United States
Securities and Exchange Commission
Washington, DC 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarter Ended Commission File Number
March 31, 2002 333-51180
OFFICE MANAGERS, INC.
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(Exact name of registrant as specified in its charter)
NEVADA
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(State or other jurisdiction of incorporation or organization)
87-0661638
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(I.R.S. Employer Identification No.)
136 East South Temple, Suite 1600, Salt Lake City, Utah 84111
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(Address of principal executive offices)
(801) 363-2656
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12 (b) of the Act: None
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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 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.
X Yes No
----- -----
State the number of shares outstanding of each of the registrants classes
of common equity, as of the latest practicable date.
Common stock, par value $.001; 29,500,000 shares outstanding
as of May 14, 2002
PART I - FINANCIAL INFORMATION
ITEM 1. Financial Statements
The accompanying balance sheets of Office Managers, Inc. (
development stage company) at March 31, 2002 and December 31, 2001, and
the related statement of operations and cash flows for the three months
ended March 31, 2002, and 2001 and the period September 19, 2000 to March
31, 2002 have been prepared by the Company's management in conformity
with generally accepted accounting principles in the United States of
America. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a
normal recurring nature.
Operating results for the three months ended March 31, 2002 are not
necessarily indicative of the results that can be expected for the year
ending December 31, 2002.
[This space intentionally left blank.]
OFFICE MANAGERS, INC.
( Development Stage Company)
BALANCE SHEETS
March 31, 2002 and December 31, 2001
==========================================================================
<Table>
<Caption>
Mar 31, Dec 31,
2002 2001
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ASSETS
CURRENT ASSETS
Cash $ 465,583 $ 35,161
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Total Current Assets $ 465,583 $ 35,161
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ - $ -
----------- -----------
Total Current Liabilities - -
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STOCKHOLDERS' EQUITY
Common stock
50,000,000 shares authorized, at $0.001
par value;
29,500,000 shares issued and outstanding 29,500 29,500
Capital in excess of par value 64,310 64,310
Stock subscriptions received - note 5 441,800 -
Deficit accumulated during the
development stage (70,027) (58,649)
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Total Stockholders' Equity 465,583 35,161
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$ 465,583 $ 35,161
=========== ===========
</Table>
The accompanying notes are an integral part of these financial statements.
OFFICE MANAGERS, INC.
( Development Stage Company)
STATEMENT OF OPERATIONS
For the Three Months Ended March 31, 2002 and 2001 and the
Period September 19, 2000 (Date of Inception) to March 31, 2002
==========================================================================
<Table>
<Caption>
Mar 31, Mar 31, Sept 19, 2000
2002 2001 to Mar 31, 2002
----------- ----------- -----------
REVENUES $ - $ - $ -
EXPENSES
Administrative 11,378 5,405 45,027
Development of web site -
preliminary project stage - - 25,000
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11,378 5,405 70,027
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NET LOSS $ (11,378) $ (5,405) $ (70,027)
=========== =========== ===========
NET LOSS PER COMMON SHARE
Basic $ - $ -
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AVERAGE OUTSTANDING SHARES
Basic (stated in 1000's) 29,500 29,500
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</Table>
The accompanying notes are an integral part of these financial statements
OFFICE MANAGERS, INC.
( Development Stage Company)
STATEMENT OF CASH FLOWS
For the Three Months Ended March 31, 2002 and 2001 and the
Period September 19, 2000 (Date of Inception) to March 31, 2002
==========================================================================
<Table>
<Caption>
Sept 19, 2000
Mar 31, Mar 31, to Mar 31,
2002 2001 2002
----------- ----------- -----------
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ (11,378) $ (5,405) $ (70,027)
Adjustments to reconcile net
loss to net cash provided by
operating activities
Change in accounts payable - 3,300 -
Issuance of capital stock
for web site - - 25,000
----------- ----------- -----------
Net Decrease in Cash
From Operations (11,378) (2,105) (45,027)
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CASH FLOWS FROM INVESTING
ACTIVITIES
- - -
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CASH FLOWS FROM FINANCING
ACTIVITIES
Stock subscriptions
received - note 5 441,800 - 441,800
Proceeds from issuance of
common stock - - 68,810
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Net Increase (Decrease) in Cash 430,422 (2,105) 465,583
Cash at Beginning of Period 35,161 43,800 -
----------- ----------- -----------
Cash at End of Period $ 465,583 $ 41,695 $ 465,583
=========== =========== ===========
NON CASH FLOWS FROM
OPERATING ACTIVITIES
Issuance of 6,000,000 common
shares for web site - 2000 $ 25,000
</Table>
The accompanying notes are an integral part of these financial statements.
OFFICE MANAGERS, INC.
( Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
==========================================================================
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
September 19, 2000 with authorized common stock of 50,000,000 shares at
$0.001 par value.
The Company was organized for the purpose of acquiring and developing a
web site on the World Wide Web devoted exclusively to the credit and
collections needs of small business and home office owners for the purpose
of delivering professional services and products over the internet.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
- ------------------
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
- ---------------
The Company has not adopted a policy regarding payment of dividends.
Income Taxes
- ------------
On March 31, 2002, the Company had a net operating loss carry forward of
$70,027. The tax benefit of approximately $21,008 from the loss carry
forward has been fully offset by a valuation reserve because the use of
the future tax benefit is doubtful since the Company has no operations.
The net operating loss will expire in 2022.
Basic Net Income (Loss) Per Share
- ----------------------------------
Basic net income (loss) per share amounts are computed based on the
weighted average number of shares actually outstanding.
Amortization of Web Site
- ------------------------
Costs of the preliminary development of the web site are expensed as
incurred and costs of the application and post- implementation are
capitalized and amortized over the useful life of the fully developed web
site.
OFFICE MANAGERS, INC.
( Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (Continued)
==========================================================================
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued
Financial Instruments
- ---------------------
The carrying amounts of financial instruments, including cash, are
considered by management to be their estimated fair values.
Comprehensive Income
- --------------------
The Company adopted Statement of Financial Accounting Standards No. 130.
The adoption of this standard had no impact on the total stockholder's
equity.
Concentration of Credit Risk
- ----------------------------
Financial instruments that potentially subject the Company to significant
concentration of credit risk consists of cash. Cash balances are
maintained in accounts that are not federally insured for amounts over
$100,000 but are otherwise in financial institutions of high credit
quality.
Recent Accounting Pronouncements
- --------------------------------
The Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact on its financial statements.
Estimates and Assumptions
- -------------------------
Management uses estimates and assumptions in preparing financial statements
in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of the assets
and liabilities, the disclosure of contingent assets and liabilities, and
the reported revenues and expenses. Actual results could vary from the
estimates that were assumed in preparing these financial statements.
3. ACQUISITION OF WEB SITE
On September 25, 2000 the Company acquired the web site and the domain name
"officemanagers.net", (which was in the preliminary development stage) from
Ambra Resources, Inc.(a related party), by the issuance of 6,000,000
common shares of the Company, for the purpose of pursuing its business
interest as outlined in note 1. The value of the web site was recorded
at $25,000, the acquisition cost to Ambra Resources, Inc., before the
sale to the Company.
OFFICE MANAGERS, INC.
( Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (Continued)
==========================================================================
Costs of the preliminary development of the web site are expensed as
incurred and costs of the application and post- implementation will be
capitalized and amortized over the useful life of the fully developed web
site.
4. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES
Officers-directors and Ambra Resources, Inc. have acquired 51 % of the
common stock issued. Ambra Resources, Inc. (an affiliate) received
6,000,000 common shares of the Company in exchange for the web site
outlined in note 3.
5. CAPITAL STOCK
Since its inception the Company has completed private placement offerings
of 23,500,000 common shares for $68,810.
The Company completed the filing of an offering for the sale of 2,000,000
to 6,000,000 units a $.10 per unit. Each unit consists of one share of
common stock, one redeemable A warrant to purchase an additional common
share at $.50 within one year, and one redeemable B warrant to purchase
an additional common share at $1.20 within five years.
On March 31, 2002, 4,418,000 units had been sold for $441,800 and placed
in escrow pending the closing of the offering.
6. CONTINUING LIABILITIES
On May 22, 2001, the Company entered into a service agreement with Media-
Comm Marketing International , Inc. to further develop the web site
acquired by the Company. The agreement will become effective on the
completion of the offering outlined in note 5.
ITEM 2. Plan of Operations
This Form 10-QSB contains certain forward-looking statements. For
this purpose any statements contained in this Form 10-QSB that are not
statements of historical fact may be deemed to be forward-looking
statements. Without limiting the foregoing, words such as "may," "will,"
"expect," "believe," "anticipate," "estimate" or "continue" or comparable
terminology are intended to identify forward-looking statements. These
statements by their nature involve substantial risks and uncertainties.
Actual results may differ materially depending on a variety of factors.
General
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Office Managers, Inc., (the "Company") is a start-up company and has
no operating history. Pursuant to a currently effective SB-2 registration
statement, the Company is publicly offering a minimum of 2,000,000 units
and a maximum of 6,000,000 units for sale at a price of $.10 per unit.
Each unit consists of one share of common stock, one redeemable A warrant
to purchase an additional common share within one year for $.50 per share
and one redeemable B warrant to purchase an additional common share within
five years for $1.20 per share. The SB-2 registration statement was
declared effective by the Securities and Exchange Commission on January 11,
2002 and may continue for up to 180 days. As of March 31, 2002, the
Company had received subscriptions to purchase 4,418,000 units. To date,
the Company has not yet broken escrow and no units have been issued. Once
the Company closes the offering it will make all arrangements necessary to
commence operations, as funds allow.
Office Managers, Inc., intends to create a comprehensive website
devoted to addressing the credit and collections needs of small business
and home office owners. Our approach will combine traditional professional
service referrals, customer service and office products with the cost
effective online medium. Our system will include:
. A national network of reliable, qualified professional service
providers in the areas of credit, collections and financing.
. A personalized professional customer service department to
interact with, provide referrals to, and address the credit and
collections needs of small business and home office owners.
. Automated online sales of business products in over ten different
categories including, office supplies, computer hardware and
software and furniture.
. Access to secure current national, international and industry
news.
. Online advertising.
The primary value driver of the Company's business model will be the
referral fees it collects from referrals to collections professionals. The
Company does not anticipate product sales to be a significant source of
income given that it will rely primarily on third parties to provide and
distribute these products. Moreover, the Company will not significantly
mark up product prices as it intends to sell the products at competitive
prices. Assuming the Company can generate sufficient traffic to its
website, the Company may also realize revenue from sales of advertising.
The Company does not anticipate advertising sales to generate significant
revenue because it does not intend to vigorously pursue advertising sales.
As the Company has not yet developed its referral network, there is
no assurance that there will be sufficient demand for its referral service
to allow the Company to operate profitably. Moreover, there is substantial
uncertainty whether the Company can convince a sufficient number of
professional collections agencies that the referrals it will provide will
be worth the referral fee they will pay to the Company. If the Company is
unsuccessful in creating demand or enrolling sufficient collections
professionals into its referral network, it is unlikely the Company can
operate profitably.
The Company's plan of operations for the next twelve months is to
finish fund raising through the SB-2 offering. In addition to providing
capital to help defray various start up expenditures, a principal use of
the offering proceeds will be to provide working capital necessary upon
commencement of operations until sufficient revenues are generated to cover
such operating expenditures. To commence active business operations the
Company will need to engage in a number of planning stage and preliminary
activities. These activities include purchasing and putting in place the
necessary electronic infrastructure to support the Company's website;
developing software to run both the website and the referral databases;
finishing construction of the website; negotiating agreements with product
suppliers; putting in place the necessary infrastructure to support the
Company's e-commerce operations, including order placement, secure payment,
and delivery systems; negotiating agreements for content production and
delivery; developing a sufficient referral network to begin operations,
including negotiating agreements with service providers on the terms
discussed herein; hiring and training sales and marketing and customer
service representatives; and formulating and implementing an aggressive
marketing campaign to drive the office management community to the
Company's website. The Company expects to have its website, including the
software to run it and its referral databases and e-commerce
infrastructure, operational within 90 days of completion of the offering at
a cost of approximately $85,000 to $100,000.
The Company currently has no employees other than its officers. The
Company anticipates the need to hire up to 15 employees within the next
twelve months. As needed, the Company expects to hire five
accounting/billing coordinators, three sales representatives, five customer
service representatives, an office manager, a secretary/ receptionist, and
an information technology specialist.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
No instruments defining the rights of the holders of any class of
registered securities have been materially modified, limited or qualified
during the quarter ended March 31, 2002.
The Company issued no securities, which were not registered under the
Securities Act of 1933, during the quarter ended March 31, 2002.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders during the
quarter ended March 31, 2002.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
Reports on Form 8-K
No reports on Form 8-K were filed or required to be filed during the
quarter ended March 31, 2002.
(B) Exhibits. The following exhibits are included as part of this
report:
None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this to be signed on its behalf by the
undersigned thereunto duly authorized.
Office Managers, Inc.
May 14, 2002 /S/ John M. Hickey
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John M. Hickey, President
May 14, 2002 /S/ John Ray Rask
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John Ray Rask, Secretary