SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the period ended March 31, 2004
OR
[ ] 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: 000-49622
CAP Central Access Point, Inc.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
Nevada 88-0504522
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(State or Other Jurisdiction (I.R.S. Employer Identification Number)
of Incorporation or Organization)
1973 N. Nellis Blvd., Suite 114, Las Vegas, Nevada 89115
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(Address of principal executive offices)
(702)595-7683
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(Registrant's Telephone Number, Including Area Code)
n/a
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(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report)
-i-
Indicate by check 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. Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check 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
the court. Yes [ ] No [ ] N/A
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of May 1, 2002: 13,065,851
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PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
The unaudited financial statements of CAP Central Access Point, Inc., as of and
for the six month period ended March 31, 2004, follow. In the opinion of
management, the financial statements fairly present the financial condition of
the Company.
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
(Unaudited)
(Unaudited)
ASSETS March 31,
2004
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Current Assets:
Cash $ 128
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Total Current Assets 128
------------
Total Assets $ 128
============
LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 652
Advances from Officers 2,700
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Total Current $ 3,352
Liabilities -
Stockholders' Equity:
Common stock, $.001 par value;
authorized 50,000,000 shares,
issued and outstanding 13,065,851
shares at June 30, 2003. 13,066
Paid-In Capital 24,827
Deficit Accumulated During
Development Stage (41,117)
------------
Total Stockholders' Equity (3,224)
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Total Liabilities
and Stockholders' Equity $ 128
============
See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
Six Months Six Months From Inception
Ended Ended (August 8, 2001) to
March 31, 2004 March 31, 2003 March 31, 2004
-------------- -------------- ----------------
(Unaudited) (Unaudited) (Unaudited)
Income: $ - $ - $ -
-------------- -------------- --------------
Total Income - -
Expenses:
Organizational costs $ - $ - $ 6,500
General and adminstrative 1,099 1,890 16,308
Consulting - - 10,000
Professional fees 1 538 708 8,309
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Total Expenses 2,637 2,598 (41,117
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Net Loss $ 2,637 $ (2,598) $ (41,117)
============== ============== ==============
Net Loss Per Common Share
(basic and fully dilutive) $ (0.00) $ (0.00)
============== ==============
Weighted Average Shares
Common Stock Outstanding 13,065,851 13,065,851
============== ==============
See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
FROM INCEPTION (AUGUST 8, 2001) THROUGH MARCH 31, 2004
(Unaudited)
Common Common
Stock Stock Paid-In Accumulated Total
Shares Amount Capital Deficit Equity
--------------- ----------- ---------- ------------ -----------
August 8, 2001; common stock issued for services;
valued at $.001 (par value) 2,500,000 $ 2,500 $ 100 $ - $ 2,600
September 7, 2001; common stock issued in connection
with its initial offering at $.00167 per share 10,200,000 10,200 6,800 - 17,000
Contribution to capital by founders - - 100 - 100
Net loss from inception (August 8, 2001)
through September 30, 2001 - - - (6,528) (6,528)
August 19, 2002; common stock issued in connection
witha private placement; at $.05 per share ($18,293) 365,851 366 17,927 - 18,293
Net loss for the year ended September 30, 2002
Net loss for the year ended September 30, 2003 - - - (2,637) (2,637)
--------------- ----------- ---------- ------------ -----------
Balances at March 31, 2004 13,065,851 $ 13,066 $ 24,827 $ (41,117) $ (3,224)
=============== =========== ========== ============ ===========
See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Six Months From Inception
Ended Ended (August 8, 2001) to
March 31, 2004 March 31, 2003 March 31, 2004
----------------- ----------------- -------------------
Cash Flows Used In Operating Activities:
Net Loss $ (2,637) $ (2,598) $ (41,117)
Expenses not requiring cash:
Common stock issued for services - - 2,500
Adjustments to Reconcile Net Los
to Cash Flows used in Operations:
Increase (decrease) in prepaid expenses - - -
(Increase) decrease in accounts payable (360) 360 -
-------------- -------------- --------------
Net Cash used in operating activities (1,985) (2,958) (37,965)
Cash Flows provided by Financing Activities:
Increase (decrease) in loans from officers 2,700 - 2,700
Contributions to capital from Company Stockholders (1,000) - 100
Common stock issued for cash - - 35,293
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Net Cash Provided by Financing Activities 1,700 - 38,093
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Net Decrease in Cash (285) (2,958) 128
Cash at Beginning of Period 413 14,368 -
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Cash at End of Period $ 128 $ 11,410 $ 128
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See Accompanying Notes to the Financial Statements.
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CAP CENTRAL ACCESS POINT, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 2004
1. ORGANIZATION AND ACCOUNTING POLICIES
CAP Central Access Point, Inc. (the Company), was organized on August 8,
2001 as a Nevada corporation, for the purpose of designing, manufacturing
and marketing an "Internet Connection Kiosk" (ICK). CAP Central Access
Point, Inc. is a development stage company and is currently in process of
structuring the Company's marketing plan, as well as designing and
engineering the "ICK". The Company's accounting policies are as follows:
forming
1. The Company uses the accrual method of accounting.
2. Earnings per share is computed using the weighted average number of
shares of common stock outstanding.
3. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
The Securities Exchange Commission (SEC) recently issued Financial
Reporting release No. 60, "Cautionary Advice Regarding Disclosure About
Critical Accounting Policies". The SEC defines the most critical accounting
policies as those that are most important to the portrayal of a company's
financial condition and operating results, and which require management to
make its most difficult and subjective judgments, often as a result from
the need to make estimates of matters that are inherently uncertain. Based
on this definition and the fact that the Company is a "development stage
company" and has only recently begun minimal operations, the Company's most
critical accounting policies would include the valuation of stock
transactions for services and capital obtained through the sale of common
stock. Both transactions are reflected in the Statement of Stockholders'
Equity. The Company will need to obtain sufficient financial resources to
carry out its intended plan of operations. Realization of asset values will
eventually be impacted by its ability to raise capital or commence
commercially profitable operations.
2. COMMON STOCK
On August 8, 2001, 2,500,000 shares were issued to the Company's founders
for services rendered in connection with preparation of the initial
registration statement and organization activities performed on behalf of
the Company. Currently the Company has authorized 50,000,000 shares common
stock with 12,700,000 shares issued and outstanding.
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3. PRIVATE PLACEMENT OF COMMON STOCK
On September 9, 2001, the Company completed a private placement, wherein
10,200,000 shares were issued at $.00167 per share; $17,000 was raised, all
of which was used for expenses related to the registration statement filed
on November 2, 2001. On August 19, 2002, the Company issued 365,851 shares
of common stock at $.05 per share ($18,293), finalizing their second
private placement. As of December 31, 2002, $5,729 of the total proceeds
was used for the Company's minimal general and administrative costs. The
majority of the remaining $12,564 balance will be utilized for future
operations. The Company will continue raising capital in this manner in
order to provide the financial resources necessary to bring operations to a
level of revenue production.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN
OF OPERATION
We have only recently organized and commenced operations, and have extremely
limited financial resources. We are considered to be a company in the
development stage, as we have no revenues from business operations. We expect to
raise additional capital over the next 12 months by selling our common stock or
perhaps other securities of the Company, but we have not formulated a specific
plan and have no commitments from any underwriter or prospective investor. When
we issue new equity securities, the proportionate ownership of then-existing
security holders will be diminished ("dilution"). If we do not succeed in
raising capital, our business may fail.
We have not yet determined the total amount of capital that will be needed to
fund our operations to the point of producing revenues. However, we do not plan
to incur any significant operating costs until such time as we have worked out a
detailed budget and cash flow projections, and have received commitments for the
required financing from private investors, underwriters, banks, venture capital
firms, or some combination of sources.
Initially, the primary marketing effort will continue to be the officers' direct
contacts with prospective location owners and managers, at nominal cost to the
company. The scope of implementation of our longer-term marketing strategy will
depend upon the success of our capital formation efforts, of which we are
currently uncertain. We believe a minimum expenditure on marketing during the
next 12 months of about $50,000 will be necessary in order to capture a
meaningful level of advertiser interest, and perhaps an additional $100,000 to
secure sufficient advertiser orders to produce a consistent revenue stream.
We had hoped to begin placements of fully-operational ICK units by the late
summer of 2002. However, we have experienced greater than expected difficulty in
securing capital, which we now believe may continue until the equity markets and
general investment climate for speculative investments improves. We cannot
predict when, if ever, such a market improvement will occur, but until we obtain
additional funding our activities will necessarily be limited to further
development efforts and limited marketing activities by our officers.
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On January 29, 2002 our registration statement under the Securities Act of 1933,
as amended, became effective. We are in the process of applying for listing on
the NASD Over-the-Counter Bulletin Board (OTC-BB) market. We expect that such
listing will facilitate our capital formation efforts, but we cannot be certain
of that result or even that we will be successful in achieving the listing.
ITEM 3. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Within the 90 days prior to the filing date of this report, the Company carried
out an evaluation of the effectiveness of the design and operation of its
disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. This
evaluation was done under the supervision and with the participation of the
Company's Chairman, President and General Counsel and Secretary. Based upon that
evaluation, they concluded that the Company's disclosure controls and procedures
are effective in gathering, analyzing and disclosing information needed to
satisfy the Company's disclosure obligations under the Exchange Act.
Changes in Internal Controls
There were no significant changes in the Company's internal controls or in other
factors that could significantly affect those controls since the most recent
evaluation of such controls.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 5. OTHER INFORMATION.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
None.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CAP CENTRAL ACCESS POINT, INC.
Date: May 20, 2004 By: /s/ Mark Svensson
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Mark Svensson
President, Treaurer and a Director
Date: May 20, 2004 By: /s/ Michael Lee
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Michael Lee
Secretary and a Director