UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934:
For the Quarterly Period ended March 31, 2002
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from __________________ to __________________
Commission file number 0-26919
CYBER MARK INTERNATIONAL CORP.
-----------------------------------
(Name of Small Business Issuer in Its Charter)
Nevada N/A
- - ------------------------------- -----------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
7500 West Lake Mead Boulevard, Suite 9627
Las Vegas, Nevada 98128
- ----------------------------------------- ---------------------
(Address of Principal Executive Offices) (Zip Code)
Issuer's telephone number: (702) 683-3722
---------------
Indicate by check mark whether the registrant (1) has filed has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 mark 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 a court. YES ____ NO _____
APPLICABLE ONLY TO CORPORATE ISSUERS
As of March 31, 2002, 342,223,510 shares of the Issuer's Common Stock were
outstanding.
<Page>
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The Audited financial statements for the period ending March 31, 2002
Cyber Mark International Corp.
March 31, 2002
Financial Statements
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TABLE OF CONTENTS
Page Number
INDEPENDENT ACCOUNTANT'S REPORT 1
FINANCIAL STATEMENTS (POST-REORGANIZATION)
Balance sheets 2
Income statements 3
Statement of stockholders' equity 4
Statement of cash flows 5
Notes to the Financial Statements 6
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David E. Coffey 3651 Lindell Road, Suite I, Las Vegas, Nevada 89103
CERTIFIED PUBLIC ACCOUNTANT Phone (702) 871-3979 FAX (702) 871-6769
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of Cybermark International Corporation
Las Vegas, Nevada
I have audited the accompanying balance sheets of Cybermark International
Corporation. as of March 31, 2002 and December 31, 2001 and the related
statements of operations, cash flows, and changes in stockholders' equity
for the years then ended, as well as the cumulative period from
September 30, 2001 (date of reorganization) to March 31, 2002. These
statements are the responsibility of Cybermark International Corporation's
management. My responsibility is to express an opinion on these financial
statements based on my audit.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit
to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that my audit
provides a reasonable basis for my opinion.
In my opinion, the accompanying financial statements present fairly, in
all material respects, the financial position of Cybermark International
Corporation as of March 31, 2002 and December 31, 2001 and the results of
operations, cash flows, and changes in stockholders' equity for the
cumulative period from September 30, 2001 in conformity with generally
accepted accounting principles.
David E. Coffey, C. P. A.
Las Vegas, Nevada
May 13, 2002
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CYBER MARK INTERNATIONAL CORP.
BALANCE SHEET (POST-REORGANIZATION)
MARCH 31, 2002
<Table>
March 31, 2002 December 31, 2001
-------------- -----------------
<s> <c> <c>
ASSETS
Cash $ 344 $ 373
----------- ------------
Total Assets $ 344 373
=========== ============
LIABILITIES & STOCKHOLDERS; EQUITY
Accounts payable $ 7,198 4,475
----------- ------------
Total Liabilities 7,198 4,475
Stockholders' Equity
Common stock, authorized
500,000,000 shares at
$.0001 par value, issued
and outstanding
342,233,510 shares 34,222 34,222
Preferred stock, authorized
3,000,000 shares at $.001
par value, issued and
outstanding one (1) share 1 1
Additional paid-in capital 3,443,298 3,443,298
Deficit accumulated (3,484,375) (3,481,623)
------------ ------------
Total Stockholders' Equity (6,854) (4,102)
Total Liabilities
and Stockholders' Equity $ 344 $ 373
=========== ============
</Table>
The accompanying notes are an integral part
of these financial statements
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CYBER MARK INTERNATIONAL CORP.
SATEMENT OF OPERATIONS (POST-REORGANIZATION)
MARCH 31, 2002 AND DECMEBER 31, 2001
<Table>
Three months From reorganization, From reorganization,
ending Sept. 30, 2001 to September 30, 2001
March 31, 2002 December 31, 2001 to March 31, 2002
-------------- -------------------- ------------------
<s> <c> <c> <c>
Income $ 0 $ 0 $ 0
Rent 0 600 600
Fees 1,223 4,475 5,698
Professional fees 1,500 0 1,500
Bank charges 29 27 56
-------------- ---------------- --------------
Total expenses 2,752 5,102 7,854
Net loss (2,752) (5,102) (7,854)
--------------- ---------------- ---------------
Retained earnings,
beginning of period (3,481,623) (3,476,521) (3,476,521)
--------------- ---------------- ---------------
Deficit accumulated $ (3,484,375) $ (3,481,623) $ (3,484,375)
=============== ================ ===============
Earnings (loss) per share
of common stock, assuming dilution:
Net loss $ 0.00 $ 0.00 $ 0.00
============== =============== ===============
Weighted average common
shares outstanding 342,223,510 342,223,510 342,223,510
============== =============== ===============
</Table>
The accompanying notes are an integral part
of these financial statements
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CYBER MARK INTERNATIONAL CORP.
STATEMENT OF STOCKHOLDERS' EQUITY (POST-REORGANIZATION)
MARCH 31, 2002
<Table>
Common shares Common Preferred Additional Deficit Total
issued and Stock Stock Paid-in accumulated
outstanding Capital
------------- -------- ---------- ----------- ----------- -----------
<s> <c> <c> <c> <c> <c> <c>
Balance, pre-reorganization
September 30, 2001 332,223,510 $ 33,222 $ 1 $ 3,311,380 $(3,476,521) $ (131,918)
Gain on exchange of equipment
for discharge of accounts
payable and loans from
stockholders 0 0 131,918 0 131,918
Issuance of 10,000,000 shares
at $.0001 per share,
September 30, 2001 10,000,000 1,000 0 0 0 1,000
------------- ---------- -------- ----------- ---------- -----------
Balance, post-
reorganization
September 30, 2001 342,223,510 34,222 1 3,443,298 (3,476,521) 1,000
Post-reorganization loss 0 0 0 0 (5,102) (5,102)
-------------- --------- --------- ------------ ----------- -----------
Balance, December 31, 2001 342,223,510 $ 34,222 $ 1 $ 3,443,298 $(3,481,623) $ (4,102)
Less net loss 0 0 0 0 (2,752) (2,752)
-------------- -------- -------- ------------ ------------ -----------
Balance, March 31, 2002 342,223,510 34,222 1 3,443,298 (3,484,375) (6,854)
============= ======== ======== ============ ============ ===========
</Table>
The accompanying notes are an integral part
of these financial statements
<Page> 4
CYBER MARK INTERNATIONAL CORP.
STATEMENT OF CASH FLOWS (POST-REORGANIZATION)
MARCH 31, 2002
<Table>
Three months From reorganization, From reorganization,
ending Sept. 30, 2001 Sept. 30, 2001
March 31, 2002 to to
December 31, 2001 March 31, 2002
-------------- -------------------- --------------------
<s> <c> <c> <c>
CASH FLOWS PROVIDED BY OPERATING
ACTIVITIES
Net Loss $ (2,752) $ (5,102) $ (7,854)
Non-cash items included
in net loss Adjustments to
reconcile net loss to cash
used by operating activity
Accounts payable 2,723 4,475 7,198
------------- -------------- ----------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES (29) (627) (656)
CASH FLOWS FROM INVESTING
ACTIVITIES 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of common stock 0 1,000 1,000
------------- -------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 1,000 1,000
NET INCREASE IN CASH (29) 373 $ 344
================
CASH AT BEGINNING
OF PERIOD 373 0
-------------- --------------
CASH AT END OF PERIOD $ 344 $ 373
============= ==============
</Table>
The accompanying notes are an integral part
of these financial statements
<Page> 5
CYBER MARK INTERNATIONAL CORP.
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2002 AND DECEMBER 31, 2001
NOTE A PRE-REORGANIZATION
Cyber Mark International Corp. was incorporated in the
State of Delaware on June 9, 1998. The Company was
reorganized September 30, 2001.
NOTE B REORGANIZATION SEPTEMBER 30, 2001
The Company was reorganized on September 30, 2001.
The Company will continue in the entertainment business,
subject to the preparation of a business plan and
attainment of sufficient capital to support the plan.
NOTE C EXCHANGE OF EQUIPMENT FOR SATISFACTION OF DEBT
Coincident with the reorganization, accounts payable
vendors and stockholders with outstanding loans to the
Company agreed to accept equipment with a net book value
of $71,051 in full satisfaction of debt totaling $202,969.
The result was a capital contribution of $131,918.
NOTE D COMMON STOCK ISSUES
On September 30, 2001 the Company sold 10,000,000 shares
of its common stock at $.0001 per share for a total of
$1,000. The proceeds were to be used for working capital.
NOTE E SUBSEQUENT EVENTS
The Company was changed from a Delaware corporation
to a Nevada corporation on April 18, 2002. Articles of
Conversion, from Delaware to Nevada, were filed on that date.
Articles of Incorporation in Nevada were filed on
April 19, 2002.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
There were no sales, no revenues, nor operating expenses this quarter.
Management devotes this period to negotiating the disposition of depreciated
equipment and remaining facilities.
During this quarter the Company disposed of the depreciated equipment
of $71,051 in full consideration for debt totaling $202,969 this resulted
in a capital contribution of $131,918.
New management considered that its main focus should be the preparation
of a new business plan to enable the Company to continue in the entertainment
business. There are no guarantees that the Company will be successful in
raising any required and additional capital investment, nor implementing
any proposed plan.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
Sales of Unregistered Securities
None.
Item 3. Default Upon Senior Securities
None.
Item 4. Submission of matters To a Vote of Security Holders
None.
Item 5. Other Information.
None.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Reports on Form 8-K: None
Exhibits: None.
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.
CYBER MARK INTERNATIONAL CORP.
Dated: May 13, 2002 By: /s/ Ian McIntyre
Ian McIntyre
Title: President
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