Financial Statements. ................................... 1/7
Item 2. Plan of Operation. ...................................... 7/8
PART II- OTHER INFORMATION
Item 1. Legal proceedings. .......................................... 9
Item 2. Changes in Securities. ...................................... 9
Item 3. Defaults Upon Senior Securities. ............................ 9
Item 4. Submission of Matters to a Vote of Security Holders. ........ 9
Item 5. Other Information. .......................................... 9
Item 6. Exhibits and Report on Form 8-K. ........................... 9
SIGNATURES. ........................................................ 10
PART I- FINANCIAL INFORMATION
Item 1. Financial Statements.
1
Total Horizon, Inc.
(A Development Stage Company)
BALANCE SHEET
September 30, 2000
ASSETS
Current Assets
Cash $ --
---------
Total current assets --
---------
Total assets $ --
=========
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current Liabilities
Loan from shareholder
(non-interest bearing,
unsecured,demand note) 50
Accrued expenses $ 1,514
---------
Total current liabilities 1,564
Shareholders' Equity
Common stock,
25,000,000 shares authorized
at $0.001 par value; issued and
outstanding 2,900,000 shares 2,900
(Deficit) accumulated
during the development stage (4,464)
---------
Total shareholders' equity
(deficit) (1,564)
---------
Total Liabilities and
Shareholders' Equity (Deficit) $ --
=========
See accompanying note.
2
Total Horizon, Inc.
(A Development Stage Company)
STATEMENT OF OPERATIONS
Three Months January 31, 2000
Ended (Inception) to
September 30, 2000 September 30, 2000
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Revenue $ -- $ --
Expenses:
General and
administrative $ 545 4,464
---------- ---------
(Loss) from
operations (545) (4,464)
Income taxes -- --
---------- ---------
Net (loss) $ (545) (3,464)
========== =========
Basic (Loss) per
common share $ -- $ --
========== =========
Diluted (Loss) per
common share $ -- $ --
========== =========
Weighted average
(basic and diluted)
common shares
outstanding 2,900,000 2,900,000
========== =========
See accompanying note.
3
Total Horizon, Inc.
(A Development Stage Company)
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT)
For the period January 31, 2000 (inception) to September 30, 2000
(Deficit)
Accumulated
Additional During the
Common Stock Paid-In Development
Share Amount Capital Stage Total
--------- ------- ----------- ------------- ---------
Common shares
issued for cash- 2,200,000 $ 2,200 $ -- $ -- $ 2,200
Common shares
issued for
services- 700,000 700 -- -- 700
Net (loss) for
the period from
inception to
Sept. 30, 2000 -- -- -- (4,464) (4,464)
----------- ------- ------- ------- --------
Balance-
Sept.
30, 2000 2,900,000 $ 2,900 $ -- $(4,464) $(1,564)
========== ======= ======= ======= =======
See accompanying note.
4
Total Horizon, Inc.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
Three Months January 31, 2000
Ended (Inception) to
September 30, 2000 September 30, 2000
------------------- ------------------
Net (loss) $ (545) $ (4,464)
Adjustments to
reconcile net loss to
cash used by
operating activities: -- 700
Shares issued for services
Increase (decrease) in
liabilities:
Current liabilities 545 1,564
-------- --------
Net cash (used) by
operating activities: -- (2,200)
Net cash from financing
activities:
Common stock issuance for cash -- 2,200
-------- --------
Increase (decrease)in cash -- --
Cash at beginning of period -- --
-------- --------
Cash at end of period $ -- $ --
======== ========
Supplemental cash flows information:
Cash paid during the period for:
Income Taxes $ -- $ --
======== ========
Interest $ -- $ --
======== ========
Non-cash financing transactions:
Common shares issued
for services $ -- $ 700
======== ========
See accompanying note.
6
Total Horizon, Inc.
(A Development Stage Company)
NOTE TO FINANCIAL STATEMENTS
September 30, 2000
BASIS OF PRESENTATION
- ----------------------
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10 QSB and Item 310(b) of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month period ended
September 30, 2000 are not necessarily indicative of the results that may be
expected for the year ended December 31, 2000. The Company was incorporated
on January 31, 2000 thus it was not in existence in 1999; therefore,
comparative presentations for the three month period ended September 30,
1999 are not made. For futher information refer to the audited financial
statements and footnotes included in the Company's Form 10-SB filing,
filed February 24, 2000. The audited financial statements in the Form 10-SB
covered from January 31, 2000 to February 28, 2000.
Item 2. Plan of Operation
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Total Horizon, Inc. ("the Company") was incorporated in the state
of Nevada on January 31, 2000. The Company is a development stage enterprise.
From inception on January 31, 2000 to date (November 7, 2000) the Company has
had no revenues.
On February 24, 2000 the Company filed a Registration Statements on Form-
10-SB with the United States Securities and Exchange Commission. The
Registration Statement went effective on April 24, 2000.
In early November, 2000 the Company relocated its principal executive
offices. The new address is 345 North Maple Drive, Suite 284, Beverly Hills,
California 90210.
7
Item 2. Plan of Operation (Continued)
- -------------------------------------
The business of the Company is horizontal consulting and management services;
i.e. management consulting to businesses of various sizes, advising of merger,
acquisition and joint venture opportunities focusing on horizontal business
combinations.
As needed, the Company will hire qualified accountants, attorneys, management
consultants and support staff.
The Company, which presently has no employees, is a development stage
enterprise. From inception to date the Company has had no revenues.
The Company's management is seeking funding from a variety of sources.
However, there can be no assurance management will be successful in these
endeavors. For the remainder of calendar 2000, absent the Company's obtaining
other financing, primary funding for corporate expenses will be provided by the
Company's Chairman and President.
Forward-Looking Statements
This Form 10-QSB includes -" forward-looking statements" within the meaning
of the "safe-harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Such statements are based on mangement's current expectations and are
subject to a number of factors and uncertainties that could cause actual results
to differ materially from those described in the forward-looking statements.
All statements other than historical facts included in this Form, including
without limitation, statements under "Plan of Operation", regarding the
Company's financial position, business strategy, and plans and objectives of
management of the Company for future operations, are forward-looking
statements.
Although the Company's believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors that could
cause actual results to differ materially from the Company's expectations
include, but are not limited to, market conditions, competition and the ability
to successfully complete financing.
8
PART II- OTHER INFORMATION
- --------------------------
Item 1. Legal Proceedings
The Company is not a party to any pending legal proceeding. Management
is not aware of any threatened litigation, claims or assessments.
Item 2. Changes in Securities
There have been no changes in securities since February 24, 2000.
All of the Company's issuance of securities were disclosed in its
Form 10-SB filing (Filed February 24, 2000).
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Report on Form 8-K
No exhibits
There were no reports filed on Form 8-K during the three month period
ended September 30, 2000.
9
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
cuased this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Total Horizon, Inc.
/s/ Jaak Olesk
------------------------------
Date: November 10, 2000 Jaak Olesk
Chairman of the Board, President
10