SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 1999
Commission file number 000-25499
Color Strategies
________________________________________________________________
(Exact name of small business issuer as specified in its charter)
Nevada 88-0390360
____________________________ ________________________________
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization
3050 East 630 North, Suite D1, St. George, Utah 84790
________________________________________________ _____________
(Address of principal executive offices) (Zip Code)
(435) 628-8130
________________________________________________
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file
such reports) Yes [X] No [ ], and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
As of August 1, 1999, the issuer had outstanding 401,800 shares of its
Common Stock, $0.001 par value.
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<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited financial statements of Color Strategies, a Nevada
corporation (the "Company"), as of June 30, 1999, were prepared by Management
and commence on the following page. In the opinion of Management the
financial statements fairly present the financial condition of the Company.
2
<PAGE> 2
COLOR STRATEGIES
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
JUNE 30, 1999
(Unaudited)
<PAGE> 3
TABLE OF CONTENTS
Page Number
ACCOUNTANT'S REPORT .................................................. 1
FINANCIAL STATEMENT:
Balance Sheet ................................................... 2
Statement of Operations and Deficit
Accumulated During the Development Stage ....................... 3
Statement of Changes in Stockholders' Equity .................... 4
Statement of Cash Flows ......................................... 5
Notes to the Financial Statements ............................... 6
<PAGE> 4
DAVID E. COFFEY
CERTIFIED PUBLIC ACCOUNTANT
3651 Lindell Road, Suite A, Las Vegas, Nevada 89103
(702) 871-3979
To the Board of Directors and Stockholders
of Color Strategies
Las Vegas, Nevada
I have compiled the balance sheet of Color Strategies as of
June 30, 1999 and the related statements of operations, cash flows
and changes in stockholders' equity for the period ended in
accordance with Statement on Standards for Accounting and Review
Services issued by the American Institute of Certified Public
Accountants.
A compilation is limited to presenting in the form of
financial statements information that is the representation of
management. I have not audited or reviewed the accompanying
financial statements and, accordingly, do not express an opinion or
any other form of assurance on them.
/s/ DAVID COFFEY C.P.A.
David Coffey C.P.A.
July 23, 1999
F-1
<PAGE> 5
COLOR STRATEGIES
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
JUNE 30, 1999
(Unaudited)
ASSETS
Cash $ 27,144
Organizational costs less accumulated
amortization of $133 402
Deposit 600
----------
Total Assets $ 28,146
==========
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable $ 200
----------
Total Liabilities 200
Stockholders' Equity
Common stock, authorized 25,000,000 shares
at $.001 par value, issued and outstanding
401,800 shares 402
Additional paid-in capital 36,336
Deficit accumulated during the development stage (8,792)
----------
Total Stockholders' Equity 27,946
Total Liabilities and Stockholders' Equity $ 28,146
===========
The accompanying notes are an integral part of these financial statements.
F-2
<PAGE> 6
COLOR STRATEGIES
(A DEVELOPMENT STAGE COMPANY) STATEMENT OF OPERATIONS
AND DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE
FOR THE PERIOD ENDED June 30, 1999
(With Cumulative Figures From Inception)
(Unaudited)
From Inception,
January 1, 1999 March 24, 1998
To June 30, 1999 To June 30, 1999
---------------- ---------------
Sales $ 1,757 $ 2,207
Expenses
Amortization 53 133
Advertising 0 724
Conference expenses 1,552 1,552
Consulting 2,000 2,000
Guest speakers 500 500
Licenses and fees 536 1,031
Office expenses 0 559
Professional fees 1,300 1,300
Rent 2,400 3,200
----- -----
Total expenses 8,341 10,999
Net loss (6,584) (8,792)
==============
Retained earnings,
beginning of period (2,208)
--------------
Deficit accumulated during
the development stage $ (8,792)
==============
Earnings (loss) per share
assuming dilution:
Net loss $ (.02) (.03)
============== ==============
Weighted average shares outstanding 401,800 338,737
============== ==============
The accompanying notes are an integral part of these financial statements.
F-3
<PAGE> 7
COLOR STRATEGIES
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
PERIOD FROM March 24, 1998 (Date of Inception)
To June 30, 1999
(Unaudited)
Additional
Common Stock Paid-in
Shares Amount Capital Total
----------- ----------- ------------ ----------
Balance,
March 24, 1998 --- $ --- $ --- $ ---
Issuance of common
stock for cash
March of 1998 200,000 200 9,800 10,000
Issuance of common
stock for cash
August of 1998 201,800 202 50,248 50,450
Less offering costs --- --- (11,888) (11,888)
----------- ----------- ------------ ----------
Less net loss --- --- --- (2,208)
Balance,
December 31, 1998 401,800 402 48,160 46,354
Less offering costs 0 0 (11,824) (11,824)
Less net loss --- --- --- (6,584)
----------- ----------- ------------ ----------
Balance,
June 30, 1999 401,800 $ 402 $ 36,336 $ 27,946
========== =========== ============ ==========
The accompanying notes are an integral part of these financial statements.
F-4
<PAGE> 8
COLOR STRATEGIES
A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED March 31, 1999
(With Cumulative Figures From Inception)
(Unaudited)
From Inception,
January 1, 1999 March 24, 1998
To June 30, 1999 to June 30,1999
---------------- ---------------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net Loss $ (6,584) $ (8,792)
Non-cash items included in net loss
Amortization 53 133
Adjustments to reconcile net loss to
cash used by operating activity
Deposits 0 (600)
Accounts payable (685) 200
---------------- ---------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES (7,216) (9,059)
CASH FLOWS USED BY INVESTING ACTIVITIES
Organizational costs 0 535
---------------- ---------------
NET CASH USED BY
INVESTING ACTIVITIES 0 535
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock 0 402
Paid-in capital 0 48,160
Less offering costs (11,824) (11,824)
---------------- ---------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES (11,824) (11,824)
---------------- ---------------
NET INCREASE IN CASH $ (19,040) $ 27,144
===============
CASH AT BEGINNING OF PERIOD 46,184
----------------
CASH AT END OF PERIOD $ 27,144
================
The accompanying notes are an integral part of these financial statements
F-5
<PAGE> 9
COLOR STRATEGIES
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
June 30, 1999
NOTES TO THE FINANCIAL STATEMENTS
Color strategies (the Company) has elected to omit
substantially all footnotes to the financial statements for
the six months ended June 30, 1999, since there have been
no material changes (other than indicated in the other
footnotes) to the information previously reported by the
Company in the audited financial statements for the period
ended December 31, 1998.
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.
F-6
<PAGE> 10
Item 2. Management's Discussion and Analysis of Financial Condition or
Plan of Operation
The following discussion provides information which Management believes
is relevant to an assessment and understanding of the Company's plan of
operation. This discussion should be read in conjunction with the Company's
financial statements and notes.
The Company's limited capital and its lack of significant operating
history, designate that the Company must be considered a development stage
company. Development stage companies are inherently more risky than
established companies because there is no earnings history and no assurance
that future revenues will develop. The Company's business purpose is that of
creating and presenting self-improvement and motivational seminars which
utilize the concept of (1) identifying individual characteristics through
"color coded" personality profiles, (2) enhancing an individual's self-image
once such personality traits are recognized, and/or (3)effectively utilizing
such "color coded" personality profiles in a wide range of situations which
include individual success in the work place, corporate hiring strategies and
employee relations, and more effective use of mass-media presentations such as
training videos or infomercials. The Company plans to introduce to the
established topics of self-improvement and motivation the concepts of image
and style enhancement by profiling personality characteristics through "color
coding". The Company's concept of integrating the "color coding" of behavioral
characteristics with self-improvement and motivational techniques is
hereinafter referred to as its "Color/Image Strategies". The "color coding"
system enables you to identify your behavioral profile, capitalize on your
behavioral strengths, increase your appreciation of different profiles and
anticipate and minimizes potential conflicts with others. The Company's
largest hurdle is, and will be, to convince its various target markets that
the use of its Color/Image Strategies will prove beneficial.
During the next twelve months the Company's plan of operation is to
continue to introduce its Color/Image Strategies to various markets and
hopefully achieve a certain amount of market penetration in one or more of
these markets by achieving a client base. In order to achieve this, the
Company has narrowed its target market, which was initially broad in scope, to
three areas: (1) Motivational Seminars, (2) Keynote Speaking Services, and (3)
One-on-One Image Consulting. The Company plans to continue to research and
develop these markets. Although the Company had intended to pursue the market
of employee and management training in the Hotel/Casino industry, at present
time, the Company's efforts in this direction have found this market to be
highly saturated and too competitive for the Company's resources. The Company
will explore this market at a later time when resources allow.
The Company held its first complete motivational seminar on May 15, 1999
in St. George, Utah. Revenues from this seminar were $1,757, with over 100
people in attendance. Management feels the quality of presentation and the
performance of Ms. Tischner, the Company's President, and that of other
special quest speakers was well taken, and the response of the people in
audience was positive. The Company attributes the attendance to promotion,
and a targeted audience of professional working women. The Company will
continue to pursue this market aggressively. Although the Company experienced
a slight loss on this seminar, the Company will adjust its seminar fees
during the next quarter so that revenues are sufficient to cover costs with a
slight profit. The Company, however, believes it must keep seminar fees
competitive to encourage attendance and hopefully, as a result, a certain
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<PAGE> 11
amount of name recognition will develop as well as referrals. The Company is
currently planning a two day seminar to be held in Mesquite, Nevada in mid-
September which is scheduled to honor Mary Kay all-star consultants. The cost
will be $70 per person.
To date, the Company has accumulated a net loss of $8,792. The Company's
net loss for the six months ended June 30, 1999, was $6,584. The Company
received revenues from one seminar during the quarter ended June 30, 1999 of
$1,757 and the cost of producing such seminar was $1,552 with an additional
$536 paid to Tami Tischner, the Company's President, who was the guest speaker
at the seminar. The Company expended almost $11,000 during its six months
ended June 30, 1999 on expenses associated with its offering which closed in
August of 1998, and which were unpaid at its year ended December 31, 1998:
$5,789 during its first quarter and $6,035 during its second quarter. Other
expenses incurred during the six month period ended June 30, 1999 were
consulting fees of $2,000 and professional fees of $1,300 (legal and
accounting).
During the next twelve months, the Company's cash requirements will
include its lease payments of $400 per month on the Company's office space in
St. George, Utah, and approximately $1,000 per quarter for legal and
accounting associated with compliance with SEC reporting requirements. Tami
Tischner has agreed to defer her compensation of $1,000 per month approved by
the Board of Directors until such time as the Company begins seeing more
substantive revenues from operations. In addition, the Company will pay $500
per month for consulting fees in accordance with an agreement recently entered
into with Progressive Management and Consulting, Inc. Progressive Management
and Consulting, Inc. will perform bookkeeping, audit preparation and SEC
filing. During the next year, therefore, the Company will need a minimum of
$4,800 for lease payments, an estimated $4,000 for legal and accounting in
order to meet compliance requirements as a "reporting company", and $6,000
for consulting fees, in addition to other day to day operating expenses. With
only $27,000 to provide for its cash requirements, the Company has reassessed
its needs. In addition to Ms. Tischner's deferral of her salary, the Company
has also reduced its advertising budget to approximately $ 500 per month, and
it is likely the Company will spend less than that if it continues on its
current trend of incurring minimal advertising and marketing expenses. The
Company has no plans for additional employees or for purchase of any equipment
during the next 12 months unless the Company begins generating significant
revenues. It is possible that the $27,000 available to the Company will be
insufficient to fund operations for an additional 12 months without revenues
from operations, especially if compliance with SEC reporting requirements
costs more than anticipated.
Since inception on March 24, 1998, the Company has funded its operations
through offerings of its common stock: the Company's founders paid $10,000 for
their initial stock position at inception and the Company raised an additional
$50,450 in gross proceeds through the sale of unregistered common shares of
its stock during August of 1998. If the Company does not succeed in seeing
limited revenues in the next nine to twelve months, it may be forced to seek
additional financing, look at new business purposes or opportunities, or to
discontinue operations altogether. Even if the Company begins generating
revenues, it could require additional funding for expansion. It may be
difficult for the Company to succeed in securing additional financing. The
Company may be able to attract some private investors, or officers and
directors may be willing to make additional cash contributions, advancements
or loans. Or, in the alternative, the Company could attempt some form of debt
or equity financing. However, there is no guarantee that any of the foregoing
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<PAGE> 12
methods of financing would be successful. If the Company fails to achieve at
least a portion of its business goals in the next nine months with the funds
available to it, there is substantial uncertainty as to whether it will
continue operations.
YEAR 2000
The Company is currently addressing a universal situation know as the
Year 2000 problem or the Y2K problem. The Y2K problem relates to the
inability of certain computer software programs to properly recognize and
process date-sensitive information relative to year 2000 and beyond. The
Company's internal computer operating system is Y2K compliant as is all
software currently utilized by the Company. The Company does not intend to
add any software to its operating system without making sure that it is Y2K
compliant. The Company does not rely on computers for any purpose but day-
today operations. The only other way the Company's perceives its business
could be impacted by Y2K, is it could suffer some minor problems with hotel
bookings/reservations systems in relation to seminars, if certain hotels do
not prove to be Y2K compliant in their own operating systems.
ANY FORWARD-LOOKING STATEMENTS INCLUDED IN THIS FORM 10-QSB REFLECT
MANAGEMENT'S BEST JUDGMENT BASED ON FACTORS CURRENTLY KNOWN AND INVOLVE RISKS
AND UNCERTAINTIES. ACTUAL RESULTS MAY VARY MATERIALLY.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
Not applicable.
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.
(a) Exhibits filed with this Report
Exhibit no. Description
----------- ------------
10.2 Consulting Agreement with Progressive Management and
Consulting
(b) Reports on Form 8-K -- None
13
<PAGE> 13
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
COLOR STRATEGIES
(Registrant)
Date: August 10, 1999 By: /s/ Tami Tischner
------------------------
Tami Tischner
Exhibit 10.2
Consulting Agreement
This Agreement is made effective as of March 6, 1999, by and between Color
Strategies, of 3050 East 630 North, St. George, UT 84790, and Progressive
Management & Consulting, Inc., of 5015 W. Sahara Ave., #184, Las Vegas, NV
89102.
In this Agreement, the party who is contracting to receive services shall be
referred to as ""CS"", and the party who will be providing the services shall
be referred to as ""PM&C"".
"PM&C" has a background in business consulting and is willing to provide
services to "CS" based on this background.
"CS" desires to have services provided by "PM&C".
Therefore, the parties agree as follows:
1. DESCRIPTION OF SERVICES. Beginning on March 6, 1999, "PM&C" will provide
the following services (collectively, the "Services"):
Bookkeeping services
Audit preparations
SEC filing preparations
2. PERFORMANCE OF SERVICES. The manner in which the Services are to be
performed and the specific hours to be worked by "PM&C" shall be determined by
"PM&C". "CS" will rely on "PM&C" to work as many hours as may be reasonably
necessary to fulfill "PM&C"'s obligations under this Agreement.
3. PAYMENT. "CS" will pay a fee to "PM&C" for the Services based on $ 500.00
per month. This fee shall be payable monthly, no later than the last day of
the month following the period during which the Services were performed. Upon
termination of this Agreement, payments under this paragraph shall cease;
provided, however, that "PM&C" shall be entitled to payments for periods or
partial periods that occurred prior to the date of termination and for which
"PM&C" has not yet been paid.
4. TERM/TERMINATION. This Agreement shall terminate by either party upon 30
days written notice to the other party.
5. RELATIONSHIP OF PARTIES. It is understood by the parties that "PM&C" is
an independent contractor with respect to "CS", and not an employee of "CS".
"CS" will not provide fringe benefits, including health insurance benefits,
paid vacation, or any other employee benefit, for the benefit of "PM&C".
6. DISCLOSURE. "PM&C" is required to disclose any outside activities or
interests, including ownership or participation in the development of prior
inventions, that conflict or may conflict with the best interests of "CS".
Prompt disclosure is required under this paragraph if the activity or interest
is related, directly or indirectly, to:
- - any activity that "PM&C" may be involved with on behalf of "CS"
7. CONFIDENTIALITY. "PM&C" recognizes that "CS" has and will have the
following information:
- - business affairs
- - process information
- - technical information
and other proprietary information (collectively, "Information") which are
valuable, special and unique assets of "CS" and need to be protected from
improper disclosure. In consideration for the disclosure of the Information,
"PM&C" agrees that "PM&C" will not at any time or in any manner, either
directly or indirectly, use any Information for "PM&C"'s own benefit, or
divulge, disclose, or communicate in any manner any Information to any third
party without the prior written consent of "CS". "PM&C" will protect the
Information and treat it as strictly confidential. A violation of this
paragraph shall be a material violation of this Agreement.
8. UNAUTHORIZED DISCLOSURE OF INFORMATION. If it appears that "PM&C" has
disclosed (or has threatened to disclose) Information in violation of this
Agreement, "CS" shall be entitled to an injunction to restrain "PM&C" from
disclosing, in whole or in part, such Information, or from providing any
services to any party to whom such Information has been disclosed or may be
disclosed. "CS" shall not be prohibited by this provision from pursuing other
remedies, including a claim for losses and damages.
9. RETURN OF RECORDS. Upon termination of this Agreement, "PM&C" shall
deliver all records, notes, data, memoranda, models, and equipment of any
nature that are in "PM&C"'s possession or under "PM&C"'s control and that are
"CS"'s property or relate to "CS"'s business.
10. NOTICES. All notices required or permitted under this Agreement shall be
in writing and shall be deemed delivered when delivered in person or deposited
in the United States mail, postage prepaid, addressed as follows:
IF for "CS":
Tami Tischner
President
3050 East 630 North
St. George, UT. 84790
IF for "PM&C":
Dennis D. Evans
President
5015 W. Sahara Ave., #184
Las Vegas, NV 89102
Such address may be changed from time to time by either party by providing
written notice to the other in the manner set forth above.
11. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the
parties and there are no other promises or conditions in any other agreement
whether oral or written. This Agreement supersedes any prior written or oral
agreements between the parties.
12. AMENDMENT. This Agreement may be modified or amended if the amendment is
made in writing and is signed by both parties.
13. SEVERABILITY. If any provision of this Agreement shall be held to be
invalid or unenforceable for any reason, the remaining provisions shall
continue to be valid and enforceable. If a court finds that any provision of
this Agreement is invalid or unenforceable, but that by limiting such
provision it would become valid and enforceable, then such provision shall be
deemed to be written, construed, and enforced as so limited.
14. WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any
provision of this Agreement shall not be construed as a waiver or limitation
of that party's right to subsequently enforce and compel strict compliance
with every provision of this Agreement.
15. APPLICABLE LAW. This Agreement shall be governed by the laws of the
State of Nevada.
Party receiving services:
Color Strategies
/s/ Tami Tischner
By: ____________________________________________________
Tami Tischner
President
Party providing services:
Progressive Management & Consulting, Inc.
/s/ Dennis Evans
By: ____________________________________________________
Dennis D. Evans
President
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S UNAUDITED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 1999
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 27,144
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 28,146
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 28,146
<CURRENT-LIABILITIES> 200
<BONDS> 0
0
0
<COMMON> 402
<OTHER-SE> 27,544
<TOTAL-LIABILITY-AND-EQUITY> 28,146
<SALES> 1,757
<TOTAL-REVENUES> 1,757
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 8,341
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,584)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,584)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,584)
<EPS-BASIC> (0.026)
<EPS-DILUTED> (0.026)
</TABLE>
