U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended October 31, 2003
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from
Commission File No. 333-106636
CI SELL CARS INC.
(Exact name of small business issuer as specified in its charter)
Texas 16-1644353
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
309A EAST MAIN
TOMBALL, TEXAS 77375
(Address of Principal Executive Offices)
(281)255-6256
(Issuer's telephone number)
(Former name, address and fiscal year, if changed since last report)
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 preceding 12 months (or for
such shorter period that the issuer was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [ X] No [ ]
Check whether the registrant has filed all documents and reports required to be
filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the
distribution of securities under a plan confirmed by a court. Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of December 17, 2003: 26,812,000 shares of common stock.
CI SELL CARS INC.
FINANCIAL STATEMENTS
INDEX
Part I-- FINANCIAL INFORMATION
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition
Item 3. Control and Procedures
Part II-- OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signature
Item 1. Financial Information
- -----------------------------
BASIS OF PRESENTATION
The accompanying reviewed financial statements are presented in accordance with
generally accepted accounting principles for interim financial information and
the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting only of normal
occurring accruals) considered necessary in order to make the financial
statements not misleading, have been included. Operating results for the six
months ended October 31, 2003 are not necessarily indicative of results that
may be expected for the year ending April 30, 2004. The financial statements
are presented on the accrual basis.
CAPITAL VENTURES GROUP I, INC.
FINANCIAL STATEMENTS
TABLE OF CONTENTS
Page
Balance Sheet F-1
Statements of Operations for the Three and Six
Months Ended October 31, 2003 and the Period from
September 6, 2002 (Inception) Through October 31, 2002 F-2
Statements of Cash Flows for the Six Months
Ended October 31, 2003 and the Period From
September 6, 2002 (Inception) Through October 31, 2002 F-3
Notes to Financial Statements F-4
CI SELL CARS, INC.
BALANCE SHEET
October 31, 2003
ASSETS
Cash $ 34,107
Inventory 11,015
Deposit 1,000
--------
TOTAL ASSETS $ 46,122
========
Notes Payable $ 325
--------
STOCKHOLDERS' EQUITY
Preferred stock, $.001 par, 10,000,000 shares
authorized, none outstanding
Common stock, $.001 par, 100,000,000 shares
authorized, 26,932,000 shares issued
and outstanding 26,932
Additional paid in capital 91,268
Accumulated deficit (72,403)
--------
TOTAL STOCKHOLDERS' EQUITY 45,797
--------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 46,122
========
F-1
CI SELL CARS, INC.
STATEMENTS OF OPERATIONS
Three and Six Months Ended October 31, 2003 and the
Period from September 6, 2002 (Inception)
Through October 31, 2002
Three months Six months Inception
Ended Ended Through
October 31, 2003 October 31, 2003 October 31, 2002
---------------- ---------------- ----------------
Sales $ 9,900 $ 17,550
Cost of goods sold 4,251 11,681 $ 839
-------- -------- --------
Gross profit (loss) 5,649 5,869 (839)
Administrative expenses
- paid in cash 4,285 9,668 2,283
- paid in stock 10,000
-------- -------- --------
Net income (loss) $ 1,364 $ (3,799) $(13,122)
======== ========= ========
Basic and diluted
net income (loss)
per common share 0.00 $ (0.00)
Weighted average
common shares outstanding 26,920,000 26,857,500
F-2
CI SELL CARS, INC.
STATEMENTS OF CASH FLOWS
Six Months Ended October 31, 2003 and the
Period From September 6, 2002 (Inception)
Through October 31, 2002
Six Months Inception
Ended Through
October 31, 2003 October 31, 2002
CASH FLOWS FROM
OPERATING ACTIVITIES
Net income (loss) $( 3,799) $( 13,122)
Adjustments to reconcile
net income (loss) to cash used
in operating activities:
Stock issued for services 10,000
Changes in:
Inventory ( 1,200) (2,200)
Prepaid rent 333
Deposit (833)
Notes Payable 325
------- --------
NET CASH USED IN OPERATING ACTIVITIES ( 4,341) (6,155)
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of stock 18,150 8,000
-------- --------
NET CHANGE IN CASH 13,809 1,845
Cash balance, beginning 20,298 0
-------- --------
Cash balance, ending $ 34,107 $ 1,845
======== ========
F-3
CI SELL CARS, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited interim financial statements of CI Sell Cars, Inc.
("CI") have been prepared in accordance with accounting principles generally
accepted in the United States of America and the rules of the Securities and
Exchange Commission ("SEC"), and should be read in conjunction with the audited
financial statements and notes thereto contained in CI's Annual Report filed
with the SEC on Form SB-2. In the opinion of management, all adjustments,
consisting of normal recurring adjustments, necessary for a fair presentation of
financial position and the results of operations for the interim periods
presented have been reflected herein. The results of operations for the interim
periods are not necessarily indicative of the results to be expected for the
full year. Notes to the financial statements which would substantially duplicate
the disclosure contained in the audited financial statements for 2003 as
reported in the Form SB-2 have been omitted.
F-4
Item 2. Management's Discussion and Analysis or Plan of Operation
- -----------------------------------------------------------------
The following discussion and analysis provides information which management
believes is relevant to an assessment and understanding of our results of
operations and financial condition. The discussion should be read in conjunction
with our financial statements and notes thereto appearing in this prospectus.
The following discussion and analysis contains forward-looking statements, which
involve risks and uncertainties. Our actual results may differ significantly
from the results, expectations and plans discussed in these forward-looking
statements.
Overview
Since our inception, our operations have been devoted to car sales and to a
lesser degree the other two areas of our operations. We are focusing on selling
cars through a used car lot, establishing a web site to sell use cars and
finally to establish another website that assists prospective car dealers in
becoming successful dealers. These three areas will be tracked and CI Sell Cars
will increasingly invest time and funds into the strongest business. We have
started the advertising web site, but need an estimated $25,000 and twelve
months to fully develop the site. We have not started the development of the
dealer training web site; however, we estimate the development will be $50,000
and will require twelve months once we are funded. We also need an advertising
budget to promote the web sites and our ability to fully promote the web sites
will be limited by our ability to raise capital.
In order to raise the capital to develop the two planned web sites we will need
to either receive a substantial increase from our revenue stream, receive loans
from our management or third parties and/or sell additional shares of our common
stock which may cause significant dilution to existing shareholders.
Plan of Operation
The business was started in 2002 and since then we have received an auto dealer
license in the State of Texas, established a small used car lot, successfully
sold a number of cars and started the development of a an advertising website
for the local Houston market.
During the next 12 months we expect to generate substantially all our revenues
from the sale of used cars to individual retail buyers. Our used car lot is
located on Main Street in Tomball, Texas. Tomball is a middle-income suburb of
Houston, Texas. There are several other small used car lots located on Main
Street, within one mile of our location. We believe that the drive buy traffic
generated by the number of used car lots in the area is beneficial in increasing
our potential customers. Our used car lot is approximately 10,000 square feet
and we can park and display a maximum of 15 cars. We can park up to 5 cars on
the first row of our lot and these can be clearly seen from the street. We use
pre-printed self adhesive numbers to display the asking price on the windshield
of all our inventory. The name of our lot, CI Sell Cars and the phone number can
clearly be seen by traffic traveling in both directions on Main Street. We have
prepaid the $1,000 annual lease on our lot, and have an agreement to renew the
lease for another 12 months at the same lease terms. We do not have any material
contracts with any affiliated parties.
Capital Resources and Liquidity.
As of October 31, 2003, we have approximately $34,107 in cash. We believe that
the planned expenditures for continuing the car sales business is minimal. Our
general and administrative expenses are expected to average $1,000 per month for
the next 12 month which gives us enough cash to survive for the next 12 months.
We have no plans to pay salaries to our Officers or employees during the next 12
months and we have paid our rent for our offices for the whole year. We believe
we have sufficient cash to meet our minimum costs and operating expenses for our
used car lot during the next 12 months. However, we will need to raise
additional capital to expand our used car lot and its inventory and to further
develop our two planned websites. There is no assurance we will be successful in
raising the needed capital.
Item 3. Controls and Procedures
- -------------------------------
(a) Evaluation of disclosure controls and procedures.
Our Chief Executive Officer and Chief Financial Officer (collectively the
"Certifying Officers") maintain a system of disclosure controls and procedures
that is designed to provide reasonable assurance that information, which is
required to be disclosed, is accumulated and communicated to management timely.
Under the supervision and with the participation of management, the Certifying
Officers evaluated the effectiveness of the design and operation of our
disclosure controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)]
under the Exchange Act) within 90 days prior to the filing date of this report.
Based upon that evaluation, the Certifying Officers concluded that our
disclosure controls and procedures are effective in timely alerting them to
material information relative to our company required to be disclosed in our
periodic filings with the SEC.
(b) Changes in internal controls.
Our Certifying Officer has indicated that there were no significant changes in
our internal controls or other factors that could significantly affect such
controls subsequent to the date of his evaluation, and there were no such
control actions with regard to significant deficiencies and material weaknesses.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is currently not a party to any pending legal proceedings
and no such action by, or to the best of its knowledge, against the
Company has been threatened.
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Submission of Matters to a Vote of Security
Holders.
No matter was submitted during the quarter ending October 31, 2003,
covered by this report to a vote of the Company's shareholders,
through the solicitation of proxies or otherwise.
Item 5. Other Information.
None
Item 6. Exhibits and Reports of Form 8-K.
(a) Exhibits
31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act
of 2002
32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act
of 2002
(b) Reports of Form 8-K
None
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, there unto
duly authorized.
CI SELL CARS INC.
Registrant
Date: December 17, 2003 By: /s/ Curtis Hunsinger
-------------------------
Curtis Hunsinger
President, Chief Executive Officer,
Chief Financial Officer, Controller
and Secretary