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: March 31, 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), 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 March 31, 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
THREE MONTHS ENDED MARCH 31, 2000
(UNAUDITED)
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. as of March 31, 2000, and the related statements of
operations, and cash flows for the three months ended March 31, 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 my 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.
/s/ David T. Thomson, P.C.
Salt Lake City, Utah
May 10, 2000
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
BALANCE SHEETS
ASSETS
March 31, December 31,
2000 1999
(Unaudited)
CURRENT ASSETS:
Cash $3,193 $10,703
Deferred cost - warrant registration 14,476 14,476
Inventory 45,500 45,500
__________ ___________
Total Current Assets 63,169 70,679
__________ ___________
TOTAL ASSETS $63,169 $70,679
========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $0 $0
Accrued interest payable 145 70
Income tax payable 1,905 1,905
Stockholder loan payable 3,000 3,000
Short term advance 0 6,100
__________ ___________
Total Current Liabilities 5,050 11,075
__________ ___________
STOCKHOLDERS' EQUITY:
Preferred stock; $.001 par value, 1,000,000 shares
authorized, no shares issued and outstanding 0 0
Common stock; $.001 par value, 24,000,000 shares
authorized, 2,000,000 shares issued and 2,000 2,000
outstanding both periods
Capital in excess of par value 47,362 47,362
Earnings (deficit) accumulated during the 8,757 10,242
development stage __________ ___________
Total Stockholders' Equity 58,119 59,604
__________ ___________
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $63,169 $70,679
========== ===========
See Notes to Financial Statements.
See Independent Accountant's Review Report
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Three Cumulative
Months Ended During the
March 31, Development
2000 1999 Stage
REVENUE
Sales $0 $76,138 $87,938
Cost of goods sold 0 (54,588) (70,268)
______________________________
Gross profit 0 21,550 17,670
______________________________
EXPENSES
Professional fees 1,380 0 4,073
Fees and licenses 30 0 1,616
Amortization expense 0 50 250
______________________________
Total expenses 1,410 50 5,939
______________________________
INCOME (LOSS) FROM OPERATIONS- (1,410) 21,500 11,731
OTHER INCOME (EXPENSE)
Other income 0 0 1,000
Interest expense (75) 0 (1,319)
______________________________
NET INCOME BEFORE INCOME TAXES (1,485) 21,500 11,412
Provision for income taxes 0 (3,225) (1,905)
______________________________
NET INCOME (LOSS) BEFORE CUMULATIVE
EFFECT OF ACCOUNTING CHANGE (1,485) 18,275 9,507
Cumulative effect of accounting change for
organization costs 0 0 (750)
______________________________
NET INCOME (LOSS) $(1,485)$18,275 $8,757
EARNINGS (LOSS) PER SHARE BEFORE
ACCOUNTING CHANGE $0.00 $0.01 $0.00
==============================
CUMULATIVE EFFECT OF ACCOUNTING CHANGE $0.00 $0.00 $0.00
==============================
EARNINGS (LOSS) PER SHARE $0.00 $0.01 $0.00
==============================
See Notes to Financial Statements.
See Independent Accountant's Review Report
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three Cumulative
Months Ended During the
March 31, Development
2000 1999 Stage
CASH FLOWS FROM OPERATING ACTIVITIES
Sales $0 $30,420 $87,938
Organization costs 0 0 (1,000)
Cash paid for inventory and related costs 0 0 (115,698)
Cash paid to suppliers and others (1,410) (500) (4,699)
Cash paid for interest 0 0 (984)
_____________________________
Net Cash Provided(Used) by (1,410) 29,920 (34,443)
Operating Activities _____________________________
CASH FLOWS FROM INVESTING ACTIVITIES 0 0 0
_____________________________
CASH FLOWS FROM FINANCING ACTIVITIES
Stockholder loan 3,000
Sale of common stock 0 0 55,050
Direct costs of common stock sale 0 0 (5,688)
Direct costs of warrants registration 0 0 (14,476)
Proceeds from short term advance and loan 0 0 27,100
Loan payment (6,100) (11,000) (27,350)
_____________________________
Net Cash Provided (used) by Financing (6,100) (11,000) 37,636
Activities _____________________________
NET INCREASE (DECREASE) IN CASH (7,510) 18,920 3,193
CASH - BEGINNING OF PERIOD 10,703 1,234 0
_____________________________
CASH - END OF PERIOD $3,193 $20,154 $3,193
=============================
RECONCILIATION OF NET INCOME(LOSS)TO NET
CASH PROVIDED(USED) BY OPERATING ACTIVITIES
NET INCOME (LOSS) $(1,485) $18,275 $8,757
_____________________________
Adjustment to reconcile net income(loss)to net
cash provided(used) by operating activities
Amortization of organization costs 0 50 250
Cumulative change in accounting principle 0 0 750
Changes in assets and liabilities
(Increase) in accounts receivable 0 (45,718) 0
(Increase) decrease in inventory 0 54,588 (45,500)
Decrease in prepaid expenses 0 (500) 0
(Increase) in organization costs 0 0 (1,000)
Increase (decrease) in accrued interest 75 0 145
Increase in income tax payable 0 3,225 1,905
Increase in note payable 0 0 250
_____________________________
Total Adjustments 75 11,645 (43,200)
_____________________________
NET CASH PROVIDED(USED)BY OPERATING ACTIVITIES $(1,410) $29,920 $(34,443)
=============================
See Notes to Financial Statements.
See Independent Accountant's Review Report
<PAGE>
FIRST GROWTH INVESTORS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The Company, without audit, has prepared the accompanying
financial statements. 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 March 31, 2000 and 1999 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 March
31, 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
will file annual and quarterly reports and other information with the
Commission, starting with this report on Form 10-QSB. No securities have yet
been sold pursuant to 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: May 12, 2000 by: /s/ Pam Jowett
Pam Jowett, President & Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF FIRST GROWTH INVESTORS, INC. AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 3,193
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 45,500
<CURRENT-ASSETS> 63,169
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 63,169
<CURRENT-LIABILITIES> 5,050
<BONDS> 0
0
0
<COMMON> 2,000
<OTHER-SE> 56,119
<TOTAL-LIABILITY-AND-EQUITY> 63,169
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,410
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 75
<INCOME-PRETAX> (1,486)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
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<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,486)
<EPS-BASIC> (.00)
<EPS-DILUTED> 0
</TABLE>
