--------------------------------------------------------------------------------
Pete Chandler
PRESIDENT
Ecklan Corporation
24843 Del Prado, #318
Dana Point, CA 92629
(Name and Address of Person Authorized to Receive Notices
and Communications on Behalf of the Person Filing Statement)
--------------------------------------------------------------------------------
WITH A COPY TO:
KARL E. RODRIGUEZ, ESQ
34700 Pacific Coast Highway, Suite 303
Capistrano Beach, CA 92624
(949) 248-9561
fax (949) 248-1688
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FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended September 30, 2000
Commission File Number: 0-28723
ECKLAN CORPORATION
Texas 91-1906973
(Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
24843 Del Prado, Suite 318, Dana Point CA 92629
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 248-1765
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: 11,626,200
Yes [X] No [ ] (Indicate by check mark whether the Registrant (1) has filed
all report 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 reports) and (2) has been subject
to such filing requirements for the past 90 days.)
As of September 30, 2000, the number of shares outstanding of the Registrant's
Common Stock was 11,626,200.
1
<PAGE>
PART I: FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
Attached hereto and incorporated herein by this reference are the following
financial statements:
--------------------------------------------------------------------------------
Exhibit FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
00-QF3 Un-Audited Financial Statements for the three months and nine months
ended September 30, 2000
--------------------------------------------------------------------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
(A) PLAN OF OPERATION. We have no current business. Our business plan is to
seek one or more profitable business combinations or acquisitions to secure
profitability for shareholders. We began our search in the second half of 2000,
and may or may not find a target within the next twelve months. This Company has
no immediate or forseeable need for additional funding, from sources outside of
its circle of shareholders, during the next twelve months. The expenses of our
audit, legal and professional requirements, may be advanced by its management
and principal shareholder, if required. No significant cash or funds are
required for Management to evaluate possible transactions. No such activity is
expected for at least the next three months. We have no present business or
business plan other than to seek a profitable business combination, most likely
in a reverse acquisition or similar transaction. Accordingly, our plan is to
seek one or more profitable business combinations or acquisitions to secure
profitability for shareholders. We will eventually concentrate on selecting a
business combination candidate. No current fund raising programs are being
conducted or contemplated before merger, acquisition or combination is
announced, and then any such capital formation would be offered to investors
based upon the assets and businesses to be acquired, and not on this Registrant
in its present condition, without businesses, revenues, or income producing
assets.
In the event, contrary to the expectation of management, that no
combination is made within the next twelve to eighteen months, we may be forced
to effect some advances from our Principal Shareholder, for costs involved in
maintenance of corporate franchise and filing reports as may be required under
the 1934 Act. Should this become necessary, the maximum amount of such advances
is estimated not to exceed $20,000.00. No agreement by the Principal Shareholder
to make such advances is in place, and no guarantee can presently be given that
additional funds, if needed, will be available. It is by far more likely that
advances will take the form of providing services on a deferred compensation
basis. Should further auditing be required, such services by the Independent
Auditor may not be the subject of deferred compensation. The expenses of
Independent Audit cannot be deferred or compensated in stock or notes, or
otherwise, than direct payment of invoices in cash.
We do not anticipate any contingency upon which we would voluntarily cease
filing reports with the SEC, even though we may cease to be required to do so.
It is in the compelling interest of this Company to report its affairs
quarterly, annually and currently, as the case may be, generally to provide
accessible public information to interested parties, and also specifically to
maintain its qualification for the OTCBB, if and when our intended application
for submission be effective.
2
<PAGE>
(B) DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
This Company was incorporated on March 25, 1998 and has had no operations to
date. It has incurred only organizational and administrative expenses, without
revenues, to date. This Company is unable to predict when it may participate in
a business opportunity. The reason for this uncertainty arises from its limited
resources, and competitive disadvantages with respect to other public or
semi-public issuers, and uncertainties about compliance with NASD requirements
for trading on the OTCBB. Notwithstanding the foregoing cautionary statements,
assuming the continuation of current conditions, this issuer would expect to
proceed to select a business combination within no sooner than six months nor
longer than eighteen months.
Balance Sheet . . 9/30/00 12/31/99
--------------------------------------
Cash. . . . . . . $ 3,734 $ 5,747
Receivables . . . 48,000 46,000
Total Assets. . . 51,734 51,747
Accounts Payable. 37,762 3,782
Other . . . . . . 0 0
======================================
Total Liabilities 37,762 3,782
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Inception
March 25,
1998
To
Operations. July 1 to Sept 30 Jan 1 to Sept 30 Sept 30,
2000 1999 2000 1999 2000
-----------------------------------------------------------------------------------------------------
Revenues:. . . . . . . . . $ 0 $ 0 $ 0 $ 0 $ 0
Total Revenues. . . . . . 0 0 0 0 0
Amortization . . . . . . . 0 0 0 0 1,068
Consulting Fees. . . . . . 0 0 0 0 17,200
Corporate Synergy Profile. 0 0 0 0 17,070
General & Administrative . 10,157 1,684 32,858 6,782 45,373
Legal Fees . . . . . . . . 0 0 0 0 90,500
Organizational Costs . . . 0 0 0 5,862 5,862
Professional Fees. . . . . 105 0 1,135 0 7,035
Travel . . . . . . . . . . 0 0 0 0 42,850
Total Expenses. . . . . . 10,262 1,684 33,993 12,644 226,958
Net (Loss) . . . . . . . . (10,262) (1,684) (33,993) (12,644) (226,958)
</TABLE>
3
<PAGE>
(C) REVERSE ACQUISITION CANDIDATE. This Company is searching for a profitable
business opportunity. The acquisition of such an opportunity could and likely
would result in some change in control of this Company at such time. This would
likely take the form of a reverse acquisition. That means that this issuer would
likely acquire a business and assets for stock in an amount that would
effectively transfer control of this company to the acquisition target company
or ownership group. It is called a reverse-acquisition because it would be an
acquisition by this issuer in form, but would be an acquisition of this issuer
in substance. Capital formation issues for the future of this company would
arise only when a targeted business or assets have been identified. Until such
time, we have no basis upon which to propose any substantial infusion of capital
from sources outside our circle of affiliates. Targeted acquisitions for stock
may be accompanied by capital formation programs, involving knowledgeable
investors associated with or contacted by the owners of a target company. While
no such arrangements or plans have been adopted or are presently under
consideration, it would be expected that a reverse acquisition of a target
company or business would be associated with some private placements and/or
limited offerings of our common stock for cash. Such placements, or offerings,
if and when made or extended, would be made with disclosure of and reliance on
the business and assets to be acquired, and not upon our present or future
condition as without revenues or assets.
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS None
ITEM 2. CHANGE IN SECURITIES. None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES. None
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS. None
ITEM 5. OTHER INFORMATION. None
ITEM 6. REPORTS ON FORM 8-K. None
EXHIBITS
Attached hereto and incorporated herein by this reference are the following
financial statements:
--------------------------------------------------------------------------------
Exhibit FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
00-QF3 Un-Audited Financial Statements for the three months and nine months
ended September 30, 2000
--------------------------------------------------------------------------------
4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Form 10-Q Report for the Quarter ended September 30, 2000, has been signed below
by the following person on behalf of the Registrant and in the capacity and on
the date indicated.
Dated: October 17, 2000
Ecklan Corporation
by
/s/Pete Chandler /s/Pam Alexander
Pete Chandler Pam Alexander
president/director secretary/director
5
<PAGE>
--------------------------------------------------------------------------------
EXHIBIT 00-QF3 SEPTEMBER
UN-AUDITED FINANCIAL STATEMENTS
FOR THE THREE MONTHS AND NINE MONTHS ENDED
SEPTEMBER 30, 2000
--------------------------------------------------------------------------------
6
<PAGE>
Ecklan Corporation
Balance Sheets
For the fiscal year ended December 31, 1999
And for the nine months ended September 30, 2000
<TABLE>
<CAPTION>
<S> <C> <C>
September 30, December 31,
2000 1999
(Unaudited)
--------------------------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash. . . . . . . . . . . . . . . . . . . . . . . . . $ 3,734 $ 5,747
TOTAL CURRENT ASSETS. . . . . . . . . . . . . . . . . 3,734 5,747
--------------------------------------------------------------------------------------
OTHER ASSETS
Note and account receivable . . . . . . . . . . . . . 48,000 46,000
--------------------------------------------------------------------------------------
TOTAL OTHER ASSETS. . . . . . . . . . . . . . . . . . 48,000 46,000
--------------------------------------------------------------------------------------
TOTAL ASSETS. . . . . . . . . . . . . . . . . . . . . $ 51,734 $ 51,747
======================================================================================
LIABILITIES & STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable. . . . . . . . . . . . . . . . . . . $ 37,762 $ 3,782
--------------------------------------------------------------------------------------
TOTAL LIABILITIES . . . . . . . . . . . . . . . . . . 37,762 3,782
STOCKHOLDERS' EQUITY
Common Stock, $.001 par value; authorized 50,000,000
shares; issued and outstanding, 11,616,200 shares
and 11,626,200 shares respectively . . . . . . . . 11,626 11,616
Additional paid-in capital. . . . . . . . . . . . . . 229,554 229,314
Accumulated equity (deficit). . . . . . . . . . . . . (226,958) (192,965)
Subscription Receivable . . . . . . . . . . . . . . . (250) 0
--------------------------------------------------------------------------------------
Total Stockholders' Equity. . . . . . . . . . . . . . 13,972 47,965
--------------------------------------------------------------------------------------
TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . $ 51,734 $ 51,747
======================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
<PAGE>
Ecklan Corporation
Statements of Operations
For the fiscal year ended December 31, 1999
And for the periods ended September 30, 2000 and 1999
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
From
Inception on
From July From July From January From January March 25,1998
1, 2000 to. 1, 1999 to 1, 2000 to 1, 1999 to through
September 30, September 30, September 30, September 30, September 30,
2000 1999 2000 1999 2000
----------------------------------------------------------------------------------------------------------------
Revenues. . . . . . . . . . $ 0 $ 0 $ 0 $ 0 $ 0
----------------------------------------------------------------------------------------------------------------
Amortization. . . . . . . . 0 0 0 0 1,068
Consulting Fees . . . . . . 0 0 0 0 17,200
Corporate Synergy Profile . 0 0 0 0 17,070
General and Administrative. 10,157 1,684 32,858 6,782 45,373
Legal Fees. . . . . . . . . 0 0 0 0 90,500
Organizational costs. . . . 0 0 0 5,862 5,862
Professional Fees . . . . . 105 0 1,135 0 7,035
Travel. . . . . . . . . . . 0 0 0 0 42,850
----------------------------------------------------------------------------------------------------------------
Net Loss from Operations. . 10,262 1,684 33,993 12,644 226,958
Net Income (Loss) . . . . . ($10,262) ($1,684) ($33,993) ($12,644) ($226,958)
================================================================================================================
Loss per Share. . . . . . . ($0.00088) ($0.00014) ($0.00292) ($0.00109) ($0.02183)
================================================================================================================
Weighted Average
Shares Outstanding. . . 11,626,200 11,616,200 11,626,200 11,616,200 10,397,042
================================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
Ecklan Corporation
Statements of Cash Flow (Unaudited)
For the fiscal year ended December 31, 1999
And for the periods ended September 30, 2000 and 1999
<TABLE>
<CAPTION>
<S> <C> <C> <C>
From inception on
March 25,1998
through
September 30, September 30,
2000 1999 2000
-------------------------------------------------------------------------------------------------------
Operating Activities
Net Income (Loss). . . . . . . . . . . . . . . . . . ($33,993) ($12,644) ($226,958)
Items not effecting cash (organization costs). . . . 0 5,862 6,930
Cash (decrease) from creation of account receivable. (2,000) (6,000) (46,000)
Cash increase from creation of account payable . . . 33,980 3,782 35,762
-------------------------------------------------------------------------------------------------------
Net Cash from Operations . . . . . . . . . . . . . . (2,013) (9,000) (230,266)
Cash Increase (Decrease) . . . . . . . . . . . . . . (2,013) (9,000) (230,266)
Cash infused from sale/issuance of common stock. . . 0 3,000 234,000
-------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash. . . . . . . . . . . (2,013) (6,000) 3,734
Beginning Cash . . . . . . . . . . . . . . . . . . . 5,747 11,747 0
Cash as of Statement Date. . . . . . . . . . . . . . $ 3,734 $ 5,747 $ 3,734
=======================================================================================================
</TABLE>
The accompanying notes are an integral part of these financial statements.
9
<PAGE>
ECKLAN CORPORATION
NOTES TO FINANCIAL STATEMENTS
for the fiscal year ended December 31, 1999
and for the periods ended September 30, 1999 and 2000
NOTES TO FINANCIAL STATEMENTS
Ecklan Corporation ("the Company") has elected to omit substantially all
footnotes to the financial statements for the nine months ended September 30,
2000, since there have been no material changes (other than indicated in other
footnotes) to the information previously reported by the Company in their Annual
Report filed on Form 10-KSB for the Fiscal year ended December 31, 1999.
UNAUDITED INFORMATION
The information furnished herein was taken from the books and records of the
Company without audit. However, such information reflects all adjustments which
are, in the opinion of management, necessary to properly reflect the results of
the period presented. The information presented is not necessarily indicative
of the results from operations expected for the full fiscal year.
10
<PAGE>