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 ACT OF 1934
For the quarterly period ended March 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES ACT OF 1934
For the transition period from __________ to _______________
Commission file number: 0-25511
Silver State Vending Corporation
(Exact name of small business issuer as
specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
88--0860379
(IRS Employer Identification No.)
236 S. Rainbow Blvd., Suite 468, Las Vegas, NV 89128
(Address of principal executive offices)
(702) 363-0066
(Issuer's telephone number)
Check whether the issuer (1) 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 filing requirements for the past 90 days.
Yes [ ] No [x]
State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest practicable
date: 11,409,500
Transitional Small Business Disclosure Format:
Yes [ ] No [x]
<PAGE> 1
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Following are the financial statements for the period ended March
31, 1999.
<PAGE> 2
SILVER STATE VENDING CORPORATION
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
(Unaudited)
MARCH 31, 1999 AND MARCH 31,1998
<PAGE> 3
TABLE OF CONTENTS
Page Number
ACCOUNTANT'S REPORT ............................................... 1
FINANCIAL STATEMENT:
Balance Sheet ................................................. 2
Statement of Operations and Deficit
Accumulated During the Development Stage ......................... 3
Statement of Cash Flows ........................................... 4
Notes to the Financial Statements ................................. 5
<PAGE> 4
DAVID E. COFFEY
3561 Lindell Rd, Suite H Las Vegas, NV 89103
CERTIFIED PUBLIC ACCOUNTANT
(702) 871-3979
To the Board of Directors and Stockholders
of Silver State Vending Corporation
Las Vegas, Nevada
The accompanying balance sheets as of March 31, 1999 and March 31, 1998 and
the related statements of operations, and cash flows for the three months
ended March 31, 1999 and 1998 were not audited by me and, accordingly, I do
not express an opinion on them.
/S/ DAVID COFFEY
David Coffey C.P.A.
June 24, 1999
<PAGE> 5
SILVER STATE VENDING CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
(Unaudited)
March 31, March 31,
1999 1998
=========== ===========
ASSETS
Cash $ 6,743 $ 17,578
Organizational costs less accumulated
amortization 2,089 2,926
Deposits 420 420
Inventory 0 83
Prepaid expenses 178 0
Equipment less accumulated
depreciation of $84 6,246 0
----- -----
Total Assets $ 15,676 $ 21,007
====== ======
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable:
Trade $ 492 $ 185
-- ---
Total Liabilities 492 185
Stockholders' Equity
Common stock, authorized 20,000,000 shares
at $.001 par value, issued and outstanding
11,409,500 shares 11,409 11,409
Preferred stock, 5,000,000 shares
at $.001 per value, no shares issued
or outstanding 0 0
Additional paid-in capital 16,986 16,986
Deficit accumulated during
the development stage (13,211) (7,573)
------ ------
Total Stockholders' Equity 15,184 20,822
Total Liabilities and Stockholders' Equity $ 15,676 $ 21,007
====== ======
The accompanying notes are an integral part of these financial statements.
-2-
<PAGE> 6
SILVER STATE VENDING CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENT STAGE
FOR THE PERIOD ENDED March 31, 1999
(With Cumulative Figures From Inception)
(Unaudited)
Inception
January 1, 1999 January 1, 1998 Sept. 30, 1996
To March 31, 1999 To March 31, 1998 To Date
----------------- -------------- --------------
Sales $ 104 $ 251 $ 1,009
Cost of sales (80) 100 (397)
--- --- ---
Gross margin 24 151 612
Expenses
Accounting 0 2,500 2,500
Amortization 209 209 2,096
Advertising 0 0 125
Consulting 300 695 4,220
Depreciation 21 0 84
Licenses and fees 2,364 75 3,000
Office expenses 0 431 566
Rent 267 0 890
Tax 10 0 10
Travel 0 332 332
----- ----- -----
Total expenses 3,171 4,242 13,823
Net loss (3,147) (4,091) $ (13,211)
======
Deficit accumulated,
beginning of period (10,064) (3,482)
------- ------
Deficit accumulated during
the development stage $ (13,211) (7,573)
====== ======
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 7
THE SILVER STATE VENDING CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED March 31, 1999
(With Cumulative Figures From Inception)
(Unaudited)
<TABLE>
<CAPTION>
Inception
January 1, 1999 January 1, 1998 Sept. 30, 1996
March 31,1999 To March 31, 1998 To Date
----------- --------------- --------------
<S> <C> <C> <C>
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net loss $ (3,147) $ (4,091) $ (13,211)
Noncash expenses included in net loss
Amortization 209 209 2,096
Depreciation 21 0 84
(Decrease)Increase in accounts payable (383) (2,000) 492
Increase in deposits 0 0 (420)
Decrease(Increase) in prepaid expenses 267 0 (178)
Increase in Inventory 0 (83) 0
------ ------ -----
NET CASH PROVIDED BY
OPERATING ACTIVITIES (3,033) (5,965) (11,137)
CASH FLOWS USED BY INVESTING ACTIVITIES
Organizational costs 0 0 185
Purchase of equipment 0 0 6,330
----- ----- ----
NET CASH USED BY
INVESTING ACTIVITIES 0 0 6,515
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock 0 0 3,409
Additional paid-in capital 0 0 21,686
Less offering costs 0 (600) (600)
----- ----- -----
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 600 24,495
------ ----- -----
NET INCREASE(DECREASE) (3,033) (6,565) $ 6,843
=====
CASH AT BEGINNING OF PERIOD 9,776 24,143
------ ------
CASH AT END OF PERIOD $ 6,743 17,578
===== ------
Supplemental disclosure of cash flow information:
Issuance of common stock in exchange
for services $ 0 $ 0 $ 8,000
====== ====== =====
</TABLE>
The accompanying notes are an integral part of these financial statements.
-4-
<PAGE> 8
SILVER STATE VENDING CORPORATION
(A DEVELOPMENT STAGE COMPANY)
March 31, 1999 and March 31, 1998
NOTES TO THE FINANCIAL STATEMENTS
Silver State Vending Corporation (the Company) has elected
to omit substantially all footnotes to the financial
statements for the three months ended March 31, 1999, since
there have been no material changes (other than indicated
in other footnotes) to the information previously reported
by the Company in the audited financial statements for the
fiscal year ended December 31, 1998 as filed in the
Registration Statement filed on Form 10-SB.
UNAUDITED INFORMATION
The information furnished herein was take in from the books
and records of the Company without audit. However, such
information reflects all adjustments which are, in the
opinion of management, necessary to properly reflect the
results of the period presented. The information presented
is not necessarily indicative of the results from
operations expected for the full fiscal Year.
-5-
<PAGE> 9
Item 2. Management's Discussion and Analysis or Plan of
Operation
GENERAL
The Company currently operates at 236 S. Rainbow Bl., Suite
468, Las Vegas, Nevada 89128. The Company's principal business is
providing bulk vending goods to the greater Las Vegas area, as
well as southern Nevada.
Results of Operations for the Quarter Ended March 31, 1999
- -------------------------------------------------------------
Revenues were down by $140 due to first time initial sales
during the first quarter of 1998 to prospective customers. The
expenditures decreased during the first quarter of 1999 as
compared to the first quarter 1998 due to the initial
expenditures of travel in setting up the sales and purchase
contacts of $332, office supplies of $431 and initial vending
consulting fees of $300.
The following is a discussion of the results of operations
for the quarter ended March 31, 1999.
Total revenues for the quarter ended March 31, 1999 were
$104 as compared to $251 in the same quarter of 1998. The
decrease in sales during the first quarter of 1999 is due to
first time initial sales during the first quarter of 1998 to
prospective customers.
Total costs and expenses decreased for the quarter ended
March 31, 1999 as compared to the same period of 1998 by $1,071,
to $3,171 from $4,242. The increased expenses in 1998 are due to
the initial expenditures of travel, office supplies and
consulting fees of setting up vending contacts.
The net income for the quarter ended March 31, 1999 was
$<3,147> as compared to $<4,091> during the first quarter of
1998. This represents an increase in net income of $944, due in
large part to the decreased expenses.
Liquidity and Capital Resources
Cash as of March 31, 1999 was $6,743 as compared to $17,578
as of March 31, 1998. During the last quarter of 1997, the
Company completed a small public stock offering. Due to the
proceeds from the stock offering and expenditures related to the
purchase of vending machines, the Company had increased cash
during the quarter ended March 31, 1998 as compared to the
quarter ended March 31, 1999.
<PAGE> 10
PLAN OF OPERATION
During the next twelve months the Company's plan of
operation is dependent upon management's ability to purchase,
place and service the Company's vending machines. The Company
will rely upon management's abilities and years of experience in
the vending industry, both in the bulk and refrigerated vending
sectors.
The Company in the next twelve months is looking to
implement the services of J & S Vending & Locating as an
additional avenue for placement of vending machines in high
profile areas. J & S Vending & Locating, a division of The J & S
Group of Cedar Hills, TX., offers the following services which
the company feels are beneficial for growth and expansion:
1) The right to reject any location up front for any
reason.
2) 45 day on site guarantee if you lose that location
for any reason within the 45 days J & S Vending
and Locating will replace that location to you at
no charge
3) 30 day guarantee if your machine makes $10.00 or
less than J & S Vending & Locating will replace
that location at no charge.
These services, along with managements current exposure to a
large portion of the apartment industry in southern Nevada, due
other responsibilities of management, the company feels it can
expand its business base.
During the next twelve months, the Company's cash
requirements will include its lease payments on the Company's
office space in Las Vegas, Nevada, as well as miscellaneous
overhead. Management believes that the Company's existing cash
resources and cash generated from operations will be sufficient
to fund the Company's ongoing operations through the remainder of
1999 and be sufficient to provide for the foregoing cash
requirements for day to day operations in the next twelve months.
There is no guarantee that the budgeted funds will be sufficient
to achieve these goals.
Management believes that it will not achieve profitability
until it is able to realize approximately $5,000 in gross sales
per month. The Company has no guarantee that it will be able to
achieve this goal in the next twelve months.
<PAGE> 11
The Company may require additional funds and time to achieve
these goals. Even if the Company begins generating revenues, it
could require additional funding for expansion. The Company may
find it difficult to succeed in securing additional financing.
The Company may be able to attract some private investors, or an
officer and/or director may be willing to make additional cash
contributions, advancements or loans. Or, as an alternative, the
Company could attempt some form of debt or equity financing.
YEAR 2000 ISSUES
- -----------------
The Company has conducted a comprehensive review of its
computer, telephone and alarm systems to identify the systems
that could be affected by the Year 2000 issue and is developing
an implementation plan to resolve the issue.
The issue pertains to whether or not computer systems will
properly recognize date-sensitive information when the year
changes to 2000. Systems that do not properly recognize such
information could generate erroneous data or cause a system to
fail. The company is heavily dependent on computer processing in
the conduct of its business activities.
The Company has identified three areas which could be
affected by the Year 2000 issue: computer systems, shipping
services and telephone systems.
A. Computer Systems
The Company uses a variety of computer software
packages to operate the business, the majority of which are small
"canned" programs which are used in day-to-day operations. The
Company has reviewed the software it uses (i.e., Microsoft Office
with the upgrade to Microsoft Office 2000 and related programs)
and has been assured by Microsoft Corporation that its products
that it uses are new enough to not be affected by any Year 2000
issues.
B. Shipping Services
The Company currently uses the United Parcel Service
for parts for the vending equipment. The Company was assured by
a spokesperson for United Parcel Service that there will be no
interruption by the Year 2000 and will not be affected adversely
by any Year 2000 concerns.
<PAGE> 12
C. Telephone Systems
The Company uses the only local carrier in Las Vegas,
Sprint, for its telephone system. Sprint uses a Nortel DMS 100
system which will accommodate Y2K issues.
The Company will experience no additional costs to
upgrade or modify the phone systems to accommodate any Year 2000
issues.
Based on the review of the computer systems, management does
not believe the cost of remediation will be material to the
Company's financial position and result of operations.
<PAGE> 13
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Item Description
-------- ----------------------------------------------------
27 Financial Data Schedule
(b) Reports on Form 8-K
No Reports on Form 8-K have been filed for the quarter ended
March 31, 1999.
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SILVER STATE VENDING CORPORATION
June 25, 1999 By: /s/ ARVON BURTON
Arvon Burton
Treasurer (Chief Financial Officer)
and duly authorized officer
<PAGE> 14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE QUARTER ENDED MARCH 31, 1999 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0001037759
<NAME> SILVER STATE VENDING CORPORATION
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 6,743
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,687
<PP&E> 6,330
<DEPRECIATION> 84
<TOTAL-ASSETS> 15,676
<CURRENT-LIABILITIES> 492
<BONDS> 0
0
0
<COMMON> 11,409
<OTHER-SE> 3,775
<TOTAL-LIABILITY-AND-EQUITY> 15,676
<SALES> 104
<TOTAL-REVENUES> 104
<CGS> 80
<TOTAL-COSTS> 80
<OTHER-EXPENSES> 3,171
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,147)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,147)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,147)
<EPS-BASIC> (.000)
<EPS-DILUTED> (.000)
</TABLE>
