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
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: September 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 333-83125
FIRST GROWTH INVESTORS, INC.
(Exact name of registrant as specified in its charter)
NEVADA 87-0569467
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
2508 South 1300 East, Salt Lake City, Utah 84106
(Address of principal executive offices)
(801) 466-7808
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (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 report(s), YES [X] NO [ ]
and (2) has been subject to such filing requirements for the past 90 days.
YES [X] NO [ ]
The number of $.001 par value common shares outstanding at September 30, 2000:
2,000,000
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
See attached.
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
NINE MONTHS ENDED SEPTEMBER 30, 2000 AND YEAR ENDED DECEMBER 31, 1999
WITH
INDEPENDENT ACCOUNTANT'S REVIEW REPORT
<PAGE>
INDEPENDENT ACCOUNTANT'S REVIEW REPORT
Board of Directors and Stockholders
FIRST GROWTH INVESTORS, INC.
I have reviewed the accompanying balance sheet of First Growth
Investors, Inc. (a development stage company) as of September 30, 2000,
and the related statements of operations and cash flows for the three
and nine month periods ended September 30, 2000 and 1999. These
financial statements are the responsibility of the management of First
Growth Investors, Inc.
I conducted my review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial statements consists principally of applying analytical
procedures to financial data and making inquiries of persons responsible
for financial and accounting matters. It is substantially less in scope
than an audit conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, I do
not express such an opinion.
Based on by review, I am not aware of any material modifications that
should be made to the accompanying financial statements in order for
them to be in conformity with generally accepted accounting principles.
Salt Lake City, Utah
November 8, 2000
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FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
CONDENSED BALANCE SHEET
ASSETS
December 31,
September 30,
2000 1999
_______________________
(Unaudited)
CURRENT ASSETS:
Cash in bank $73 $10,703
Deferred costs - warrant registration 14,476 14,476
Inventory 45,500 45,500
__________ ____________
Total Current Assets 60,049 70,679
__________ ____________
TOTAL ASSETS $60,049 $70,679
========== ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $0 $0
Accrued interest payable 327 70
Income taxes payable 0 1,905
Stockholder loan payable 4,500 3,000
Short term advance 0 6,100
_______________________
Total Current Liabilities 4,827 11,075
__________ ____________
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value,
1,000,000 shares authorized, no shares 0 0
issued and outstanding
Common stock; $.001 par value,
24,000,000 shares authorized, 2,000,000
and 2,000,000 shares issued and
outstanding respectively 2,000 2,000
Capital in excess of par value 47,362 47,362
Earnings(deficit) accumulated during the 5,860 10,242
development stage __________ ____________
Total Stockholders' Equity 55,222 59,604
__________ ____________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $60,049 $70,679
========== ============
See Notes to Condensed Financial Statements.
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
(Unaudited)
For the Three For the Nine Cumulative
Months Ended Months Ended During the
September 30, September 30, Development
2000 1999 2000 1999 Stage
REVENUE
Sales $0 $0 $0 $76,138 $87,938
Costs of goods sold 0 (1,500) 0 (56,088) (70,268)
_______________________________________________
Gross profit 0 (1,500) 0 20,050 17,670
_______________________________________________
EXPENSES
Professional fees 857 395 3,849 2,200 6,543
Fees and licenses 148 62 289 77 1,875
Amortization expense 0 50 0 150 250
_______________________________________________
Total expenses 1,005 507 4,138 2,427 8,668
_______________ _______________________________
INCOME(LOSS) FROM (1,005) (2,007) (4,138) 17,623 9,002
OPERATIONS _______________ _______________________________
OTHER INCOME AND
(EXPENSE)
Interest expense (103) 0 (268) 0 (1,511)
Other income 24 0 24 0 1,024
_______________ _______________________________
NET INCOME BEFORE TAXES (1,084) (2,007) (4,382) 17,623 8,515
Provision for income taxes 0 301 0 (2,644) (1,905)
_______________________________________________
NET INCOME (LOSS) BEFORE
CUMULATIVE EFFECT OF
ACCOUNTING CHANGE (1,084) (1,706) (4,382) 14,979 6,610
Cumulative effect of
accounting change for 0 0 0 0 (750)
organization costs _______________________________________________
NET INCOME (LOSS) $(1,084)$(1,706)$(4,382) $14,979 $5,860
===============================================
EARNINGS(LOSS) PER SHARE
BEFORE ACCOUNTING CHANGE $0.00 $0.00 $0.00 $ .01 $ 0.00
CUMULATIVE EFFECT OF
ACCOUNTING CHANGE $0.00 $0.00 $0.00 $ .00 $0.00
_______________________________________________
INCOME (LOSS) PER SHARE $0.00 $0.00 $0.00 $ .01 $ 0.00
===============================================
See Notes to Condensed Financial Statements.
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
CONDENSED STATEMENT OF CASH FLOWS
(Unaudited)
For the Three For the Nine Cumulative
Months Ended Months Ended During the
September 30, September 30, Development
2000 1999 2000 1999 Stage
CASH FLOWS FROM OPERATING ACTIVITIES
Sales $0 $0 $0 $30,420 $87,938
Organization costs 0 0 0 0 (1,000)
Cash paid for inventory and 0 (1,500) 0 (1,500) (115,698)
related costs
Cash paid to suppliers and others (982)(13,239)(6,030)(15,059) (9,319)
Cash paid for interest 0 0 0 0 (984)
____________________________________________
Net Cash Provided(Used) (982)(14,739)(6,030) 13,861 (39,063)
by Operating Activities ______________ _____________________________
CASH FLOWS FROM INVESTING ACTIVITIES 0 0 0 0 0
______________ _______________ _____________
CASH FLOWS FROM FINANCING ACTIVITIES
Stockholder loan 1,000 0 1,500 0 4,500
Sale of common stock 0 0 0 0 55,050
Direct costs of common stock sale 0 0 0 0 (5,688)
Direct costs of warrants registration (5,000) 0 (5,000) (14,476)
Proceeds from short term 0 1,000 0 1,000 27,100
advance and loan
Loans and other debt payments 0 0 (6,100)(11,000) (27,350)
______________ _______________ _____________
Net Cash Provided(Used) 1,000(4,000)(4,600)(15,000) 39,136
by Financing Activities ______________ _____________________________
NET INCREASE (DECREASE) IN CASH 18(18,739)(10,630)(1,139) 73
CASH - BEGINNING OF PERIOD 55 18,834 10,703 1,234 0
______________ _______________ _____________
CASH - END OF PERIOD $73 $95 $73 $95 $73
============================================
RECONCILIATION OF NET INCOME TO
NET CASH PROVIDED(USED) BY
OPERATING ACTIVITIES
NET INCOME (LOSS) $(1,084)$(1,706)$(4,383)$14,979 $5,860
______________ _____________________________
Adjustments to reconcile net
income(loss) to net cash provided
(used) by operating activities
Amortization of organization costs 0 50 0 150 250
Cumulative change in accounting 750
principle
Change in assets and liabilities
(Increase)decrease in accounts 0 45,718 0 0 0
receivable
(Increase)decrease in inventory 0(58,500) 0 (3,912) (45,500)
(increase)decrease in prepaid 0 0 0 0 0
expenses
(Increase) in organization costs 0 0 0 0 (1,000)
Increase(decrease) in accounts 0 0 0 0 0
payable
Increase(decrease) in accrued 102 0 258 0 327
interest
Increase(decrease) in income taxes 0 (301) (1,905) 2,644 0
payable
Increase in note payable 0 0 0 0 250
____________________________________________
Total Adjustments 102 (13,033)(1,647) (1,118) (44,923)
______________ _____________________________
NET CASH(USED)BY OPERATING ACTIVITIES $(982)$(14,739)$(6,030)$13,861 $(39,063)
See Notes to Condensed Financial Statements.
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the
Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of
operation and cash flows at September 30, 2000 and for all
periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. It
is suggested that these condensed financial statements be read in
conjunction with the financial statements and notes thereto
included in the Company's December 31, 1999 audited financial
statements. The results of operations for the periods ended
September 30, 2000 and 1999 are not necessarily indicative of the
operating results for the full year.
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION & ANALYSIS OR PLAN OF OPERATIONS
The Company was incorporated September 9, 1997. Upon inception, the
Company issued 1,750,000 shares of common stock to its founding stockholders.
On October 15, 1997, the Company commenced a public offering of up to 250,000
shares of its common stock, in reliance upon Rule 504 of Regulation D,
promulgated by the U.S. Securities & Exchange Commission under the Securities
Act of 1933. The offering closed in November, 1997. Pursuant thereto, the
Company sold 250,000 shares, increasing the total issued and outstanding
common stock to 2,000,000 shares. In July, 1999, the Company filed a
registration statement on Form SB-2 with the U.S. Securities & Exchange
Commission under the Securities Act of 1933, to register the distribution and
exercise of warrants. This registration statement was declared effective on
October 8, 1999. At that time the Company became subject to the information
requirements of the Securities Exchange Act of 1934. Accordingly, the Company
now files annual and quarterly reports and other information with the
Commission. The warrants were distributed as soon as practicable after the
date of the prospectus to common stockholders of record as of September 30,
1999. No securities have yet been sold pursuant to exercise of warrants in
this offering.
PLAN OF OPERATIONS.
Management's plan of operation for the next twelve months is to continue
using existing capital and any funds from exercise of warrants in the offering
to acquire another inventory of select wines to hold for investment and
resale, and also to provide general working capital during the next twelve
months. Under this plan of operations First Growth Investors has no specific
capital commitments and the timing of capital expenditures will depend upon
the receipt of additional funds from warrant exercise or elsewhere, none of
which is assured. Cash flows will also depend upon the timing of sale of the
wines, which is also not assured, and receipt of the proceeds from these
sales. We have not determined how long existing capital can satisfy any cash
requirements, but we do not presently anticipate that we will have to raise
additional funds within the next twelve months. While we do not anticipate
any need to raise additional capital, we believe First Growth Investors will
have the opportunity to invest whatever additional funds may be received from
the exercise of warrants in purchasing additional vintages of investment grade
wines. We do not anticipate any capital commitments for product research and
development or significant purchases of plant or equipment, or any change in
the number of employees.
Initially, we purchased eleven different vintages of investment grade
wines at a cost of $54,588. During the first quarter of 1999, we sold these
wines for $76,138. We made these purchases, and all purchases to date, from
non affiliated third parties. We did not purchase any of the inventory from,
or sell any of the inventory to, persons affiliated with First Growth
Investors.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
(a) None.
(b) None.
(c) See Part I, Item 1 (financial statements) and Item 2 (management's
discussion) for financial information and a discussion regarding
use of proceeds.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None
<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.
FIRST GROWTH INVESTORS, INC.
Date: November 13, 2000 by: /s/ Pam Jowett
Pam Jowett, President & Director
