SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999
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
U.S.A. SUNRISE BEVERAGES, INC.
(Exact name of registrant as specified in its charter)
SOUTH DAKOTA 46-0439668
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
P.O. BOX 938 Spearfish, SD 57783
(Address of principal executive (Zip Code)
offices)
(605) 642-5560
(Registrant's telephone number including area code)
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 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 __
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Registrant had 3,750,000 shares of common stock, $0.01 par value, outstanding as
of June 30, 1999.
<PAGE>
The information for the 10Q as June 30, 1999 is as follows;
The number of shares outstanding of the registrant's preferred stock as of June
30, 1999 is 400,000 shares. The number of shares outstanding of the registrant's
common stock as of June 30, 1999 is 3,750,000 shares.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Consolidated Balance Sheets - June 30, 1999 (unaudited) and December
31, 1998.
Consolidated Statement of Operations for the three and six months
Ended June 30, 1999 and 1998 (unaudited)
Consolidated Statement of Cash Flow - Six months Ended June 30, 1999
(unaudited)
Notes to Consolidated Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
(1) Liquidity
As of June 30, 1999, Registrant had cash of $1,740.00. Cash
resources have been generated by advanced loans to the Company from an
officer of the Company and Paul Miller Trust and have been used
primarily to fund operating expenses. Registrant is not aware of any
additional sources of liquidity.
<PAGE>
U.S.A. Sunrise Beverages, Inc.
Balance Sheet
Assets
June 30, 1999 December 31, 1998
Current Assets
Cash $ 1,740 $ 2,874
Supplies Inventory 1,350 1,350
----------- -----------
Total Current Assets 3,090 4,224
Property and Equipment Net 3,984 3,984
----------- -----------
Total Assets $ 7,074 $ 8,208
=========== ===========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current Liabilities
Accounts Payable $ 24,213 $ 24,897
Notes Payable 176,124 165,564
Notes Payable-Officers 99,861 99,861
Accrued Interest 33,136 24,029
Dividends Payable 120,000 120,000
----------- -----------
Total Current Liabilities 453,334 434,351
STOCKHOLDER'S EQUITY
Preferred stock, $0.01 par value
500,000 shares issued and
outstanding 4,000 4,000
Common stock, $0.01 par value
3,750,000 shares issued and
outstanding 37,500 37,500
Additional paid in capital 1,097,800 1,097,81
Deficit accumulated during
the development stage (1,585,560) (1,565,444)
----------- -----------
Total stockholder's
Equity (deficit) (446,260) (426,143)
----------- -----------
Total Liabilities and
Stockholder's Equity $ 7,074 $ 8,208
=========== ===========
The accompanying notes are an integral part of these financial statements.
<PAGE>
U.S.A. Sunrise Beverages, Inc.
Consolidated Statements of Operations
For the Three Months Ended March 31, 1999 and 1998 (unaudited)
<TABLE>
<CAPTION>
Three months Three months Six months Six months
Ended Ended Ended Ended
June 30,1999 June 30, 1998 June 30,1999 June 30,1998
<S> <C> <C> <C> <C>
Revenues $ -- $ -- $ -- $ --
Cost of Sales -- -- -- --
----------- ----------- ----------- -----------
Gross Profit -- -- -- --
Selling, general and
administrative expenses 8,125 16,227 11,009 21,203
----------- ----------- ----------- -----------
Net loss from operations (8,125) (16,227) (11,009) (21,203)
Other Expense
Interest expense (6,438) (33,635) (9,107) (23,368)
Depreciation Expense -- (7,909) (--) (7,909)
----------- ----------- ----------- -----------
Net loss $ (14,563) $ (57,771) $ (20,116) $ (52,480)
=========== =========== =========== ===========
Basic net loss per share $ (0.0035) $ (0.0014) $ (0.0048) $ (0.0013)
Weighted average shares
outstanding 4,150,000 3,962,500 4,150,000 3,962,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
U.S.A. Sunrise Beverages, Inc.
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 1999 and 1998
(unaudited)
Six months ended
June 30
1999 1998
Cash flows from operating activities
Net loss ($ 20,116) ($ 52,480)
Adjustments to reconcile to net loss
to net cash (used in) provided by
operating activities
Depreciation Expense -- 17,827
Change in accounts payable (685) 16,767
Dividends payable preferred stock -0- (60,000)
Change in other current liabilities 9,107 --
Change in short term notes payable 10,560 115,896
--------- ---------
Net cash provided by (used by)
operating activities (1,135) (38,010)
--------- ---------
Cash Flows from Investment Activities
Investment Equipment -0- (456)
Software -0- 2
--------- ---------
Net cash provided by (used by)
investing activities -0- (454)
Cash flows from financing activities
Repayment of long term debt -0- (39,547)
Repayment of loans from shareholder -0- 4,337
--------- ---------
Net cash provided by (used by)
financing activities -0- (35,210)
--------- ---------
Net increase (decrease) in cash (1,135) 2,346
Cash at beginning of period 2,875 29
--------- ---------
Cash at end of period $ 1,740 $ 2,375
========= =========
The accompanying notes are an integral part of these financial statements.
NOTE 1 - BASIS OF PRESENTATION
The unaudited consolidated financial statements of U.S.A Sunrise Beverages,
Inc.(the "Registrant") and related notes have been prepared pursuant to the
rules and regulations of the Securities and Exchange Commission. Accordingly,
certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted pursuant to such rules and regulations. The accompanying
consolidated financial statements and related notes should be read in
conjunction with the audited financial statements in Form 10-SB of the
Registrant, and notes thereto, for the year ended December 31, 1998.
<PAGE>
In the opinion of management, the unaudited financial statements include all
necessary adjustments (consisting of normal, recurring accruals) for a fair
presentation of the financial position, results of operations and cash flows for
the interim periods presented. The results of operations for the three-month
periods ended June 30, 1999 and 1998 and the six-month periods ended June 30,
1999 and 1998, are not necessarily indicative of the operating results to be
expected for a full year.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
To the best of its knowledge, Registrant is not party to, nor is any
of its property the subject of, any pending material legal
proceedings, except a certain note payable to a stockholder, currently
in default and subject t a June, 1997 judgment for $72,564 plus
statutory interest at 5%.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
U.S.A Sunrise Beverages, Inc.
----------------------------
(Registrant)
Date: /s/ Omar Barrientos
- ---------------------------
Omar Barrientos,
President, Chief Executive Officer and
Treasurer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 1,740
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 1,350
<CURRENT-ASSETS> 3,090
<PP&E> 3,984
<DEPRECIATION> 0
<TOTAL-ASSETS> 7,074
<CURRENT-LIABILITIES> 453,334
<BONDS> 0
0
4,000
<COMMON> 37,500
<OTHER-SE> 1,097,800
<TOTAL-LIABILITY-AND-EQUITY> 7,074
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 8,125
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,438
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> (0.001)
<EPS-DILUTED> (0.001)
</TABLE>
