UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
---------------------------------------------------------------
For the Quarter Ended July 31, 2004, Commission File Number 0-32887
MYOCASH, INC.
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(Exact name of Registrant as specified in its charter)
Nevada n/a
--------------------------- ----------------------------------
(State of Incorporation) (I.R.S. Employer Indentification Number)
14 Pico Crescent, Thornhill, Ontario L4J 8P4
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(address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (905) 731-0189
Not Applicable
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(Former name, address, or fiscal year if changed since last report)
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 and 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
------------ ------------
The total number of shares outstanding of the issuer's common shares, par
value $ .001 as of the date of this report, follow:
6,250,000
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
MYOCASH, INC.
INTERIM FINANCIAL STATEMENTS
July 31, 2004
(UNAUDITED)
MYOCASH, INC.
INTERIM BALANCE SHEET
AS AT July 31, 2004
(UNAUDITED)
July 31, October 31,
2004 2003
(UNAUDITED) (AUDITED)
ASSETS
Current Assets
Cash ...............................................$ -- $ --
-------- ---------
Total Current Assets .............................. -- --
-------- ---------
OTHER - AT COST
Goodwill .............................................. -- --
Incorporation costs ................................... -- --
-------- ---------
Total Other Assets -- --
-------- ---------
TOTAL ASSETS $ -- $ --
======== =========
</Table>
The accompanying notes are an integral part of these financial statements.
<Page>
MYOCASH, INC.
INTERIM BALANCE SHEET
AS AT July 31, 2004
(UNAUDITED)
July 31, October 31,
2004 2003
(UNAUDITED) (AUDITED)
LIABILITIES
Accounts payable ...................................$ 1,500 $ 1,500
LONG-TERM
Due to shareholders -- --
-------- ---------
Total Liabilities .................................. 1,500 1,500
-------- ---------
STOCKHOLDERS' EQUITY
Preferred stock, authorized 5,000,000 shares par value
$ .001, none outstanding
Common stock, authorized 50,000,000 shares, par value
$ .001 - 6,250,000 issued and outstanding,
(October 31, 2002 - 6,250,000 6,250 6,250
Additional paid-in capital .. -- --
Deficit, accumulated during the development stage (7,750) (7,750)
------- ---------
(1,500) (1,500)
------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ -- $ --
======= =========
</Table>
The accompanying notes are an integral part of these financial statements.
<Page>
MYOCASH, INC.
INTERIM STATEMENT OF OPERATIONS
For the Nine Months Ended July 31, 2004
(UNAUDITED)
FROM
INCEPTION
(Nov 17, 2000)
THREE MONTHS ENDED NINE MONTHS ENDED TO
July 31, July 31, July 31,
2004 2003 2004 2003 2004
REVENUE ...................$ -- $ -- .$. --... $ -- $ --
------- ------- -------- -------- --------
OPERATING EXPENSES
Professional fees -- -- -- -- 1,500
Amortization expenses -- -- -- -- --
General and administrative -- -- -- -- 6,250
------- ------- -------- -------- --------
Total Operating Expenses -- -- -- -- 7,750
------- ------- -------- -------- --------
NET LOSS FROM OPERATIONS $ -- $ -- $ -- $ -- $ (7,750)
======= ======= ======== ======== ========
Weighted Average Number of
Common Shares Outstanding 6,250,000 6,250,000 6,250,000 6,250,000
========= ========= ========= =========
Net Loss Per Share $ -- $ -- $ -- $ --
======= ======= ======= ======
The accompanying notes are an integral part of these financial statements.
MYOCASH, INC.
INTERIM STATEMENT OF CASH FLOWS
For the Nine Months Ended July 31, 2004
(UNAUDITED)
FROM
INCEPTION
(Nov 17, 2000)
NINE MONTHS ENDED TO
July 31, July 31,
2004 2003 2004
Cash Flows From Operating Activities
Net income(loss) for the period ..........$...--... $ -- $ (7,750)
-------- -------- --------
Adjustments to reconcile net loss to net
cash in operating activities:
Stock issued for services ..... -- -- 5,705
Stock issued for reimbursement
of incorporation costs -- -- 545
Changes in assets and liabilities
Accounts receivable ....................--...... -- --
Accounts payable ...................... --...... -- 1,500
-------- -------- -------
-- -- 7,750
-------- -------- -------
Net Cash Provided By(Used in)
Operating Activities -- -- --
-------- -------- -------
Cash Flows From Investing Activities
Purchase of goodwill ........................ -- -- --
Incorporation costs ........................ -- -- --
-------- -------- -------
Net Cash Used in Investing Activities ........-- -- --
-------- -------- -------
Cash Flow From Financing Activities
Advances from shareholders ...................-- -- --
Issuance of common stock .....................--...... -- --
-------- -------- -------
-- -- --
-------- -------- -------
Increase(decrease) in Cash .............. -- -- --
Cash and Cash Equivalents - Beginning of
period -- -- --
-------- -------- -------
Cash and Cash Equivalents - End of
period ........ $ -- $ -- $ --
======== ======== =======
Supplementary Information
Interest paid ..........................$ -- $ -- $ --
======== ======== ========
Taxes paid .............................$...--... $ -- $ --
======== ======== ========
The accompanying notes are an integral part of these financial statements.
MYOCASH, INC.
INTERIM STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
From Inception(November 17, 2000) to July 31, 2004
(UNAUDITED)
Deficit
Accumulated
Additional During the
Common Stock Paid-In Development
Shares Amount Capital Stage Totals
---------------------------------------------------------------
Balance - November
17, 2000 -- $ -- $ -- $ -- $ --
Stock issued for
services 4,455,000 4,455 -- -- 4,455
Stock issued for
incorporation costs 545,000 545 -- -- 545
Net loss for period (5,000) (5,000)
--------- ------- --------- -------- --------
BALANCE - October 31,
2001 5,000,000 5,000 -- (5,000) --
Stock issued for
services 1,250,000 1,250 -- -- 1,250
Net loss for
year -- -- -- (2,000) (2,000)
---------- ------- --------- -------- --------
Balance - October
31, 2002 6,250,000 6,250 -- (7,000) (750)
Net loss for
year -- -- -- (750)) (750)
---------- ------- --------- -------- --------
Balance - October
31, 2003 6,250,000 6,250 -- (7,750) (1,500)
Net loss - July
31, 2004 -- -- -- -- --
---------- ------- --------- -------- --------
Balance - July
31, 2004 6,250,000 $ 6,250 $ -- $ (7,750) $ (1,500)
========== ======= ======== ======== ========
The accompanying notes are an integral part of these financial statements.
MYOCASH, INC.
(A Development Stage Company)
Notes To Interim Financial Statements
July 31, 2004
(UNAUDITED)
Note 1 - Organization and Summary of Significant Accounting Policies:
Nature of Business
MYOCASH, INC., (the "Company") was incorporated on November 17, 2000 under
the laws of the State of Nevada. The Company's primary business operations are
to and engage in the acquisition of a technology based company. The Company is
searching for a viable entity upon which to merge and/or acquire. The Company
intends on going public in order to raise the funds required in order to fulfill
its business objectives.
The Company's fiscal year end is October 31,
Basis of Presentation
Development Stage Company
The Company has not earned any revenue from limited principal operations.
Accordingly, the Company's activities have been accounted for as those of a
Development Stage Enterprise' as set forth in Financial Accounting Standards
Board Statement No. 7 ("SFAS 7"). Among the disclosures required by SFAS 7 are
that the Company's financial statements be identified as those of a development
stage company, and that the statements of operations, stockholders" equity
(deficit) and cash flows disclose activity since the date of the Company's
inception.
Basis of Accounting
The accompanying financial statements have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting principles.
Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect certain reported amounts and disclosures. Accordingly,
actual results could differ from those estimates.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considered all
cash and other highly liquid investments with initial maturities of three months
or less to be cash equivalents.
MYOCASH, INC.
(A Development Stage Company)
Notes To Interim Financial Statements
July 31, 2004
(UNAUDITED)
Net earning (loss) per share
Basic and diluted net loss per share information is presented under the
requirements of SFAS No. 128, Earnings per Share. Basic net loss per share is
computed by dividing net loss by the weighted average number of shares of common
stock outstanding for the period, less shares subject to repurchase. Diluted net
loss per share reflects the potential dilution of securities by adding other
common stock equivalents, including stock options, shares subject to repurchase,
warrants and convertible preferred stock, in the weighted-average number of
common shares outstanding for a period, if dilutive. All potentially dilutive
securities have been excluded from the computation, as their effect is
anti-dilutive.
Income Taxes
The Company accounts for income taxes under SFAS No. 109, which requires
the asset and liability approach to accounting for income taxes. Under this
method, deferred tax assets and liabilities are measured based on differences
between financial reporting and tax bases of assets and liabilities measured
using enacted tax rates and laws that are expected to be in effect when
differences are expected to reverse.
Note 2 - Capital Stock Transactions
The authorized capital common stock is 50,000,000 shares of common stock at
$.001 par value. The Company has issued 6,250,000 of common stock of which
5,705,000 was for services rendered as administrative expenses by the founders
at a cost of $5,705 and $ 545 for incorporation costs which were expensed in the
prior fiscal years ended October 31, 2002 and October 31, 2001.
..
MYOCASH, INC.
(A Development Stage Company)
Notes To Interim Financial Statements
July 31, 2004
(UNAUDITED)
Note 3 - Going Concern:
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern. The Company operations are in the development stage
and the Company has generated no income. The future success of the Company is
likely dependent on its ability to attain additional capital to develop its
proposed products and ultimately, upon its ability to attain future profitable
operations. There can be no assurance that the Company will be successful in
obtaining such financing, or that it will attain positive cash flow from
operations.
Note 4 -Income Taxes
There has been no provision for U.S. federal, state, or foreign income
taxes for any period because the Company has incurred losses in all periods and
for all jurisdictions.
Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes. Significant components of
deferred tax assets are as follows:
Deferred tax assets
Net operating loss carryforwards $ 7,750
Valuation allowance for deferred tax assets (7,750)
-------
Net deferred tax assets $ -
=======
Realization of deferred tax assets is dependent upon future earnings, if
any, the timing and amount of which are uncertain. Accordingly, the net deferred
tax assets have been fully offset by a valuation allowance. As of July 31,
2004, the Company had net operating loss carryforwards of approximately $ 7,750
for federal and state income tax purposes. These carryforwards, if not utilized
to offset taxable income begin to expire in 2017. Utilization of the net
operating loss may be subject to substantial annual limitation due to the
ownership change limitations provided by the Internal Revenue Code and similar
state provisions. The annual limitation could result in the expiration of the
net operating loss before utilization.
Item 2: Management's Discussion and Analysis or Plan Of Operation
THE FOLLOWING DISCUSSION OF THE RESULTS OF OUR OPERATIONS AND FINANCIAL
CONDITION SHOULD BE READ IN CONJUNCTION WITH OUR FINANCIAL STATEMENTS AND THE
NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT. EXCEPT FOR THE HISTORICAL
INFORMATION CONTAINED HEREIN, THE DISCUSSION CONTAINED IN THIS REPORT CONTAINS
"FORWARD-LOOKING STATEMENTS" THAT INVOLVE RISK AND UNCERTAINTIES. THESE
STATEMENTS MAY BE IDENTIFIED BY THE USE OF FORWARD-LOOKING TERMINOLOGY SUCH AS
"BELIEVES," "EXPECTS," "MAY," "WILL," "SHOULD" OR "ANTICIPATES" OR THE NEGATIVE
THEREOF OR SIMILAR EXPRESSIONS OR BY DISCUSSIONS OF STRATEGY. THE CAUTIONARY
STATEMENTS MADE IN THIS REPORT SHOULD BE READ AS BEING APPLICABLE TO ALL RELATED
FORWARD-LOOKING STATEMENTS WHEREVER THEY APPEAR IN THIS REPORT. OUR ACTUAL
RESULTS COULD DIFFER MATERIALLY FROM THOSE DISCUSSED IN THIS REPORT.
Results of Operations
For the nine months ended July 31, 2004, the Company has not generated any
revenues. Management's efforts to date have been devoted to focusing on raising
capital in order to fulfil its business objectives. To date, management has been
unsuccessful. The Company has incurred operating losses to date of $7,750 and
will continue to incur losses until such time as an acquisition candidate is
identified and, even if successful in acquiring a business or consummating a
business combination, there can be no assurance that this business will be
profitable.
Liquidity and Capital Resources
The Company has no cash. The investigation of prospective financing
candidates involves the expenditure of capital. The Company will likely have to
look to Mr. Marvin Winick or to third parties for additional capital. There can
be no assurance that the Company will be able to secure additional financing or
that the amount of any additional financing will be sufficient to conclude its
business objectives or to pay ongoing operating expenses.
ITEM 3. CONTROLS AND PROCEDURES
(a) Within the 90-day time period prior to filing this report, we conducted
as an evaluation of the effectiveness of our "disclosure controls and
procedures," as that phrase is defined in Rules 13a-14(c) and 15d-14(c) under
the Securities Exchange Act of 1934. The evaluation was carried out under the
supervision and with the participation of management, including our President.
Based on and as of the date of that evaluation, our President have
concluded that our disclosure controls and procedures are effective in timely
alerting him to material information required to be disclosed in the reports we
file with or submit to the Securities and Exchange Commission ("SEC") under the
Securities Exchange Act of 1934, and in ensuring that the information required
to be disclosed in those filings is recorded, processed, summarized and reported
within the time periods specified in the SEC's rules and forms.
Nothwithstanding the foregoing, there can be no assurance that the
Company's disclosure controls and procedures will detect or uncover all failures
of persons within the Company to disclose material information otherwise
required to be set forth in the Company's periodic reports. There are inherent
limitations to the effectiveness of any system of disclosure controls and
procedures, including the possibility of human error and the circumvention or
overriding of the controls and procedures. Accordingly, even effective
disclosure controls and procedures can only provide reasonable, not absolute,
assurance of achieving their control objectives.
(b) Subsequent to the date of the evaluation, there were no significant
changes in internal controls or in other factors that could significantly affect
the internal controls, including any corrective actions taken with regard to
significant deficiencies and material weaknesses.
PART II - OTHER INFORMATION
Item 1: Legal Proceedings
There are no legal proceedings applicable.
Item 2: Changes in Securities and Use of Proceeds
Not Applicable
Item 3: Defaults upon Senior Securities
Not Applicable.
Item 4: Submission of Matters to a Vote of Security Holders
Not Applicable
Item 5: OTHER INFORMATION
None
Item 6: Exhibits and Reports on Form 8-K
Exhibit 11 - Computation of earnings per common share - see Statement
Of Operations
Reports on Form 8-K - None
Exhibit 31 & 32 Certifications
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.
MYOCASH, INC.
BY: /s/ Marvin Winick
-------------------------------
Marvin Winick, President
Dated: December 7, 2004
Exhibit 31.1
CERTIFICATION PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
I, Marvin N. Winick, certify that;
1. I have reviewed this quarterly report on Form 10-QSB of Myocash, Inc.
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registration as of, and for, the periods presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and have:
a) designed such disclosure controls and procedure to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our evaluation
as of the Evaluation Date;
5. I have disclosed, based on our most recent evaluation, to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. I have indicated in this quarterly report whether there were significant
changes in internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies and
material weaknesses.
/s/ Marvin Winick
---------------------------------------------
Marvin Winick
President
December 7, 2004
EXHIBIT 32.1
CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the Quarterly Report of Myocash, Inc., a Nevada
corporation (the "Company"), on Form 10-QSB for the quarter ending July 31, 2004
as filed with the Securities and Exchange Commission (the "Report"), I, Marvin
N. Winick President & CEO, of the Company, certify, pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350), that to my knowledge:
1. The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material
respects, the financial condition and result of operations of the Company.
/s/ Marvin Winick
-------------------------------------------
Marvin N. Winick
President & CEO
December 7, 2004.