FORM 10Q-SB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE THREE MONTHS ENDED COMMISSION FILE NUMBER
MARCH 31, 2003 333-51880
NEW MEDIUM ENTERPRISES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 11-3502174
(STATE OF OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
1510 51 ST., BROOKLYN, NEW YORK 11219
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) ZIP CODE
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (718) 435-5291
INDICATE BY CHECK MARK 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 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 ISSUER HAS FILED ALL DOCUMENTS AND REPORTS
REQUIRED TO BE FILED BY SECTIONS 2, 13 OR 15(D) OF THE SECURITIES ACT OF 1934
SUBSEQUENT TO THE DISTRIBUTION OF SECURITIES UNDER A PLAN CONFIRMED BY A COURT.
YES [_] NO [X]
APPLICABLE ONLY TO CORPORATE ISSUERS:
INDICATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF
COMMON STOCK, AS OF THE LATEST PRACTICABLE DATE.
COMMON STOCK $.001 PAR VALUE, 18,429,444
(TITLE OF CLASS) (SHARES OUTSTANDING AT May 26, 2003)
Page 1
NEW MEDIUM ENTERPRISES, INC.
FORM 10Q-SB
THREE MONTHS ENDED MARCH 31, 2003
z INDEX
Z INDEX
PAGE
PART I FINANCIAL INFORMATION
ITEM 1 BALANCE SHEET, MARCH 31, 2003 2
STATEMENT OF CASH FLOW, MARCH 31, 2003 3
STATEMENT OF OPERATIONS FOR THE
PERIOD ENDED MARCH 31, 2003 4
STATEMENT OF STOCKHOLDERS EQUITY MARCH 31, 2003 5
NOTES TO FINANCIAL STATEMENTS 7
MANAGEMENT'S DISCUSSION AND
ANALYSIS OF RESULTS OF OPERATIONS 9
PART II OTHER INFORMATION - ITEMS 1-6 9
SIGNATURES 9
Page 2
NEW MEDIUM ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET (UNAUDITED)
AS AT March 31, 2003
ASSETS
------
MARCH 31, JUNE 30,
2,003 2002
----------- -----------
CURRENT ASSETS
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . 626,237 734,984
Investment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76,620 10,920
Prepaid expenses and taxes . . . . . . . . . . . . . . . . . . . . . . . . . 1,978 1,740
----------- -----------
Total Current Assets. . . . . . . . . . . . . . . . . . . . . . . . . 704,835 747,644
Property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 34,895
less: Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . 0 (17,450)
----------- -----------
Net Book Value. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 17,445
Deferred tax asset . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 0
Other assets- security deposits. . . . . . . . . . . . . . . . . . . . . . . 0 3,600
----------- -----------
Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 704,835 768,689
LIABILITIES AND STOCKHOLDERS' EQUITY
- -------------------------------------------------------------------------------
CURRENT LIABILITIES
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22,060 28,000
Due to shareholders. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 989
----------- -----------
Total Current Liabilities . . . . . . . . . . . . . . . . . . . . . . 22,060 28,989
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock, $.001 par value, Authorized 10,000,000 shares ; none issued
Common stock, $.001 par value, Authorized 100,000,000 shares;
Issued and outstanding 18,429,444 and 16,409,444. . . . . . . . . . . . . . . 18,429 16,419
Additional paid in capital. . . . . . . . . . . . . . . . . . . . . . . . . . 1,851,816 1,802,526
Accumulated other comprehensive gain (loss) . . . . . . . . . . . . . . . . . (2,501) (7,243)
Deficit accumulated during the development stage. . . . . . . . . . . . . . . (1,184,969) (1,072,002)
----------- -----------
Total Stockholders' Equity. . . . . . . . . . . . . . . . . . . . . . 682,775 739,700
----------- -----------
Total Liabilities and Stockholders' Equity. . . . . . . . . . . . . . . . . . . 704,835 768,689
Page 3
NEW MEDIUM ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
Statement of Cash Flow (UNAUDITED)
AS AT March 31, 2003
MARCH 31, MARCH 31,
2,003 2002
---------- --------
Cash flows from operating activities
Net loss . . . . . . . . . . . . . . . . . . . . (112,967) (6,222)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation. . . . . . . . . . . . . . . . 0 1,745
Changes in assets and liabilities:
accrued expenses . . . . . . . . . . . . (5,940) 0
Due to shareholders . . . . . . . . . . (989) 0
security deposits . . . . . . . . . . . 3,600 0
prepaid taxes. . . . . . . . . . . . . (238) 0
---------- - -------
Net cash used in operating activities . . . . . . . . (116,534) (4,477)
Cash flows from investing activities
Sale (purchase) of Investment-net . . . . . . . (60,958) 77,648
---------- --------
Net cash used in financing activities. . . . . . . . (177,492) 73,171
Cash flows from financing activities
Issuance of shares for services rendered. . . . . . 51,300 0
Sale of fixed asets . . . . . . . . . . . . . . . . 17,445 0
---------- --------
Net increase (decrease) in cash and cash equivalents (108,747) 73,171
---------- --------
Cash and cash equivalents, July 1,. . . . . . . . . . 734,984 678,211
---------- --------
Cash and cash equivalents, March 31,. . . . . . . . . 626,237 751,382
Page 4
NEW MEDIUM ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
Statement of Operations (UNAUDITED)
AS AT March 31, 2003
MARCH 31, MARCH 31,
2,003 2,002
----------- -----------
REVENUES. . . . . . . . . . . . 0 0
OPERATING EXPENSES
General and administrative. . . . . . . . . 79,023 7,586
Depreciation. . . . . . . . . . . . . . . . 0 1,745
----------- -----------
Total operating expenses . . . . . . . . 79,023 9,331
----------- -----------
Income (loss) from operations . . . . . (79,023) (9,331)
OTHER INCOME
Interest Income. . . . . . . . . . . . . . 1,440 2,408
Gains on investments . . . . . . . . . . . 0 701
----------- -----------
Loss before income taxes . . . . . . . . (77,583) (6,222)
Income tax benefit. . . . . . . . . . . . . . 0 0
----------- ------- ----
NET LOSS . . . . . . . . . . . . . . . . (77,583) (6,222)
LOSS PER COMMON SHARE- Basic and Diluted. . . (0.00) (0.00)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 16,564,829 16,409,444
Page 5
Retained Accumulated
Additional Earnings Other
Per Share Common Stock Paid-in (Accumulated Comprehensive
Amount Shares Amount Capital Deficit) Loss Totals
------ ------ ------ ------- -------- ---- ------
Balances, June 30, 2001 . . . . . . . . . . . 11,965,000 $ 11,965 $1,656,480 ($535,940) ($13,911) $1,118,594
Issuance of shares to officers, Oct. 2001 . . . 0.03 4,444,444 4,444 145,556 150,000
Issuance of shares for services rendered, . 0.05 10,000 10 490 500
April 2002
Comprehensive gain. . . . . . . . . . . . . . . . . 6,668 6,668
Net loss for period ended June 30, 2002 . . . . . . . (536,062) (536,062)
nces, June 30, 2002 . . . . . . . . . . .16,419,444 16,419 1,802,526 (1,072,002) (7,243) 739,700
Issuance of shares for services rendered, 0.03 2,010,000 2,010 49,290 51,300
March 2003
Comprehensive loss. . . . . . . . . . . . . . . . . . 4,742 4,742
Net loss for period ended March 31, 2003. . . . . (112,967) (112,967)
Balances, March 31, 2003. . . . . . . . . . . . . 18,429,444 18,429 1,851,816 (1,184,969) (2,501) 682,775
Page 6
NEW MEDIUM ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
Statement of Stockholders Equity (UNAUDITED)
For Period From July 1, 2002 -March 31, 2003
Recent accounting pronouncements
The Financial Accounting Standards Board (FASB) issued FASB 133, Accounting for
Derivative Instruments and Hedging Activities, The Company does not engage in
derivative or hedging activities and does not expect the adoption of this new
pronouncement to have a material effect, if any, on its financial condition or
results of operations. .
NOTE 3- LIQUIDITY & PROFITABILITY
As reflected in the accompanying financial statements, the Company incurred a
loss for the current period and expects to incur a loss in the next fiscal
period. Based upon the cash utilization rate and the plans for joint ventures
and acquisitions, it is managements opinion that the current capital base is
sufficient to maintain the Company for at least the following year.
NOTE 4 INCOME TAXES
The Company accounts for income taxes in accordance with Statement of Financial
Accounting Standards No. 109 , (SFAS 109) " Accounting for Income Taxes." Under
the asset and liability method, deferred income taxes are recognized for the tax
consequences of "temporary differences" by applying enacted statutory tax rates
applicable to future years to differences between the financial statements
carrying amounts and the tax bases of existing assets and liabilities. Under
SFAS 109, deferred tax assets may be recognized for temporary differences that
will result in deductible amounts in future periods. A valuation allowance is
recognized, if on the weight available evidence, it is more likely than not that
some portion or all of the deferred tax asset will not be realized. The Company
established a 100% valuation allowance equal to the net deferred tax assets, as
the Company could not conclude that it was more likely than not that the
deferred tax asset would be realized
NOTE 5-ACCRUED EXPENSES
Accrued expenses consist of professional and office expenses.
NOTE 6 COMMITMENTS AND CONTINGENCIES
The Company is currently occupying the office of its President rent free.
Page 7
NEW MEDIUM ENTERPRISES, INC.
(A DEVELOPMENT STAGE COMPANY)
Notes to Financial Statements (UNAUDITED)
For Period ending -March 31, 2003
Legal Proceedings
There are no material legal proceedings to which the Company is a party to or
which any of their property is subject.
NOTE 7 STOCKHOLDERS' EQUITY
On March 31, 2003 the Company issued 2,000,000 common shares to its President in
lieu of compensation . The shares were valued at $50,000.
In addition on that same day the Company issued 10,000 common shares to a
consultant. The shares were valued at $300, which approximates the fair value of
the stock.
Page 8
Management Discussion & Analysis:
the company has been in negotiations with several acquisition targets in an
attempt to find a suitable acquisition for our Company. While Management is
optimistic that a suitable target will emerge, there is no assurance that such
acquisition will be consummated, and further in the event of an acquisition,
that the company will be successful. To date no agreements have been entered
into.
AT MARCH 31, 2003, THE COMPANY'S CURRENT ASSETS AMOUNTED TO $704,835 WHILE
CURRENT LIABILITIES AMOUNTED TO $22,060.
PART II OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS - NONE
ITEM 2 CHANGES IN SECURITIES - NONE
ITEM 3 DEFAULTS UPON SENIOR SECURITIES - NONE
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS - NONE
ITEM 5 OTHER INFORMATION - NONE
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K - 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.
NEW MEDIUM ENTERPRISES, INC.
BY: /S/ ETHEL SCHWARTZ
-------------------------------------
ETHEL SCHWARTZ
PRESIDENT, TREASURER AND DIRECTOR
DATE: MAY 6, 2003
Page 9