Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 2000
[ ] 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: 333-5302-D
APEX MINERALS CORPORATION
(Exact name of Registrant as specified in charter)
Delaware 87-0543383
State or other jurisdiction of I.R.S. Employer I.D. No.
incorporation or organization
57 West 200 South, Suite 310, Salt Lake City, Utah 84101
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (801) 359-9309
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 past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such fling requirements for the past 90 days. (1) Yes
[X] No [ ] (2) Yes [X] No [ ]
State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date: At May 11, 2000, there were
5,055,800 shares of the Registrant's Common Stock outstanding.
PART I
ITEM 1. FINANCIAL STATEMENTS
The financial statements included herein have been prepared by the
Company, without audit, 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 generally accepted accounting principles have been omitted. However, in
the opinion of management, all adjustments (which include only normal
recurring accruals) necessary to present fairly the financial position and
results of operations for the periods presented have been made. The results
for interim periods are not necessarily indicative of trends or of results to
be expected for the full year. These financial statements should be read in
conjunction with the financial statements and notes thereto included in the
Company's annual report on Form 10-KSB for the year ended June 30, 1999.
<PAGE>
Apex Minerals Corporation
(a development stage company)
Balance Sheet
March 31, 2000
ASSETS
CURRENT ASSETS
Cash $ 1,368
Total Current Assets 1,368
OTHER ASSETS
Organizational costs (Note 1) 88
Total Other Assets 88
TOTAL ASSETS $ 1,456
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable - related party (Note 2) $ 15,000
Total Current Liabilities 15,000
STOCKHOLDERS' EQUITY
Common stock, authorized 50,000,000 shares
at $.001 par value; 5,055,800 shares
issued and outstanding 5,056
Capital in excess of par value 74,060
Retained deficit (accumulated during the
development stage) (92,660)
Total Stockholders' Equity (13,479)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,456
<PAGE>
Apex Minerals Corporation
(a development stage company)
Statement of Operations
For the
Period from
For the For the July 10, 1995
Three months Nine months (Inception)
ended March 31, ended March 31, to Mar. 31,
2000 1999 2000 1999 2000
Consulting Revenue $ - $ - $ - $ - $ 7,250
Total Revenue - - - - 7,250
EXPENSES
General and Admin. Expense 65 236 654 4,431 92,867
Loss from Abandonment
of Mining Leases - - - - 12,122
Total Expenses 65 236 654 4,431 104,989
OTHER INCOME (EXPENSES)
Loss attributable to
minority interests - - - - 1,250
Gain on Sale of Stock - - - - 4,129
- - - - 5,379
Net (loss) before provision
for taxes (65) (236) (654) (4,431) (92,360)
Provision for Taxes - - - - 300
Net income (loss) (65) (236) (654) (4,431) (92,660)
Loss Per Share (.01) (.01) (.01) (.01) (.02)
Average shares outstanding 5,055,800 5,055,800 5,055,800 5,055,800 4,927,442
<PAGE>
Apex Minerals Corporation
(a development stage company)
Statement of Cash Flows
For the Period Ended
For the Nine For the Nine For the Period
Months Ended Months Ended From Inception
March 31, March 31, to March 31,
2000 1999 2000
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (654) $ (4,431) $ (92,595)
Items not requiring cash flow:
Amortization 122 122 17,684
Increase in accrued expenses and
accounts payable - (4,400) 15,000
Issuance of stock for services - - 3,688
Minority share of net loss - - (1,250)
Loss from abandonment of lease - - 12,122
Net Cash (Used) by Operating
Activities (532) (8,709) (45,416)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for:
Mining claims - - (9,944)
Prepaid mining leases - - (18,518)
Organization costs - - (557)
Prepaid offering costs - - (3,947)
Net cash (used) by Investing
Activities - - (32,966)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock - - 79,750
Loans from related parties - - -
Net Cash provided by Financing
Activity - - 79,750
NET INCREASE (DECREASE) IN CASH (532) (8,709) 1,368
CASH AT BEGINNING OF PERIOD 1,900 10,625 -
CASH AT END OF PERIOD $ 1,368 $ 1,916 $ 1,368
<PAGE>
Apex Minerals Corporation
(a development stage company)
Statement of Cash Flows (continued)
For the Period from
July 10, 1995
For the Period Ended (Inception)
March 31, to March 31,
2000 1999 2000
Supplemental Cash Flow Information
Cash paid for:
Interest $ - $ - $ -
Taxes - - 300
Non Cash Flow Information
Stock issued for:
Services $ - $ - $ 3,688
Organization costs - - 250
Mining claims - - 625
<PAGE>
Apex Minerals Corporation
(a development stage company)
Notes to the Consolidated Financial Statements
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization Costs
Organization costs of the Company are being amortized over 60 months. Total
amortization costs for the year ended June 30, 1999 were $162.
Development Stage Company
The Company has yet to fully develop any material income from its stated
primary objective and it is classified as a development stage company. All
income, expenses, cash flows and stock transactions are reported since
inception.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATIONS
The Company had no revenues from operations during the fiscal year ended
June 30, 1999, or the first three quarters ended March 31, 2000, and has had
no significant revenues from operations since its inception in July 1995.
The Company intends to take advantage of any reasonable business proposal
presented which management believes will provide the Company and its
stockholders with a viable business opportunity. The investigation of
specific business opportunities and the negotiation, drafting, and execution
of relevant agreements, disclosure documents, and other instruments will
require substantial management time and attention and will require the Company
to incur substantial costs for payment of accountants, attorneys, and others.
If a decision is made not to participate in or complete the acquisition of a
specific business opportunity, the costs incurred in a related investigation
will not be recoverable. Further, even if an agreement is reached for the
participation in a specific business opportunity by way of investment or otherwi
se, the failure to consummate the particular transaction may result in the
loss to the Company of all related costs incurred. The board of directors may
authorize the Company to issue shares of its common stock as consideration for
monies advanced or services rendered on behalf of the Company.
Currently, management is not able to determine the time or resources that
will be necessary to complete the participation in or acquisition of any
future business prospect.
The Company has very limited funds with which to seek a potential
business venture. The funds necessary to locate and complete an acquisition
of a business venture may be advanced by current management. Management may
also negotiate with attorneys, accountants, and others to defer their fees
until after completion of any acquisition. The Company has no arrangement or
agreement with current management to furnish funds for the Company, or with
others to furnish services.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
APEX MINERALS CORPORATION
Date: May 11, 2000 By /s/ Howard M. Oveson, President and
Principal Financial and Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 1,368
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,368
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,456
<CURRENT-LIABILITIES> 15,000
<BONDS> 0
0
0
<COMMON> 5,056
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,456
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 65
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (65)
<INCOME-TAX> (65)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (65)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
