10QSB: Optional form for quarterly and transition reports of small business issuers
Published on August 14, 2003
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 June 30, 2003
[ ] 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 000-25809
SICLONE INDUSTRIES, INC.
(Exact name of small business issuer as specified in its charter)
Nevada (State or other jurisdiction of incorporation or organization) |
87-0429748 (IRS Employer Identification No.) |
6269 Jamestown Court, Salt Lake City, Utah 84121
(Address of principal executive offices)
801-566-6627
(Issuers telephone number)
Not Applicable
(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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
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 [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuers classes of common equity, as of June 30, 2003: 23,810,000 shares of common stock, $.001 par value.
Transitional Small Business Format: Yes [ ] No [ X ]
#
FORM 10-QSB
SICLONE INDUSTRIES, INC.
JUNE 30, 2003
INDEX
Page |
||
PART I. |
Financial Information |
|
Item 1. Unaudited Financial Statements Balance Sheets June 30, 2003 and December 31, 2002 Statements of Operations (unaudited) for the Six Months and Three Months Ended June 30, 2003 and 2002, and for the Period from Inception on November 1, 1985 through June 30, 2003 Statement of Stockholders Equity (Deficit) Statements of Cash Flows (unaudited) for the Six Months Ended June 30, 2003 and 2002, and from the Period from Inception on November 1, 1985 through June 30, 2003 Notes to Financial Statements Item 2. Managements Discussion and Analysis of Financial Condition Item 3. Controls and Procedures |
3 4 5 6-9 10 11 12 13 |
|
PART II. |
Other Information Item 6. Exhibits and Reports on Form 8-K |
14 |
|
Signatures |
14 |
(Inapplicable items have been omitted)
#
PART I.
Financial Information
Item 1. Financial Statements (unaudited)
In the opinion of management, the accompanying unaudited financial statements included in this Form 10-QSB reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.
#
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
June 30,
December 31,
2003
2002
(Unaudited)
CURRENT ASSETS
Cash
$
867
$
209
Total Current Assets
867
209
TOTAL ASSETS
$
867
$
209
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable - related party
$
24,712
$
21,712
Accrued interest - related party
3,032
1,871
Accounts payable
1,385
-
Total Current Liabilities
29,129
23,583
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock: 5,000,000 shares authorized at
$0.001 par value; -0- shares issued and outstanding
-
-
Common stock: 30,000,000 shares authorized
at $0.001 par value; 23,810,000 shares issued and
outstanding
23,810
23,810
Additional paid-in capital
583,693
583,693
Deficit accumulated during the development stage
(635,765
)
(630,877
)
Total Stockholders' Equity (Deficit)
(28,262
)
(23,374
)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)
$
867
$
209
The accompanying notes are an integral part of these financial statements.
#
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
Inception on
November 1,
For the Six Months Ended
For the Three Months Ended
1985 through
June 30,
June 30,
June 30,
2003
2002
2003
2002
2003
REVENUES
$
-
$
-
$
-
$
-
$
-
EXPENSES
(4,888
)
(3,322
)
(2,722
)
(1,324
)
(40,262
)
LOSS FROM DISCONTINUED
OPERATIONS
-
-
-
-
(595,503
)
NET LOSS
$
(4,888
)
$
(3,322
)
$
(2,722
)
$
(1,324
)
$
(635,765
)
BASIC LOSS PER SHARE
$
(0.00
)
$
(0.00
)
$
(0.00
)
$
(0.00
)
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING
23,810,000
23,810,000
23,810,000
23,810,000
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders Equity (Deficit)
Deficit
Accumulated
Additional
During the
Common Stock
Paid-in
Development
Shares
Amount
Capital
Stage
Balance, November 1, 1985
-
$
-
$
-
$
-
Issuance of 500,000 shares of
common stock to Officers and
Directors for cash on
November 1, 1985 at
$0.02 per share
500,000
500
9,500
-
Cancellation of 140,000 shares
on February 7, 1986
(140,000
)
(140
)
140
-
Cancellation of 300,000 shares
on October 1, 1986
(300,000
)
(300
)
300
-
Issuance of 1,000,000 shares
of common stock to the public
offered March 26, 1986 at
$0.10 per share
1,000,000
1,000
99,000
-
Deferred offering costs offset
against additional paid-in capital
-
-
(18,678
)
-
Issuance of 10,700,000 shares
of common stock October 10,
1986 at $0.05 per share
10,700,000
10,700
483,251
-
Issuance of 50,000 shares
for promotional services at
$0.001 per share
50,000
50
-
-
Accumulated losses from
formation on November 1, 1985
through December 31, 1987
-
-
-
(502,196
)
Balance, December 31, 1987
11,810,000
$
11,810
$
573,513
$
(502,196
)
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders Equity (Deficit) (Continued)
Deficit
Accumulated
Additional
During the
Common Stock
Paid-in
Development
Shares
Amount
Capital
Stage
Balance, December 31, 1987
11,810,000
$
11,810
$
573,513
$
(502,196
)
Net loss for the year ended
December 31, 1988
-
-
-
(92,783
)
Balance, December 31, 1988
11,810,000
11,810
573,513
(594,979
)
Cash contributed to additional
paid-in capital
-
-
10,180
-
Net loss for the year ended
December 31, 1989
-
-
-
(524
)
Balance, December 31, 1989
11,810,000
11,810
583,693
(595,503
)
Net loss for the year ended
December 31, 1990
-
-
-
-
Balance, December 31, 1990
11,810,000
11,810
583,693
(595,503
)
Net loss for the year ended
December 31, 1991
-
-
-
(758
)
Balance, December 31, 1991
11,810,000
$
11,810
$
583,693
$
(596,261
)
Net loss for the year ended
December 31, 1992
-
-
-
(651
)
Balance, December 31, 1992
11,810,000
11,810
583,693
(596,912
)
Issuance of 1,000,000 shares
of common stock to officer for
cash June 7, 1993 at $0.001
per share
1,000,000
1,000
-
-
Net loss for the year ended
December 31, 1993
-
-
-
(2,513
)
Balance, December 31, 1993
12,810,000
12,810
583,693
(599,425
)
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Stockholders Equity (Deficit) (Continued)
Deficit
Accumulated
Additional
During the
Common Stock
Paid-in
Development
Shares
Amount
Capital
Stage
Balance, December 31, 1993
12,810,000
$
12,810
$
583,693
$
(599,425
)
Net loss for the year ended
December 31, 1994
-
-
-
-
Balance, December 31, 1994
12,810,000
12,810
583,693
(599,425
)
Issuance of 11,000,000 shares
of common stock to officer for
cash at $0.001 per share
11,000,000
11,000
-
-
Net loss for the year ended
December 31, 1995
-
-
-
(438
)
Balance, December 31, 1995
23,810,000
23,810
583,693
(599,863
)
Net loss for the year ended
December 31, 1996
-
-
-
(1,256
)
Balance, December 31, 1996
23,810,000
23,810
583,693
(601,119
)
Net loss for the year ended
December 31, 1997
-
-
-
(1,373
)
Balance, December 31, 1997
23,810,000
23,810
583,693
(602,492
)
Net loss for the year ended
December 31, 1998
-
-
-
(770
)
Balance, December 31, 1998
23,810,000
23,810
583,693
(603,262
)
Net loss for the year ended
December 31, 1999
-
-
-
(9,343
)
Balance, December 31, 1999
23,810,000
23,810
583,693
(612,605
)
Net loss for the year ended
December 31, 2000
-
-
-
(5,451
)
Balance, December 31, 2000
23,810,000
$
23,810
$
583,693
$
(618,056
)
Deficit
Accumulated
Additional
During the
Common Stock
Paid-in
Development
Shares
Amount
Capital
Stage
Balance, December 31, 2000
23,810,000
$
23,810
$
583,693
$
(618,056
)
Net loss for the year ended
December 31, 2001
-
-
-
(4,959
)
Balance, December 31, 2001
23,810,000
23,810
583,693
(623,015
)
Net loss for the year ended
December 31, 2002
-
-
-
(7,862
)
Balance, December 31, 2002
23,810,000
23,810
583,693
(630,877
)
Net loss for the six months
ended June 30, 2003
(unaudited)
-
-
-
(4,888
)
Balance, June 30, 2003
(unaudited)
23,810,000
$
23,810
$
583,693
$
(635,765
)
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
From
Inception on
November 1,
For the Six Months Ended
1985 through
June 30,
June 30,
2003
2002
2003
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net loss
$
(4,888
)
$
(3,322
)
$
(635,765
)
Adjustments to reconcile net loss to net
cash provided used by operating activities:
Shares issued for services
-
-
50
Changes in operating assets and liabilities:
Increase (decrease) in accounts payable
1,385
(138
)
1,385
Increase in accrued interest related party
1,161
-
3,032
Net Cash Used by Operating Activities
(2,342
)
(3,460
)
(631,298
)
CASH FLOWS FROM INVESTING
ACTIVITIES:
-
-
-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related parties
3,000
3,500
24,712
Additional capital contributed
-
-
10,180
Stock offering costs
-
-
(18,678
)
Issuance of common stock for cash
-
-
615,951
Net Cash Provided by Financing Activities
3,000
3,500
632,165
INCREASE (DECREASE) IN CASH
658
40
867
CASH AT BEGINNING OF PERIOD
209
347
-
CASH AT END OF PERIOD
$
867
$
387
$
867
CASH PAID FOR
Interest
$
-
$
-
$
-
Income taxes
$
-
$
-
$
-
SUPPLEMENTAL SCHEDULE OF
NON-CASH FINANCING ACTIVITIES:
Common stock issued for services
$
-
$
-
$
50
SICLONE INDUSTRIES, INC.
(A Development Stage Company)
Notes to the Financial Statements
June 30, 2003 and December 31, 2002
NOTE 1 -
BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited condensed financial statements have been prepared by the Company 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 accounting principles generally accepted in the United States of America have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed financial statements include normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed financial statements be read in conjunction with the Companys most recent audited financial statements and notes thereto included in its December 31, 2002 Annual Report on Form 10-KSB. Operating results for the six months ended June 30, 2003 are not necessarily indicative of the results that may be expected for the year ending December 31, 2003.
NOTE 2 -
GOING CONCERN
The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has little cash and has experienced losses from inception. Without realization of additional adequate financing, it would be unlikely for the Company to pursue and realize its objectives. The Company intends to seek a merger with an existing operating company. In the interim, an officer of the Company has committed to meeting its operating expenses.
#
Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION
Forward-Looking Statement Notice
When used in this report, the words may, will, expect, anticipate, continue, estimate, project, intend, and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect the Companys future plans of operations, business strategy, operating results, and financial position. Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed under the Managements Discussion and Analysis of Financial Condition or Plan of Operation, and also include general economic factors and conditions that may directly or indirectly impact the Companys financial condition or results of operations.
Description of Business.
Siclone Industries, Inc., (Siclone or the Company) was originally incorporated in Delaware on November 1, 1985 as McKinnely Investments, Inc. The company changed its name to Accoline Industries, Inc. on November 5, 1986 and again changed its name to Siclone Industries, Inc. on May 24, 1988.
The Company has not had active business operations since its inception and is considered a development stage company. In 1993, the Company entered into an agreement with Bradley S. Shepherd in which Mr. Shepherd agreed to become an officer and director of the Company and use his best efforts to organize and update the books and records of the Corporation and seek business opportunities for acquisition or participation by the Company.
The Company intends to seek, investigate, and if warranted, acquire an interest in a business opportunity. The Company does not propose to restrict its search for a business opportunity to any particular industry or geographical area and may, therefore, engage in essentially any business in any industry. The Company has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors.
The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that the Company will be able to identify and acquire any business opportunity which will ultimately prove to be beneficial to the Company and its shareholders.
The activities of the Company are subject to several significant risks which arise primarily as a result of the fact that the Company has no specific business and may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without the consent, vote, or approval of the Companys shareholders.
Three and Six Month Periods Ended June 30, 2003 and 2002
The Company had no revenue from continuing operations for the three month and six month periods ended June 30, 2003 and 2002.
Expenses for the three months ended June 30, 2003 were $2,722 compared to expenses of $1,324 during the comparable period in 2002. Expenses during both periods consisted of general corporate administration, legal and professional expenses, and accounting and auditing costs. As a result of the foregoing factors, Siclone realized a net loss of $2,722 for the three months ended June 30, 2003 and a net loss of $1,324 for the three months ended June 30, 2002.
During the six months ended June 30, 2003, expenses were $4,888 compared to expenses of $3,322 during the six months ended June 30, 2002. Expenses during both periods consisted of general and administrative expenses including legal, accounting and auditing costs. As a result, Siclone realized net losses of $4,888 for the six months ended June 30, 2003 and $3,322 for the comparable period in 2002. Cumulative net loss from inception through June 30, 2003 was $635,765 including $595,503 in loss from discontinued operations.
Liquidity and Capital Resources
At June 30, 2003, total assets consisted of $867 in cash compared to assets of $209 in cash at December 31, 2002. Total current liabilities at June 30, 2003 were $29,129 consisting of $24,712 in accounts payable to a related party, $3,032 in accrued interest payable to a related party and $1,385 in other accounts payable. Liabilities at December 31, 2002 consisted of $21,712 payable to a related party and $1,871 in accrued interest.
In the past, Siclone has primarily relied on advances from officers to cover operating costs. Management anticipates that Siclone will receive sufficient advances from its current president to meet its needs through the next 12 months. However, there can be no assurances to that effect. Our need for capital may change dramatically if we acquire an interest in a business opportunity during the coming months. Should we require additional capital, we may seek additional advances from officers, sell equity of the Company or find other forms of debt financing.
Our current operating plan is to handle our administrative and reporting requirements as a public company, and continue searching for potential businesses, products, technologies and companies for acquisition. At present, we have no understandings, commitments or agreements with respect to the acquisition of any business venture, and there can be no assurance that we will identify a business venture suitable for acquisition in the future. Further, there can be no assurance that we will be successful in consummating any acquisition on favorable terms or that we will be able to profitably manage any business venture we acquire.
Item 3. Controls and Procedures
Within the 90-day period prior to the date of this report, we evaluated the effectiveness and operation of our disclosure controls and procedures pursuant to Rule 13a-14 of the Securities Exchange Act of 1934. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective. There have been no significant changes in internal controls or other factors that could significantly affect internal controls subsequent to the date we carried out our evaluation.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
Exhibit Number |
Title |
Location |
31.1 |
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
Attached |
32.1 |
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
Attached |
Reports on Form 8-K:
No reports on Form 8-K were filed by the Company during the quarter ended June 30, 2003.
SIGNATURES
In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
SICLONE INDUSTRIES, INC.
Date: August 13, 2003
By:/s/Bradley S. Shepherd
Chief Executive Officer
Chief Financial Officer