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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended September 30, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to __________
Commission File Number: 0-30872
WHITELIGHT TECHNOLOGIES, INC.
(Exact name of Registrant as specified in charter)
NEVADA 33-0910363
State or other jurisdiction of I.R.S. Employer I.D. No.
incorporation or organization
1516 BROOKHOLLOW DRIVE, SUITE D, SANTA ANA, CA 92705
Address of principal executive offices Zip Code
Issuer's telephone number, including area code: (714) 430-9209
Check whether the Issuer (1) has filed all reports required to be
filed by section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such
fling requirements for the past 90 days. (1) Yes [X] No [ ]
(2) Yes [X] No [ ]
State the number of shares outstanding of each of the Issuer's
classes of common equity as of the latest practicable date: At
November 2, 2001, there were 1,100,000 shares of the Registrant's
Common Stock outstanding.
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PART I
ITEM 1. FINANCIAL STATEMENTS
The condensed financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company
believes that the disclosures are adequate to make the
information presented not misleading.
In the opinion of the Company, all adjustments, consisting
of only normal recurring adjustments, necessary to present fairly
the financial position of the Company as of September 30, 2001,
and the results of its operations and changes in its financial
position from May 10, 2000, through September 30, 2001, have been
made. The results of its operations for such interim period is
not necessarily indicative of the results to be expected for the
entire year. These condensed financial statements should be read in
conjunction with the financial statements and notes thereto included
in the Company's annual report on Form 10-KSB for the year ended
December 31, 2000.
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Whitelight Technologies, Inc.
(A Development Stage Company)
Balance Sheet
September December
30, 2001 31, 2000
(Unaudited)
Assets
Current Assets
Cash $ 275 $ 7,127
Interest Receivable 90 -
Note Receivable 1,200 -
-------- --------
Total Assets $ 1,565 $ 7,127
======== ========
Liabilities & Stockholders' Equity
Current Liabilities
Interest Payable $ 2,297 $ 1,044
Note Payable - Related Party (Note 4) 16,700 16,700
-------- --------
Total Current Liabilities 18,997 17,744
Stockholders' Equity
Common Stock, 100,000,000 Shares
Authorized at $.001 Par Value;
1,100,000 Shares Issued and Outstanding 1,100 1,100
Capital in Excess of Par Value 9,900 9,900
Deficit Accumulated in the Development Stage (28,432) (21,617)
--------- ---------
Total Stockholders' Equity (17,432) (10,617)
--------- ---------
Total Liabilities & Stockholders' Equity $ 1,565 $ 7,127
========= =========
See accompanying notes to financial statements.
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Whitelight Technologies, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)
For the period
For the Three For the Three For the Nine For the Nine May, 10, 2000
Months Ended Months Ended Months Ended Months Ended (Inception)
September 30, September 30, September 30, September 30, September 30,
2001 2000 2001 2000 2001
REVENUE
Interest Revenue $ 30 $ - $ 90 $ - $ 90
EXPENSES
General and Administrative $ 950 $ 13,798 $ 5,652 $ 19,663 $ 26,224
Interest Expense 418 418 1,254 627 2,298
--------- --------- --------- --------- ---------
Total Expenses 1,368 14,216 6,906 20,290 28,522
NET INCOME (LOSS)
- Before Taxes $ (1,338) $ (14,216) $ (6,816) $ (20,290) $ (28,522)
--------- --------- --------- --------- ---------
Taxes (Note 2) - - - - -
--------- --------- --------- --------- ---------
INCOME (LOSS) $ (1,338) $ (14,216) $ (6,816) $ (20,290) $ (28,432)
========= ========= ========= ========= =========
Loss Per Common Share
(Note 1) - $ (0.01) $ (0.01) $ (0.02)
Average Outstanding Shares
(Note 1) 1,100,000 1,100,000 1,100,000 995,567
See accompanying notes to financial statements.
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Whitelight Technologies, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
From May
For the Nine For the Nine 10, 2000
Months Ended Months Ended (Inception)
September 30, September 30, to September
2001 2000 30, 2001
Cash Flows from Operating Activities
Net (Loss) $ (6,816) $ (20,290) $ (28,432)
Adjustments to Reconcile Net Loss to
Net Cash
(Increase) in Accounts/Interest Receivable (1,290) - (1,290)
Increase in Accounts/ Interest Payable 1,254 627 2,297
Expenses Paid by Stock Issuance - 5,600 5,600
--------- --------- ---------
Net (Used) by Operating Activities (6,852) (14,063) (21,825)
Cash Flows from Investing Activities - - -
--------- --------- ---------
Cash Flows from Financing Activities
Issuance of Common Stock for Cash - 5,400 5,400
Issuance of Note Payable for Cash - 16,700 16,700
--------- --------- ---------
Net Cash Provided by Financing Activities - 22,100 22,100
--------- --------- ---------
Increase (Decrease) in Cash and
Cash Equivalents (6,852) 8,037 275
Cash and Cash Equivalents at
Beginning of Period 7,127 - -
--------- --------- ---------
Cash and Cash Equivalents at End of Period $ 275 $ 8,037 $ 275
========= ========= =========
Disclosure from Operating Activities
Interest $ - $ - $ -
Taxes - - -
See accompanying notes to financial statements.
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Whitelight Technologies, Inc.
(A Development Stage Company)
Notes to the Financial Statements
September 30, 2001
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Organization and Business - Whitelight Technologies, Inc. (the
"Company") was incorporated in Nevada on May 10, 2000, as
Whitelight Technologies, Inc. for the purpose of seeking and
consummating a merger or acquisition with a business entity
organized as a private corporation, partnership, or sole
proprietorship.
Cash and Cash Equivalents - The Company considers all highly liquid
investments with maturities of three months or less to be cash
equivalents. All cash is currently held in trust by the
Company's attorney.
Earnings (Loss) Per Share - The computation of earnings per share
of common stock is based on the weighted average number of shares
outstanding at the date of the financial statements.
NOTE 2 -INCOME TAXES
The Company adopted Statement of Financial Standards No. 109
"Accounting for Income Taxes" in the fiscal year ended December 31,
2000.
Statement of Financial Accounting Standards No. 109 " Accounting
for Income Taxes" requires an asset and liability approach for
financial accounting and reporting for income tax purposes. This
statement recognizes (a) the amount of taxes payable or
refundable for the current year and (b) deferred tax liabilities
and assets for future tax consequences of events that have been
recognized in the financial statements or tax returns.
Deferred income taxes result from temporary differences in the
recognition of accounting transactions for tax and financial
reporting purposes. There were no temporary differences for the
current year accordingly, no deferred tax liabilities have been
recognized.
No provision for income taxes has been recorded due to net
operating loss carryforward totaling approximately $22,000 that
will be offset against future taxable income. The NOL
carryforward begins to expire in the year 2020. No tax benefit
has been reported in the financial statements.
Deferred tax assets and the valuation account at December 31,
2000 is as follows:
Deferred tax asset:
NOL carryforward $ 6,600
Valuation allowance $ (6,600)
--------
Total $ -
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Whitelight Technologies, Inc.
(A Development Stage Company)
Notes to the Financial Statements
September 30, 2001
NOTE 3 - USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect reported amounts of
assets and liabilities, disclosure of contingent assets and
liabilities at the date of the financial statements and revenues
and expenses during the reporting period. In these financial
statements, assets, liabilities and earnings involve extensive
reliance on management's estimates. Actual results could differ
from those estimates.
NOTE 4 - NOTE PAYABLE - RELATED PARTY
The Company issued a promissory note in the amount of $16,700 to
Mezzanine Capital Ltd. on May 18, 2000. The note is unsecured
and carries an interest rate of 10% per annum to begin accruing
on the date of the note. The principal and interest of the note
shall be due and payable on May 18, 2002.
NOTE 5 - COMMON STOCK TRANSACTIONS
The Company has issued 560,000 shares of common stock for
services performed in organizing the Company.
NOTE 6 - NOTE RECEIVABLE - RELATED PARTY
During the first quarter of 2001, the Company loaned to a
Corporation who is a shareholder in the Company. The receivable
is unsecured and is bearing an interest rate of 10% per annum.
The note receivable is due on demand. As of September 30, 2001,
accrued interest amounts to $90.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATION
The Company is a development stage company. Since its
inception, the Company has had no operations. The Company was
organized for the purpose of engaging in any lawful activity
permitted under Nevada state law; however, the Company does not
have any significant cash or other material assets, nor does it
have an established source of revenues sufficient to cover
operating costs and to allow it to continue as a going concern.
The Company intends to take advantage of any reasonable business
proposal presented which management believes will provide the
Company and its stockholders with a viable business opportunity.
The board of directors will make the final approval in
determining whether to complete any acquisition, but will submit
the proposal to the shareholders for final approval.
The original shareholders contributed a total of $5,400 in
cash and $5,600 in services as capital contributions for stock of
the Company. Mezzanine Capital Ltd., an entity of which Eric C.
Bronk, the sole director and an executive officer of the Company,
is an executive officer and director, loaned $16,700 to the
Company at its inception for operating expenses.
The investigation of specific business opportunities and the
negotiation, drafting, and execution of relevant agreements,
disclosure documents, and other instruments will require
substantial management time and attention and will require the
Company to incur costs for payment of accountants, attorneys, and
others. If a decision is made not to participate in or complete
the acquisition of a specific business opportunity, the costs
incurred in a related investigation will not be recoverable.
Further, even if an agreement is reached for the participation in
a specific business opportunity by way of investment or
otherwise, the failure to consummate the particular transaction
may result in a the loss to the Company of all related costs
incurred.
Currently, management is not able to determine the time or
resources that will be necessary to locate and acquire or merge
with a business prospect. There is no assurance that the Company
will be able to acquire an interest in any such prospects,
products, or opportunities that may exist or that any activity of
the Company, regardless of the completion of any transaction,
will be profitable. If and when the Company locates a business
opportunity, management of the Company will give consideration to
the dollar amount of that entity's profitable operations and the
adequacy of its working capital in determining the terms and
conditions under which the Company would consummate such an
acquisition. Potential business opportunities, no matter which
form they may take, will most likely result in substantial
dilution for the Company's shareholders due to the likely
issuance of stock to acquire such an opportunity.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this report
to be signed on its behalf by the undersigned hereunto duly
authorized.
Whitelight Technologies, Inc.
/s/ Eric Chess Bronk
Date: November 9, 2001 By: Eric Chess Bronk, President and
Principal Financial and Accounting Officer