U.S. 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 quarterly period ended November 30, 1998.
....Transition report under section 13 or 15(d) of the Securities
Exchange Act of 1934 [No Fee Required] for the transition period
from _________ to _________.
Commission File No: __000-23559__
SUNBURST ACQUISITIONS III, INC.
---------------------------------------
(Name of small business in its charter)
Colorado 84-14320001
- ---------------------- -----------------------
(State or other (IRS Employer Id. No.)
jurisdiction of Incorporation)
4807 South Zang Way Morrison, Colorado 80465
- -------------------------------------------------------------------
(Address of Principal Office) Zip Code
Issuer's telephone number: (303) 979-2404
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities 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 __X__ No _____
Applicable only to issuers involved in bankruptcy proceedings during
the past five years
Check whether the issuer has 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
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date. At 11/30/98 the
following shares of common were outstanding: Preferred Stock, no par value,
80,000 shares; Common Stock, no par value, 2,035,000 shares.
Transitional Small Business Disclosure
Format (Check one):
Yes _____ No __X__
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
(a) The unaudited financial statements of registrant for the
three months ended November 30, 1998, follow. The financial statements
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim period
presented.
SUNBURST ACQUISITIONS III, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
Quarter Ended November 30, 1998
(Unaudited)
<PAGE>
CONTENTS
Accountants' report 1
Balance Sheet 2
Statements of Loss and Accumulated Deficit 3
Statements of Cash Flows 4
Notes to Financial Statements 5
<PAGE>
The Board of Directors and Stockholder of
Sunburst Acquisitions III, Inc.
The accompanying balance sheet of the Sunburst Acquisitions III, Inc. (a
development stage company) as of November 30, 1998, and the related statements
of loss and accumulated deficit and cash flows for the period then ended
were not audited by us and according we do not express an opinion on them.
Denver, Colorado
January 11, 1999
COMISKEY & COMPANY
PROFESSIONAL CORPORATION
1
<PAGE>
Sunburst Acquisitions III, Inc.
(A Development Stage Company)
BALANCE SHEET
November 30, 1998
(Unaudited)
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ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 419
Accounts receivable - related party 103
---------
Total current assets 522
OTHER ASSETS:
Organizational costs (net
of amortization) 225
---------
Total other assets 225
---------
TOTAL ASSETS $ 747
=========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 110
Accounts payable - related party 1,430
---------
Total current liabilities 1,540
---------
STOCKHOLDERS' EQUITY
Preferred stock, no par value
20,000,000 shares authorized;
80,000 shares issued and outstanding 8,000
Common stock, no par value;
100,000,000 shares authorized;
2,035,000 shares issued and
outstanding 4,935
Additional paid-in capital 750
Deficit accumulated
during the
development stage (14,478)
---------
Total stockholders' equity (793)
---------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 747
=========
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
Sunburst Acquisitions III, Inc.
(A Development Stage Company)
STATEMENTS OF LOSS AND ACCUMULATED DEFICIT
(Unaudited)
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For the period
from inception For the three For the three
(August 27, months ended months ended
1997)to November November November
30, 1998 30, 1998 30, 1997
--------------- ------------- ------------
REVENUES $ - $ - $ -
--------------- ------------- ------------
EXPENSES
Legal Fees 5,073 1,905 2,200
General Office 508 - 15
Consulting fees 4,935 - -
Professional fees 2,117 - 1,000
Amortization 75 15 15
Transfer agent 913 168 -
Taxes and licenses 107 - -
Rent 750 150 150
-------------- ------------- ------------
Total expense 14,478 2,238 3,380
-------------- ------------- ------------
NET LOSS (14,478) (2,238) (3,380)
Accumulated deficit
Balance, Beginning of period - (12,240) (1,935)
-------------- ------------- ------------
Balance, End of period $ (14,478) $ (14,478) $ (5,315)
============== ============= ============
NET LOSS PER SHARE $ (NIL) $ (NIL) $ (NIL)
============== ============= ============
WEIGHTED AVERAGE NUMBER OF
SHARES OF COMMON STOCK AND
COMMON STOCK EQUIVALENTS
OUTSTANDING 2,123,043 2,195,000 2,095,000
============== ============= ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
Sunburst Acquisitions III, Inc.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
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For the period
from inception
(August 27, For the three For the three
1997) to months ended months ended
November 30, November 30, November 30,
1998 1998 1997
--------------- ------------- -------------
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net Loss $ (14,478) $ (2,238) $ (3,380)
Adjustments to reconcile
net loss to net cash used
by operating activities:
Amortization expense 75 15 15
Rent expense 750 150 150
Stock issued for
consulting fees 4,935 - -
Decrease in prepaid expenses - 474 -
Increase in accounts
receivable (103) - -
Increase (decrease) in
accounts payable 110 (385) -
Increase in accounts payable
- related party 1,430 1,430 -
-------------- ------------- -------------
Net cash used by
operating activities (7,281) (554) (3,215)
CASH FLOWS FROM
INVESTING ACTIVITIES
Increase in organization costs (300) - (300)
-------------- ------------- -------------
Net cash used by
investing activities (300) - (300)
CASH FLOWS FROM
FINANCING ACTIVITIES
Issuance of preferred
stock 8,000 - -
-------------- ------------- -------------
Net cash provided
financing activities 8,000 - -
-------------- ------------- -------------
Net increase (decrease)
in cash and cash
equivalents 419 (554) (3,515)
CASH AND CASH EQUIVALENTS,
Beginning of Period - 973 8,000
-------------- ------------- -------------
CASH AND CASH EQUIVALENTS,
End of Period $ 419 $ 419 $ 4,485
============== ============= =============
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
Sunburst Acquisitions III, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
November 30, 1998
(Unaudited)
1. Management's Representation of Interim Financial Information
------------------------------------------------------------
The accompanying financial statements have been prepared by Sunburst
Acquisitions III, Inc. 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 condensed or omitted
as allowed by such rules and regulations, and management believes that the
disclosures are adequate to make the information presented not misleading.
These financial statements include all of the adjustments which, in the opinion
of management, are necessary to a fair presentation of financial position and
results of operations. All such adjustments are of a normal and recurring
nature. These financial statements should be read in conjunction with the
audited financial statements at August 31, 1998.
5
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATIONS.
Liquidity and Capital Resources
The Company remains in the development stage and, since
inception, has experienced no significant change in liquidity or capital
resources or stockholder's equity other than the receipt of net proceeds
in the amount of $8,000 from its inside capitalization funds.
Consequently, the Company's balance sheet for the period ending November
30, 1998, reflects a current asset value of $419 and a total asset value
of $522, primarily in the form of cash.
The Company's business plan is to seek, investigate, and, if
warranted, acquire one or more properties or businesses, and to pursue
other related activities intended to enhance shareholder value. The
acquisition of a business opportunity may be made by purchase, merger,
exchange of stock, or otherwise, and may encompass assets or a business
entity, such as a corporation, joint venture, or partnership. The
Company has very limited capital, and it is unlikely that the Company
will be able to take advantage of more than one such business
opportunity.
The Company will carry out its plan of business as discussed
above. The Company cannot predict to what extent its liquidity and
capital resources will be diminished prior to the consummation of a
business combination or whether its capital will be further depleted by
the operating losses (if any) of the business entity which the Company
may eventually acquire.
Results of Operations
During the period from August 27, 1998 (inception) through
November 30, 1998, the Company has engaged in no significant operations
other than organizational activities, acquisition of capital and preparation
for registration of its securities under the Securities Exchange Act of
1934, as amended. No revenues were received by the Company during
this period.
For the current fiscal year, the Company anticipates incurring a
loss as a result of organizational expenses, expenses associated with
registration under the Securities Exchange Act of 1934, and expenses
associated with locating and evaluating acquisition candidates. The
Company anticipates that until a business combination is completed with
an acquisition candidate, it will not generate revenues and may continue
to operate at a loss after completing a business combination, depending
upon the performance of the acquired business.
For the quarters ended November 30, 1998 and 1997, the Company
showed net losses of $2,238 and $3,380, respectively. The decrease in
loss is due primarily to the timing differences related to expenses
incurred in relation to reporting requirements, and general and
administrative expenses.
Need for Additional Financing
The Company believes that its existing capital will be sufficient
to meet the Company's cash needs, including the costs of compliance
with the continuing reporting requirements of the Securities Exchange
Act of 1934, as amended, for a period of approximately one year.
Accordingly, in the event the Company is able to complete a business
combination during this period, it anticipates that its existing capital will
be sufficient to allow it to accomplish the goal of completing a business
combination. There is no assurance, however, that the available funds
will ultimately prove to be adequate to allow it to complete a business
combination, and once a business combination is completed, the
Company's needs for additional financing are likely to increase
substantially.
No commitments to provide additional funds have been made by
management or other stockholders. Accordingly, there can be no
assurance that any additional funds will be available to the Company to
allow it to cover its expenses.
Irrespective of whether the Company's cash assets prove to be
inadequate to meet the Company's operational needs, the Company
might seek to compensate providers of services by issuances of stock in
lieu of cash.
Consideration of year 2000 effects relevant to the Company
Year 2000 issues are not currently material to the Company's business,
operations or financial condition, and the Company does not currently
anticipate that it will incur any material expenses to remediate Year 2000
issues it may encounter. However, Year 2000 issues may become material to the
Company following its completion of a business combination transaction. In that
event, the Company will be required to adopt a plan and a budget for addressing
such issues.
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBIT 27 - FINANCIAL DATA SCHEDULE
There have been no reports on Form 8-K for the quarter ending
November 30, 1998.
<PAGE>
Signatures
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.
SUNBURST ACQUISITIONS III, INC.
(Registrant)
Date: January 13, 1998
/s/
Michael R. Quinn, Secretary/Treasurer
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<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
BALANCE SHEET AND STATEMENTS OF LOSS AND ACCUMULATED DEFICIT AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH 10QSB FOR THE QUARTER ENDED November
30, 1998.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Aug-31-1999
<PERIOD-END> Nov-30-1998
<CASH> 419
<SECURITIES> 0
<RECEIVABLES> 103
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 522
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 747
<CURRENT-LIABILITIES> 1540
<BONDS> 0
0
8000
<COMMON> 4935
<OTHER-SE> (13728)
<TOTAL-LIABILITY-AND-EQUITY> 747
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 2238
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2238)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2238)
<EPS-PRIMARY> (.001)
<EPS-DILUTED> (.001)
</TABLE>
