--------------------------------------------------------------------------------
PETE CHANDLER
PRESIDENT
Pacific Coast Highway, Suite 303
Capistrano Beach, CA
(Name and Address of Person Authorized to Receive Notices
and Communications on Behalf of the Person Filing Statement)
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WITH A COPY TO:
KARL E. RODRIGUEZ, ESQ
24843 Del Prado, #318
Dana Point, CA 92629
(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 June 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) 248-9561
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 June 30, 2000, the number of shares outstanding of the Registrant's Common
Stock was 11,626,200.
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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-QF2 Un-Audited Financial Statements for the six months ended June 30,
2000
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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 are beginning 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
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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.
(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. It cannot attract a partner before it can effect
quotation of its common stock on the OTCBB.
(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 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:
3
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--------------------------------------------------------------------------------
Exhibit FINANCIAL STATEMENTS
00-QF2 Un-Audited Financial Statements for the six months ended June 30,
2000
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4
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Form 10-Q Report for the Quarter ended June 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: June 30, 2000
Ecklan Corporation
by
/s/Pete Chandler /s/Pam Alexander
Pete Chandler Pam Alexander
President/Director Secretary/Director
5
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--------------------------------------------------------------------------------
EXHIBIT 00-QF2 JUNE
UN-AUDITED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED JUNE 30, 2000
--------------------------------------------------------------------------------
6
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ECKLAN CORPORATION
BALANCE SHEETS (UNAUDITED)
For the fiscal year ended December 31, 1999
And for the six months ended June 30, 2000
<TABLE>
<CAPTION>
<S> <C> <C>
June 30, December 31,
2000 1999
-----------------------------------------------------------------------------------
ASSETS
CURRENT ASSETS
Cash. . . . . . . . . . . . . . . . . . . . . . . . . $ 3,734 $ 5,747
----------------------------
TOTAL CURRENT ASSETS. . . . . . . . . . . . . . . . . 3,734 5,747
----------------------------
OTHER ASSETS
Note and account receivable . . . . . . . . . . . . . 46,000 46,000
Organizational Costs
----------------------------
TOTAL OTHER ASSETS. . . . . . . . . . . . . . . . . . 46,000 46,000
----------------------------
TOTAL ASSETS. . . . . . . . . . . . . . . . . . . . . $ 49,734 $ 51,747
============================
LIABILITIES & STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable. . . . . . . . . . . . . . . . . . . $ 28,530 $ 3,782
----------------------------
TOTAL LIABILITIES . . . . . . . . . . . . . . . . . . 28,530 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). . . . . . . . . . . . . (219,976) (192,965)
Subscription Receivable
Total Stockholders' Equity. . . . . . . . . . . . . . 21,204 47,965
============================
TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . $ 49,734 $ 51,747
============================
</TABLE>
The accompanying notes are an integral part of these financial statements.
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ECKLAN CORPORATION
STATEMENTS OF LOSS AND ACCUMULATED DEFICIT (UNAUDITED)
For the fiscal year ended December 31, 1999
And for the periods ended June 30, 2000 and 1999
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
From
Inception on
From April From April From January From January March 25,1998
1, 2000 to 1, 1999 to 1, 2000 to 1, 1999 to through
June 30, June 30, June 30, June 30, June 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. 13,694 1,684 25,981 6,782 38,496
Legal Fees. . . . . . . . . 0 0 0 0 90,500
Organizational costs. . . . 0 0 0 5,862 5,862
Professional Fees . . . . . 1,030 0 1,030 0 6,930
Travel. . . . . . . . . . . 0 0 0 0 42,850
------------- ----------- ------------- ------------- ---------------
Net Loss from Operations. . 14,724 1,684 27,011 12,644 219,976
------------- ----------- ------------- ------------- ---------------
Net Income (Loss) . . . . . ($14,724) ($1,684) ($27,011) ($12,644) ($219,976)
------------- ----------- ------------- ------------- ---------------
Loss per Share. . . . . . . ($0.00127) ($0.00014) ($0.00233) ($0.00109) ($0.02116)
------------- ----------- ------------- ------------- ---------------
Weighted Average
Shares Outstanding. . . 11,617,311 11,616,200 11,617,311 11,616,200 10,397,042
============= =========== ============= ============= ===============
</TABLE>
The accompanying notes are an integral part of these financial statements.
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ECKLAN CORPORATION
STATEMENTS OF CASH FLOW (UNAUDITED)
For the fiscal year ended December 31, 1999
And for the six months ended June 30, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
From inception on
March 25,1998
through
June 30, June 30,
2000 1999 2000
----------------------------------------------------------------------------------------------------
Operating Activities
Net Income (Loss). . . . . . . . . . . . . . . . . . ($27,011) ($12,644) ($219,976)
---------------------------------------------
Items not effecting cash (organization costs). . . . 0 5,862 6,930
Cash increase from creation of account payable . . . 24,748 3,782 28,530
Net Cash from Operations . . . . . . . . . . . . . . (2,263) (3,000) (184,516)
Cash Increase (Decrease) . . . . . . . . . . . . . . (2,263) (3,000) (184,516)
Cash infused from sale/issuance of common stock. . . 250 3,000 234,250
Cash (decrease) from creation of account receivable. 0 (6,000) (46,000)
---------------------------------------------
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.
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ECKLAN CORPORATION
STATEMENTS OF STOCKHOLDERS EQUITY (DEFICIT)(UNAUDITED)
For the period from inception of the Development Stage
On March 25, 1998, through December 31, 1998
For the year ended December 31, 1999
And for the six months ended June 30, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Additional Accumulated Total Stock-
Common Par Paid-In Equity holders' Equity
Stock Value Capital (Deficit) (Deficit)
Common Stock issued at inception
for organizational expenses. . . . 6,990,000 $ 6,990 $ 0 $ 0 $ 6,990
Sale of common stock for cash
and receivables at $0.05 per share 4,626,200 4,626 229,314 0 0
Net loss during the period . . . . . . 0 0 0 (180,321) 0
Balance at December 31, 1998 . . . . . 11,616,200 $ 11,616 $ 229,314 ($180,321) $ 60,609
---------- ------------ ------------- ----------- -----------------
Net loss for the year ended
December 31, 1999. . . . . . . . . 0 0 0 (12,644) 0
Balance at December 15, 1999 . . . . . 11,616,200 11,616 229,314 (192,965) 47,965
---------- ------------ ------------- ----------- -----------------
Issuance of common stock for
services at $0.025 per share . . . 10,000 10 240 0 0
Net loss during the period . . . . . . 0 0 0 (27,011) 0
---------- ------------ ------------- ---------- -----------------
Balance at June 30, 2000 . . . . . . . 11,626,200 $ 11,626 $ 229,554 ($219,976) $ 21,204
</TABLE>
The accompanying notes are an integral part of these financial statements.
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ECKLAN CORPORATION
NOTES TO FINANCIAL STATEMENTS
for the fiscal year ended December 31, 1999
and for the periods ended June 30, 1999 and 2000
1-FORMATION AND OPERATIONS OF THE COMPANY
Ecklan Corporation (the "Company") was incorporated on March 25, 1998 in
the State of Texas with the intent of establishing a computer data base for
sellers of small private businesses. The primary strategy will be to solicit,
through all means at its disposal, computer listings from sellers of private
businesses and then to expose this data base to as large a group of potential
business buyers as possible. The Company is authorized to issue 50,000,000
Common Shares each with a par value of $0.001. The Board of Director and
Shareholders of the Company have authorized the issuance of a minimum of
4,500,000, and a maximum of 5,000,000 of its Common Shares in a Regulation D,
504 offering. As of the date of these statements 4,682,200 shares have been
sold pursuant to that offering.
2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) BASIS OF ACCOUNTING
Accounting records of the Company and financial statements are maintained
and prepared on an accrual basis.
(b) FISCAL YEAR
The Company's proposed fiscal year end for accounting and tax purposes is
December 31.
(c) ORGANIZATION COSTS
The Company incurred $6,990 of organization costs in 1998. These costs,
which were paid by shareholders of the Company and which were exchanged for
6,990,000 shares of common stock having a par value of $6,990, were amortized on
a 60 month straight line method during 1998. The remaining organization costs
in the amount of $5,867 were expensed in 1999 due to a change in accounting
principals which became effective on January 1, 1999. The organization costs are
detailed as follows:
Legal services in connection with preparation
and filing state and federal documents for
incorporation and for and for its Regulation
504 stock offering, $ 5,571
Preparation of financial statements, 1,200
State filing fees, 219
------------
Total $ 6,990
(d) CASH EQUIVALENTS
For Financial Accounting Standards purposes, the Statement of Cash Flows,
Cash Equivalents include time deposits, certificates of deposit, and all highly
liquid debt instruments with original maturities of three months or less.
Whatever cash amounts included on the Company's Statements of Cash Flow,
however, will be comprised exclusively of cash.
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Ecklan Corporation
Notes to Financial Statements
for the fiscal year ended December 31, 1999
and for the periods ended June 30, 1999 and 2000
continued
3-PROPERTY AND EXECUTIVE COMPENSATION
(a) PROPERTY:
The Company's offices and all of its records are located at 24843 Del
Prado, Suite 318 Dana Point, California 92629.
(b) EXECUTIVE COMPENSATION:
Since inception, the Company has paid no cash compensation to its officers
or directors. Officers of the Company will be reimbursed for out-of-pocket
expenses and may be compensated for the time they devote to the Company. In
addition, Officers may receive compensation for services performed on behalf of
the Company. The terms of any such compensation will be determined on the basis
of the nature and extent of the services which may be required and will be no
less favorable to the Company than the charges for similar services made by
independent third parties who are similarly qualified. No officer or director
is required to make any specific amount or percentage of his business time
available to the Company.
5-STOCKHOLDERS' EQUITY.
The Company is authorized to issue 50,000,000 shares of common stock having a
par value of $0.001. In March and June 1998, 6,990,000 shares of Common Stock,
were issued in exchange for organizational costs which were valued by management
at a total of $6,990. $5,863 of those organizational costs were expensed in
1999. In July 1998, 4,626,200 shares of Common Stock, were issued in exchange
for $233,940 in cash. In March 2000, 10,000 shares of Common Stock, were issued
in exchange for services rendered which management valued at $250.
12
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