U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
-------------- ------------------
Commission File No. 0-26177
ATLANTICA, INC
(Name of Small Business Issuer in its Charter)
UTAH 43-0976463
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
236 East 36th Street. Suite 1E
NEW YORK, NEW YORK 10016
(Address of Principal Executive Offices)
Issuer's Telephone Number: (212) 684-0401
None; Not Applicable
(Former name or Former Address, if changed since last Report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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 reports), and (2) has been subject to such
filing requirements for the past 90 days.
(1) Yes X No (2) Yes X No
---- ---- ---- ----
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS)
None; not Applicable.
(APPLICABLE ONLY TO CORPORATE ISSUERS)
Indicate the number of shares outstanding of each of the Registrant's
classes of common stock, as of the latest practicable date:
May 1, 2000
Common Voting Stock
24,581,458
DOCUMENTS INCORPORATED BY REFERENCE
A description of any "Documents Incorporated by Reference" is contained in
Item 6 of this Report.
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements.
The Financial Statements of the Registrant required to be filed with this
10-QSB Quarterly Report have been reviewed by HJ & Associates, L.L.C., Certified
Public Accountants, and commence on the following page, together with Related
Notes. In the opinion of management, the Financial Statements fairly present the
financial condition of the Registrant.
<PAGE>
HJ & ASSOCIATES, L.L.C.
CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
To the Board of Directors
Atlantica, Inc.
(A Development Stage Company)
New York, New York
We have reviewed the accompanying balance sheet of Atlantica, Inc. (a
development stage company) as of March 31, 2000 and the related statements of
operations, stockholders' equity (deficit) and cash flows for the periods ended
March 31, 2000 and 1999. These financial statements are the responsibility of
the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists primcipally 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 gerally accepted auditing standards, which will be performed fo
the full year with the objective of expressing an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such an
opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying condensed financial statements referred to
above for them to be in conformity with accounting primciples generally accepted
in the United States.
We have previously audited, in accordance with auditing standards generally
accepted in the United States, the balance sheet of Atlantica, Inc. (a
development stage company) as of December 31, 1999, and the related statements
of operations, stockholders' equity, and cash flows for the year then ended (not
presented herein) and in our report dated March 9, 2000, we expressed and
unqualified opinion on those consolidated financial statements.
/S/ HJ & ASSOCIATES, LLC
HJ & Associates, LLC
Salt Lake City, Utah
May 18, 2000
<PAGE>
<TABLE>
<CAPTION>
ATLANTICA, INC.
BALANCE SHEETS
March 31, 2000 and December 31, 1999
3/31/00 12/31/99
----------- ----------
[Unaudited]
ASSETS
<S> <C> <C>
Assets
Current Assets $ 0 $ 0
----------- ----------
Cash 0 0
----------- ----------
Total Assets $ 0 $ 0
=========== ==========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts Payable $ 9,624 $ 4,743
Total Current Liabilities 9,624 4,743
----------- ----------
Total Liabilities 9,624 4,743
Stockholders' Deficit:
Common Stock, $.0001 par value;
authorized 50,000,000 shares; issued and
outstanding, 24,581,458 shares 2,458 2,458
Additional paid-in capital 56,773 56,773
Accumulated Deficit Prior to Development Stage (1,256,700) (1,256,700)
Retained Earnings from inception of development 1,187,845 1,192,726
stage on January 1, 1997 ----------- ----------
Total Stockholders' Deficit (9,624) (4,743)
----------- ----------
Total Liabilities and Stockholders' Deficit $ 0 $ 0
=========== ==========
</TABLE>
NOTE TO FINANCIAL STATEMENTS: Interim financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the periods. The December 31, 1999 balance sheet
has been derived from the audited financial statements. These interim financial
statements conform with the requirements for interim financial statements and
consequently do not include all the disclosures normally required by generally
accepted accounting principles.
<PAGE>
<TABLE>
<CAPTION>
ATLANTICA, INC.
STATEMENTS OF OPERATIONS
For the Three Month Periods Ended March 31, 2000 and 1999
Three Months Three Months
Ended Ended
3/31/00 3/31/99
------------------ ------------------
[Unaudited] [Unaudited]
<S> <C> <C> <C> <C>
REVENUE
Income $ 0 $ 0
------------------ ------------------
NET REVENUE 0 0
GENERAL AND ADMINISTRATIVE EXPENSES 4,881 2,209
------------------ ------------------
EXTRAORDINARY ITEMS
Gain on debt forgiveness 0 1,352,900
NET INCOME (4,881) 1,350,691
================== =================
NET LOSS PER SHARE $ (0.01) $ 0.05
================== ==================
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 24,581,458 24,581,458
================== ==================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ATLANTICA, INC.
STATEMENTS OF CASH FLOWS
For the Three Month Periods Ended March 31, 2000 and 1999
Three Months Three Months
Ended Ended
3/31/00 3/31/99
----------------- ----------------
[Unaudited] [Unaudited]
<S> <C> <C> <C> <C>
Cash Flows Used For Operating Activities
- ----------------------------------------
Net Gain (Loss) $ (4,881) $ 1,350,691
Adjustments to reconcile net loss to net cash
used in operating activities:
Increase (decrease) in accrued interest 0 (477,900)
(Decrease) in mortgage payable 0 (885,000)
Increase/(Decrease) in loans from shareholder 4,881 10,603
Capital contributed by shareholder 0 1,606
----------------- -------------
Net Cash Used For Operating Activities $ 0 $ 0
================= ==============
Cash Flows Provided by Financing Activities
- -------------------------------------------
Net Increase In Cash 0 0
Beginning Cash Balance 0 0
Ending Cash Balance $ 0 $ 0
================= ===============
</TABLE>
<PAGE>
Item 2.Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not engaged in any material operations in the period ending
March 31, 2000 or for the past twelve calendar years. The Company intends
to continue to seek out the acquisition of assets, property or business that may
be beneficial to the Company and its stockholders.
Results of Operations.
During the quarterly period ended March 31, 2000, the Company had no
business operations. During this period, the Company received total revenues of
$0 and had a loss of $4,881.
Liquidity.
At March 31, 2000, the Company had total current assets of $0 and total
liabilities of $9,624.
<PAGE>
PART II - OTHER INFORMATION
Item 1.Legal Proceedings.
- ------------------------
None; not applicable.
Item 2.Changes in Securities.
- -----------------------------
None; not applicable.
Item 3.Defaults Upon Senior Securities.
- ---------------------------------------
None; not applicable.
Item 4.Submission of Matters to a Vote of Security Holders.
- -----------------------------------------------------------
None; not applicable.
Item 5.Other Information.
- -------------------------
None; not applicable.
Item 6.Exhibits and Reports on Form 8-K.
- ----------------------------------------
(a)Exhibits.*
None; not applicable.
(b)Reports on Form 8-K.
None; not applicable.
(c) Documents Incorporated by Reference
Form 10SB Registration Statement as filed with the Securities and Exchange
Commission on or about May 24, 1999.**
*A summary of any Exhibit is modified in its entirety by reference to the
actual Exhibit.
**These documents have been previously filed with the Securities and
Exchange Commission and are incorporated herein by this reference.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
ATLANTICA, INC.
Date: MAY 19, 2000 /S/ GREGORY AURRE
Gregory Aurre, Jr.
President and Director
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001062506
<NAME> ATLANTICA, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 9,624
<BONDS> 0
0
0
<COMMON> 2,458
<OTHER-SE> (12,082)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 714
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,881)
<EPS-DILUTED> (0.01)
<EPS-BASIC> (0.01)
</TABLE>
