UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED SEPTEMBER 30, 1998
[ ] 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 333-43457
------------------
CUIDAO HOLDING CORP.
(Exact name of small business issuer as specified in its charter)
------------------------
Florida 65-0639616
(State or other jurisdiction (I.R.S. Employer Identification No.)
of Incorporation or organization)
3201 West Griffin Road, Suite 204, Ft. Lauderdale, Florida 33312-6900
(Address of principal executive offices)
Issuer's telephone number, including area code: (954) 964-1060
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report)
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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
At September 30, 1998 , the registrant had outstanding 2,222,000 shares
of common stock, par value $0.0001, which is the registrant's only class of
common stock.
1
<PAGE>
CUIDAO HOLDING CORP. AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
Form 10-QSB for the Quarter ended September 30, 1998
INDEX
Part I. FINANCIAL INFORMATION
---------------------
Item 1. Financial Statements
Condensed Consolidated Balance Sheets as of September 30, 1998
(unaudited) and December 31, 1997 (audited)
Condensed Consolidated Statements of Operations for the nine
months ended September 30, 1998 and September 30,
1997 (both periods unaudited)
Condensed Consolidated Statement of Stockholders' Equity for
the nine month period ended September 30, 1998
(unaudited)
Condensed Consolidated Statements of Cash Flows for the nine
months ended September 30, 1998 and September 30,
1997 (both periods unaudited)
Notes to Condensed Consolidated Financial Statements
(unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition
and Plan of Operations
Part II. OTHER INFORMATION
-----------------
Items 1 through 5. Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit No. Description
----------- -----------
27.0 Financial Data Schedule
(Filed electronically herewith)
(b) Reports on Form 8-K: None
2
<PAGE>
ITEM 1. FINANCIAL INFORMATION
CUIDAO HOLDING CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
ASSETS
------
September 30, 1998 December 31, 1997
------------------------ --------------------------
ASSETS (unaudited)
<S> <C> <C>
Cash and cash equivalents $ - $ 5,840
Accounts receivable 24,226 19,633
Samples inventory 1,565 3,220
Prepaid expenses 2,893 1,534
------------------------ --------------------------
Total current assets 28,684 30,227
PROPERTY AND EQUIPMENT
Office equipment, at cost, net of
accumulated depreciation 19,177 10,007
------------------------ --------------------------
OTHER ASSETS
Goodwill, net of accumulated
amortization 7,500 11,250
Organizational costs, net of
accumulated amortization 877 1,108
Deferred offering costs 38,666 35,162
Loan closing fees, net of
accumulated amortization 4,375 0
Prepayments and deposits 1,658 1,658
------------------------ --------------------------
Total other assets 53,076 49,178
======================== ==========================
Total assets $ 100,937 $ 89,412
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
September 30, 1998 December 31, 1997
------------------------ --------------------------
(unaudited)
CURRENT LIABILITIES 2,166 0
Accounts payable 39,396 4,558
Accrued expenses and taxes 9,552 819
Loans payable 90,189 2,500
------------------------ --------------------------
Total current liabilities 141,303 7,877
STOCKHOLDERS' EQUITY
Common Stock, $.0001 par value:
Authorized shares - 100,000,000;
issued and outstanding shares -
2,222,000 at September 30, 1998
and December 31, 1997
Preferred Stock, $.0001 par value:
Authorized shares - 10,000,000;
issued and outstanding shares - 223 223
38,000 at September 30, 1998
and December 31, 1997 4 4
ADDITIONAL PAID-IN CAPITAL 246,299 246,299
ACCUMULATED DEFICIT (286,892) (164,991)
------------------------ --------------------------
Total stockholders' equity (40,366) 81,535
Total liabilities and
stockholders' equity $ 100,937 $ $ 89,412
======================== ==========================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
CUIDAO HOLDING CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS NINE MONTHS DEVELOPMENT
ENDED SEPTEMBER ENDED SEPTEMBER STAGE
------------------------------------ --------------------------------------- ---------------------
February 12, 1996 TO
1998 1997 1998 1997 September 30, 1998
---- ---- ---- ---- ---------------------
<S> <C> <C> <C> <C> <C>
Revenues $ 18,431 $ - $ 63,317 $ - $ 90,388
Cost of revenues 3,514 267 36,065 1,532 63,515
-------------- ------------------- ------------------ ------------------- --------------------
Gross profit (loss) 14,917 (267) 27,252 (1,532) 26,873
Operating expenses 64,803 29,272 149,154 83,841 314,138
-------------- ------------------- ------------------ ------------------- --------------------
Income (loss) before taxes (49,866) (29,539) (121,902) (85,373) (287,265)
Interest income 0 2 0 97 372
-------------- ------------------- ------------------ ------------------- --------------------
Net income (loss) $ (49,866) $ (29,537) $ (121,902) $ (85,276) $ (286,893)
============== =================== ================== =================== ====================
Net income (loss)
per common share (.022) (.015) (.055) (.032) (.1)
Weighted average shares
outstanding 2,222,000 1,995,291 2,222,000 2,700,931 2,861,897
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
CUIDAO HOLDING CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED)
DEFICIT ACCUMULATED
DURING THE
COMMON STOCK PREFERRED STOCK PAID-IN CAPITAL DEVELOPMENT STAGE
------------------------------- ----------------------------- ---------------- --------------------
SHARES AMOUNT SHARES AMOUNT CAPITAL
------ ------ ------ ------ -------
<S> <C> <C> <C> <C> <C> <C>
Balance at
December 31, 1997 2,222,000 $ 223 38,000 $ 4 $ 246,299 $ (164,991)
Net loss,
September 30, 1998 $ (121,902)
Balance,
September 30, 1998 2,222,000 $ 223 38,000 $ 4 $ 246,299 $ (286,893)
=============== ============= ============== ============ =============== ===================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE>
CUIDAO HOLDING CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS NINE MONTHS DEVELOPMENT STAGE
ENDED ENDED FEBRUARY 12, 1996 TO
September 30, 1998 September 30, 1997 September 30, 1998
--------------------- --------------------- --------------------------
<S> <C> <C> <C>
CASH FLOWS PROVIDED (USED)
BY OPERATING ACTIVITIES:
Net Income (loss) $ (121,902) $ (85,276) $ (286,893)
Adjustments to reconcile
net income (loss) to net
cash provided (used) by
operating activities:
Depreciation 2,830 1,435 4,991
Amortization of
organizational costs/goodwill 4,606 2,720 8,788
Issuance of common stock
for legal services 0 0 21,085
Decrease (increase) in
accounts receivables (4,593) 0 (24,226)
Decrease (increase) in
samples inventory 1,655 0 (1,565)
Increase (decrease) in
organizational costs 0 (475) (1,540)
Increase (decrease) in
deferred offering costs (3,504) (700) (38,666)
Decrease (increase) in
prepayments and deposits (1,359) (633) (4,551)
Increase (decrease) in
loan closing fee (5,000) (5,000)
Increase in accounts payable 34,839 1,135 39,397
Increase (decrease) in
accrued expenses 8,733 (574) 9,552
Increase in loans payable 87,689 0 90,189
----------------- --------------------- --------------------------
Net cash provided (used)
by operations 3,994 (82,368) (188,439)
CASH FLOWS PROVIDED (USED)
BY INVESTING ACTIVITIES:
Acquisition of office
equipment (12,000) (10,444) (24,167)
----------------- --------------------- --------------------------
Net cash flow provided (used)
by investing activities (12,000) (10,444) (24,167)
CASH FLOWS PROVIDED (USED)
BY FINANCING ACTIVITIES:
Proceeds from issuing
common stock 0 92,799 115,440
Proceeds from issuing
preferred stock 0 0 95,000
----------------- --------------------- --------------------------
Net cash provided (used)
by financing activities 0 92,799 210,440
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS (8,006) (13) (2,166)
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 5,840 11,693 0
CASH AND CASH EQUIVALENTS ================= ===================== ==========================
AT END OF PERIOD $ (2,166) $ 11,680 $ (2,166)
================= ===================== ==========================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
6
<PAGE>
CUIDAO HOLDING CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
(UNAUDITED)
Note 1 - Summary of Significant Accounting Policies
The Company
Cuidao Holding Corp. (the "Company") is a development stage
company which imports, develops, manages and distributes a portfolio of
international and regional brands of beer, wine and spirits.
The Company was organized under the laws of the State of
Florida on February 12, 1996. On June 27, 1996, the Company formed Cuidao (USA)
Import Co., Inc., a wholly owned subsidiary incorporated under the laws of the
State of Florida. On March 31, 1997, the Company acquired all of the issued and
outstanding common stock of R&R (Bordeaux) Imports, Inc., a Florida corporation,
making R&R (Bordeaux) Imports, Inc., a wholly owned subsidiary of the Company.
The accompanying condensed consolidated financial statements
presented include the accounts of the Company and its wholly owned subsidiaries.
All significant intercompany balances and transactions have been eliminated.
Basis of Presentation
The condensed consolidated balance sheet as of September 30,
1998, the related condensed consolidated statements of operations for the
three-month periods ended September 30, 1998 and 1997 and for the nine-month
periods ended September 30, 1998 and 1997 and for the period beginning with
inception and ending September 30, 1998, the related condensed consolidated
statement of stockholders' equity for the nine-month period ended September 30,
1998, and the related condensed consolidated statements of cash flows for the
nine-month periods ended September 30, 1998 and 1997 and for the period
beginning with inception and ending September 30, 1998 are unaudited. In the
opinion of management, all adjustments necessary for a fair presentation of such
financial statements have been included. Such adjustments consisted of normal
recurring items. Interim results may not be indicative of results for a full
year.
The condensed consolidated financial statements and notes are
presented as permitted by Form 10-QSB and do not contain information included in
the Company's annual consolidated financial statements and notes. The year-end
condensed consolidated balance sheet
7
<PAGE>
was derived from the Company's audited financial statements, but may not include
all disclosures required by generally accepted accounting principles. These
condensed consolidated financial statements should be read in conjunction with
the consolidated financial statements and related notes thereto included in the
Company's December 31, 1997 financial statements.
Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, cash in banks,
and any highly liquid investments with a maturity of three months or less at the
time of purchase.
Office Equipment
Office equipment is stated at cost and depreciated over its
estimated allowable useful life (7 years), using the double declining balance
method. Expenditures for major renewals and betterments that extend the useful
lives of fixed assets are capitalized. Expenditures for maintenance and repairs
are charged to expense as incurred.
Organizational Costs
The Company has incurred certain federal and state filing and
registration fees, legal and promotional fees in its formation and
capitalization, which will benefit the Company in future periods. These costs
are being amortized over a five year life using the straight-line method.
Deferred Offering Costs
Deferred offering costs include the costs associated with a
proposed intial public offering of the Company's common stock. The costs related
to the intial public offering will be capitalized and netted against the amount
received from the public offering. All deferred offering costs will be expensed
in the event the offering is not consummated (See Note 3).
Net Loss per Common Share
Net loss per common share is computed by dividing net loss by
the weighted average number of common shares outstanding during the period.
NOTE 2 - Loans Payable
Related Party Loans
At September 30, 1998, the Company had received loans
totalling $35,199 from officers, directors and shareholders of the Company. The
loans are due upon demand and do not bear any interest.
8
<PAGE>
During June 1998, the Company entered into an
equipment purchase agreement with a principal stockholder of the Company
relating to the purchase by the Company of a 1995 Ford 350 Cargo Van from such
principal stockholder for a purchase price of $12,000. Pursuant to the agreement
between the Company and the principal stockholder, the Company has paid $2,250
toward the purchase price, with a balance of $9,750 due and payable on November
13, 1998.
Bank Line of Credit
In July 1998, the Company obtained a $50,000 revolving line of
credit from a bank. This bank line of credit is personally guaranteed by an
officer of the Company and accrues interest at 10.50% per annum. At September
30, 1998, $45,240 was borrowed under this facility.
NOTE 3 - Stockholders' Equity
The Company's authorized and outstanding $.0001 par value
capital stock as of September 30, 1998 was as follows:
<TABLE>
<CAPTION>
Shares Shares
Authorized Outstanding
---------- -----------
<S> <C> <C>
Series A Preferred Stock........... 10,000,000 38,000
Common Stock....................... 100,000,000 2,222,000
</TABLE>
On December 30, 1997, the Company filed a Registration
Statement on Form SB- 2 with the Securities and Exchange Commission to offer up
to 260,000 Units to the general public. Each Unit consists of one share of the
Company's common stock and one common stock purchase warrant ("Warrant"). Each
Warrant entitles the holder thereof to purchase one share of common stock at an
exercise price of $8.00, subject to adjustment, at any time over a three year
period commencing on the effective date of the Registration Statement. The
Warrants may be redeemed by the Company at $.05 per Warrant, at any time prior
to their expiration on not less than 30 days' written notice, if the closing bid
price of the common stock equals or exceeds $10.00 per share for 30 consecutive
trading days ending within 10 days of the notice of redemption.
In connection with the public offering, the Company has agreed
to sell to its Placement Agent for the offering, at the closing of the public
offering, a Placement Agent Unit Purchase Option to purchase up to 26,000 Units
for a purchase price of $7.00 per Unit.
On May 1, 1998, the Company's Registration Statement was
declared effective by the Securities and Exchange Commission (See Note 5).
NOTE 4 - Stock Option Plan
9
<PAGE>
In October 1997, the Board of Directors and stockholders of
the Company approved two stock option plans; an incentive stock option plan
("Incentive Plan") and a directors' stock option plan ("Directors' Plan"). The
Incentive Plan covers employees of the Company (including officers and employee
directors), and the Directors' Plan covers nonemployee directors of the Company.
A total of 750,000 shares of common stock of the Company are
reserved for issuance under the Incentive Plan. The Incentive Plan provides for
the granting of "statutory incentive stock options" within the meaning of
Section 422 of the Internal Revenue Code of 1986, and for the granting to
employees and consultants of nonstatutory stock options.
A total of 250,000 shares of Common Stock are reserved for
issuance under the Directors' Plan. The Directors' Plan provides only for the
grant of nonstatutory stock options.
At September 30, 1998, there were no stock options outstanding
under either the Incentive Plan or the Directors' Plan.
NOTE 5 - SUBSEQUENT EVENTS
Effective November 5, 1998, the Company completed its public
offering of Units. A total of 96,175 Units were sold at a price of $5.75 per
Unit. After payment of commissions and other expenses of the offering, the
Company received proceeds from the offering of approximately $545,156 (See Note
3).
10
<PAGE>
ITEM 1. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND PLAN OF OPERATIONS
General
The Company was organized in February 1996 under the laws of the State
of Florida. The Company is a development stage enterprise established for the
purpose of importing, developing, managing and distributing a portfolio of
international and regional brands of beer, wine and spirits. The Company was
formed to participate in specific niche segments of the approximate $100 billion
United States alcoholic beverage market by acting as a supplier of a variety of
beers, wines and spirits.
Results of Operations
Since its inception, the Company has primarily been in the process of
developing its business concept and alcoholic beverage product portfolio, and
therefore has not generated any significant revenues. For the nine month period
ended September 30, 1998, the Company had a loss from operations of $(121,902).
Since its inception, the Company has had losses from operations of $(286,893).
The Company's losses are attributable to expenditures by the Company in its
development stage, which expenditures included, among other items, legal,
accounting, licensing and permit fees, travel expenses, deposits, corporate
office rent and corporate office expenses.
The Company expects to continue to incur losses until such time as it
obtains market acceptance of its initial products at selling prices and volumes
which provide adequate gross profit to cover operating costs. The Company
believes that once its concept and alcoholic beverage product portfolio are
fully developed, it will generate its revenues from the sale of its alcoholic
beverage products to independent beverage distributors and wholesalers for
resale to retailers who sell alcoholic beverages to consumers as well as from
the sale of its alcoholic beverage products directly to restaurants, bars and
specialty stores.
While management of the Company believes that revenues anticipated to
be generated from the sale of its alcoholic beverage products will allow the
Company to operate profitably, there can be no assurance that once the Company
fully develops its business concept and alcoholic beverage product portfolio,
that it will operate in a profitable manner.
Liquidity and Capital Resources
11
<PAGE>
Since its inception, the Company has financed its development
activities through a combination of private transactions involving the issuance
of common stock and preferred stock for cash, and loans from officers and
shareholders of the Company.
In July 1998, the Company obtained a $50,000 revolving line of credit
from a bank. This bank line of credit is personally guaranteed by an officer of
the Company and accrues interest at the rate of 10.50%. Outstanding borrowings
against this line of credit totalled $45,240 as of September 30, 1998.
In November 1998, the Company completed its public offering of Units,
each Unit consisting of one share of the Company's common stock and one common
stock purchase warrant. A total of 96,175 Units were sold at a price of $5.75
per Unit. After payment of commissions and other expenses of the offering, the
Company received proceeds from the offering of approximately $545,156.
Management currently intends that the proceeds of the offering will
provide liquidity for the following endeavors utilizing the following amounts of
capital:
Increase Product Purchases: approximately $200,000 will be
used to increase the amount of alcoholic beverage products purchased by the
Company so as to support increased sales activity expected, and to reduce the
cost of products through volume purchasing.
Sales and Marketing Expansion: approximately $100,000 will be
used to expand the Company's sales force, increase trade show participation,
increase face-to-face sales calls with customers and develop new marketing
materials.
Facilities Expansion: approximately $50,000 will be used to
provide adequate facilities for the anticipated increase in product inventory
and sales and to provide adequate office and administrative space for increased
staff requirements.
Working Capital: approximately $195,156 will be used to
provide liquidity for general business contingencies, including the possible
expansion of the Company's alcoholic beverage product line and distribution
channels through the acquisition of other importers and/or distributors of
alcoholic beverage products.
Management believes that the proceeds received from the sale of its
Units as described above will provide the Company with sufficient liquidity to
meet the requirements described above for the balance of fiscal 1998 and 1999.
However, absolutely no assurance can be given that the proceeds received by the
Company from the offering of Units will be sufficient to meet the Company's
working capital requirements for the balance of fiscal 1998 and 1999.
12
<PAGE>
Plan of Operation
General
During the next 12 months, the Company intends to carry out three
principal objectives:
(1) aggressively manage and market its current portfolio of
beers, wines and spirits in specific niche markets of the overall alcoholic
beverage industry;
(2) expand its management and administrative personnel to
support its alcoholic beverage product lines; and
(3) expand its product line and distribution channels through
strategic alliances and/or through the acquisition of other importers and
distributors of alcoholic beverage products or through the acquisition of
producers of alcoholic beverage products.
Marketing of Products
The Company's current portfolio of beers consist of the following line
of beers produced in the People's Republic of China by Tsingtao Brewery No. 3, a
brewery owned and operated by Tsingtao Brewery Co., Ltd.: Red Dragon Draft, Red
Dragon Light and Red Dragon Amber. The Company's marketing strategy for its line
of Chinese beer will be to first introduce its Red Dragon product line to
Asian-theme restaurants (primarily Chinese restaurants), stressing the fact that
the Company's line of Chinese beer products will provide the restauranteur with
a product that he or she currently does not have, which is a diversified (light,
amber, draft) Chinese beer line. Thereafter, the Company will seek to introduce
its Red Dragon beer products to Asian-related specialty markets. Eventually, the
Company plans to introduce its Red Dragon beer brands to retailers who
specialize in marketing and selling imported beers. These vendors will primarily
consist of ale houses and specialty liquor stores that sell a variety of
imported beers.
To market its Red Dragon beer products, the Company has developed and
will institute, a variety of advertising and marketing programs designed to
create consumer awareness for its beer products and to establish brand
identification. The Company plans to conduct on-premise promotions, which will
include the use of posters and wall and daily scheduling calendars which
prominently display the Company's Red Dragon beer products at the site of retail
sale of the Company's beer products. Where legal, the Company will conduct
product tasting seminars with restaurant staff and consumers. As the Company's
Red Dragon products are gradually introduced into the mainstream retail market,
the Company will integrate a giveaway merchandise program with T-Shirts and
baseball caps featuring the Company's Red Dragon logo. The Company's merchandise
program will be specifically designed to develop brand identification.
With its wine products, the Company's objective is to successfully
introduce a profitable line of imported wines into the United States retail
market. The Company's marketing and sales
13
<PAGE>
strategy with respect to its wine products will be to provide the off-premise
merchandise market with quality products at a reasonable cost to the retailer
and the consumer.
The Company will distribute its wine products through agents that deal
directly with high volume off-premise accounts. Although the Company believes
that the high volume off-premise account market does not engage in substantial
advertising as a form of marketing, it is the Company's plan to participate in
at least three major restaurant/hotel trade shows over the next 12 months for
the purpose of marketing its wine products.
Expansion of Management and Administrative Personnel
The Company currently has three employees and two consultants. Assuming
that product acceptance, sales and revenue growth justify such, the Company
anticipates employing an additional four persons over the next 12 months. It is
expected that one of these persons will be an executive officer of the Company
responsible for certain aspects of the sales and marketing of the Company's wine
portfolio and another of these persons will be an executive officer of the
Company responsible for certain aspects of the sale and marketing of the
Company's beer portfolio.
Expansion of Product Lines and Distribution Channels
Over the next 12 months, the Company plans to expand the number of
alcoholic beverage products under its management, as well as increase the number
of distribution channels for its products. At the foundation of the Company's
plans for expansion of its product lines and distribution channels is the
acquisition of other importers and/or distributors of alcoholic beverage
products.
In its acquisition planning, the Company will look to acquire other
importers and/or distributors of alcoholic beverage products who own, or have
the exclusive rights to, niche alcoholic beverage products which can be sold to
volume purchasers and which have the potential to be branded. In addition to
adding entirely new product lines, acquisitions are expected to be beneficial in
adding new customers and distribution channels, and improving operating
efficiencies of the Company through shared resources and the creation of
critical mass in product offerings.
The Company has no present commitments or agreements and is not
currently involved in any negotiations with respect to any acquisitions.
Cautionary Statement
This Quarterly Report on Form 10-QSB contains statements relating to
future results, which are forward-looking statements as that term is defined in
the Private Securities Litigation Reform Act of 1995. Forward-looking statements
include statements concerning plans, objectives, goals, strategies, future
events or performance and underlying assumptions and other
14
<PAGE>
statements which are other than statements of historical assumptions and other
statements which are other than statements of historical facts. Actual results
may differ materially from those projected as a result of certain risks and
uncertainties, including but not limited to changes in general economic
conditions, foreign exchange rate fluctuations, competitive product and pricing
pressures, the impact of tax increases with respect to alcoholic beverage
products, regulatory developments, as well as other risks and uncertainties
detailed from time to time in the Company's Securities and Exchange Commission
filings. The Company's expectations, beliefs and projections are expressed in
good faith and are believed by the Company to have a reasonable basis, including
without limitations, data contained in the Company's records and other data
available from third parties, but there can be no assurance that management's
expectations, beliefs or projections will result, or be achieved, or be
accomplished.
15
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CUIDAO HOLDING CORP.
(Registrant)
Dated: January 2, 1999 By: C. Michael Fisher
---------------------------------------
C. Michael Fisher
President, Chief Financial Officer and
Chief Accounting Officer
16
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from (a)
the interim unaudited financial statements of Cuidao Holding Corp. for the nine
month period ended September 30, 1998 and is qualified in its entirety by
reference to such (b) financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 24,226
<ALLOWANCES> 0
<INVENTORY> 1,565
<CURRENT-ASSETS> 28,684
<PP&E> 19,177
<DEPRECIATION> 4,991
<TOTAL-ASSETS> 100,937
<CURRENT-LIABILITIES> 141,303
<BONDS> 0
0
4
<COMMON> 223
<OTHER-SE> 246,299
<TOTAL-LIABILITY-AND-EQUITY> 100,937
<SALES> 63,317
<TOTAL-REVENUES> 63,317
<CGS> 36,065
<TOTAL-COSTS> 36,065
<OTHER-EXPENSES> 149,154
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (121,902)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (121,902)
<EPS-PRIMARY> (.055)
<EPS-DILUTED> (.055)
</TABLE>
