UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 2000
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[] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________________ to _______________
Commission File No. 000-30105
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PAWNBROKERS EXCHANGE, INC.
(Exact name of Small Business Issuer as specified in its charter)
Utah 84-1421481
------------------------------- ---------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
158 South State Street
Salt Lake City, Utah 84111
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (801) 238-0111
---------------------------------
Indicate by check mark 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 Issuer
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [X] Yes [ ] No
Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date.
Class Outstanding as of June 30, 2000
------------------------- -------------------------------------
NO PAR VALUE COMMON STOCK 2,149,000 SHARES
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF REPRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and, therefore, do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' equity (deficit)
in conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the six
months ended June 30, 2000, are not necessarily indicative of the results that
can be expected for the year ending December 31, 2000.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company is engaged in the business of pawnbrokering.
Sales for the three months ended June 30, 2000 were $36,895 compared to
$41,188 for the prior year. Cost of sales were $13,300 for the three months
ended June 30, 2000 compared with $14,985 for the prior year.
Expenses were $43,541 for the three months ended June 30, 2000,
compared with $43,196 for the prior year.
Sales for the six months ended June 30, 2000 were $80,371 compared to
$84,070 for the prior year. Cost of sales were $30,469 for the six months ended
June 30, 2000 compared with $32,427 for the prior year.
Expenses were $103,039 for the six months ended June 30, 2000, compared
with $83,919 for the prior year. The main increase in 2000 was for outside
services.
Sales in 2000 include about $17,300 of service charge income collected
on pawns and about $63,000 from retail sales ($14,200 and $69,800 in 1999).
During 2000, the Company borrowed $30,000 from related parties to help
provide working capital. The Company hopes to be able to increase sales to
provide working capital in the future.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of June 30, 2000
27 Financial Data Schedule
(b) Reports on Form 8-K
None.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
PAWNBROKERS EXCHANGE, INC.
Dated: August 14, 2000
--------------------------------------------
Michael Vardakis, President and Director
3
<PAGE>
PAWNBROKERS EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
------------------ ------------------
(Unaudited) (Audited)
ASSETS
CURRENT ASSETS
<S> <C> <C>
Cash $ (2,663) $ 4,151
Pawns receivable 21,753 28,014
Inventory 63,945 60,349
------------------ ------------------
TOTAL CURRENT ASSETS 83,035 92,514
Property & equipment 29,075 33,039
------------------ ------------------
$ 112,110 $ 125,553
================== ==================
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 12,952 $ 7,640
Accrued expenses 4,482 7,838
Loan Payable 10,000 10,000
Accrued expenses - related parties 41,588 33,750
Franchise tax payable 0 100
Loans payable - related parties 82,000 52,000
------------------ ------------------
TOTAL CURRENT LIABILITIES 151,022 111,328
------------------ ------------------
TOTAL LIABILITIES 151,022 111,328
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock no par value, 50,000,000 shares authorized;
2,149,000 shares issued 191,372 191,372
Deficit accumulated during development stage (230,284) (177,147)
------------------ ------------------
TOTAL SHAREHOLDERS' EQUITY (DEFICIT) (38,912) 14,225
------------------ ------------------
$ 121,110 $ 125,553
================== ==================
</TABLE>
F-1
<PAGE>
PAWNBROKERS EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Period
from
7/9/97
Three Months Ended Six months Ended (Date of
June 30, June 30, inception) to
2000 1999 2000 1999 6/30/00
------------- ------------- ------------- ------------- ---------------
<S> <C> <C> <C> <C> <C>
Sales $ 36,895 $ 41,188 $ 80,371 $ 84,070 $ 357,324
Cost of Sales 13,300 14,985 30,469 32,427 135,161
------------- ------------- ------------- ------------- ---------------
GROSS PROFIT 23,595 26,203 49,902 51,643 222,163
Expenses:
General and Administrative expenses:
Advertising 5,463 1,913 6,663 8,465 36,009
Bank charges 181 84 411 295 2,200
Depreciation 2,037 1,981 4,074 3,962 19,958
Insurance 0 0 1,118 1,091 3,789
Interest 250 0 500 0 500
Interest - related parties 4,119 3,120 7,838 6,240 42,588
Miscellaneous overhead 908 1,994 3,959 2,851 12,623
Office supplies 864 1,618 2,189 2,392 17,190
Outside services 0 5,523 16,090 5,558 32,041
Payroll and payroll taxes 18,665 15,915 35,045 31,077 142,468
Property taxes 321 3,536 4,119 3,883 11,353
Rent - related party 9,000 6,000 18,000 15,000 108,000
Repairs 343 534 560 608 9,935
Utilities 1,390 978 2,473 2,497 13,493
------------- ------------- ------------- ------------- ---------------
43,541 43,196 103,039 83,919 452,147
------------- ------------- ------------- ------------- ---------------
(LOSS) BEFORE INCOME TAXES (19,946) (16,993) (53,137) (32,276) (229,984)
PROVISION FOR INCOME TAXES 0 0 0 0 300
------------- ------------- ------------- ------------- ---------------
NET (LOSS) $ (19,946) $ (16,993) $ (53,137) $ (32,276) $ (230,284)
============= ============= ============= ============= ===============
(LOSS) PER COMMON SHARE
Net (loss) per weighted average common
share outstanding $ (.01) $ (.01) $ (.02) $ (.02)
============= ============= ============= =============
Weighted average number of common
shares outstanding 2,149,000 2,135,547 2,149,000 2,118,243
============= ============= ============= =============
</TABLE>
F-2
<PAGE>
PAWNBROKERS EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Period
from
7/9/97
Six months Ended (Date of
June 30, inception) to
2000 1999 6/30/00
------------- ------------- ---------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (53,137) $ (32,276) $ (230,284)
Adjustments to reconcile net (loss) to net
cash required by operating activities:
Depreciation 4,074 3,962 19,958
Changes in:
Pawns receivable 6,261 (2,696) (21,753)
Inventory (3,596) (9,954) (63,945)
Franchise tax payable (100) (100) 0
Accounts payable and accrued expenses 9,794 5,665 59,022
------------- ------------- ---------------
NET CASH REQUIRED BY
OPERATING ACTIVITIES (36,704) (35,399) (237,002)
INVESTING ACTIVITIES
Purchase of equipment (110) 0 (49,033)
------------- ------------- ---------------
NET CASH USED IN
INVESTING ACTIVITIES (110) 0 (49,033)
FINANCING ACTIVITIES
Stock sold 0 53,978 191,372
Loan 0 10,000 10,000
Loans - related parties 30,000 0 157,000
Loan repayments - related parties 0 0 (75,000)
------------- ------------- ---------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 30,000 63,978 283,372
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NET INCREASE (DECREASE) IN CASH (6,814) 28,579 (2,663)
CASH AT BEGINNING OF YEAR 4,151 8,798 0
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CASH AT END OF PERIOD $ (2,663) $ 37,377 $ (2,663)
============= ============= ===============
SUPPLEMENTAL INFORMATION
Cash paid for:
Interest $ 0 $ 0 $ 1,000
Income taxes 100 100 300
</TABLE>
F-3