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U.S. Securities and Exchange Commission
Washington D.C. 20549
Form 10-QSB
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the Quarter Ended March 31, 2000
OR
[ ] Transition Report Pursuant to Section 13 or 15 (d) or the
Securities Exchange Act of 1934.
Commission File Number 33-65573
Sportsman's Wholesale Company
(name of small business issuer as specified in its charter)
Nevada 84-1408762
(State of other jurisdiction (I.R.S. employer
incorporation or organization) identification No.)
55 West 200 North #3, Provo, UT 84601
(Address of principal executive offices)
Registrant's telephone no., including area code: (801) 377-0874
Former name, former address, and former fiscal year, if changed
since last report.
Securities registered pursuant to Section 12(b) or the Exchange Act: None
Securities registered pursuant to Section 12(g) or the Exchange Act: None
Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) or the Exchange Act 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.
Yes X No ______
Common Stock outstanding at May 22, 2000 - 1,603,500 of $0.0001 par
value Common Stock.
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PART 1 FINANCIAL INFORMATION
Item 1 Financial Statements
The Financial Statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management together with Related
Notes. In the opinion of management, the Financial Statements fairly present
the financial condition of the Registrant.
SPORTSMAN'S WHOLESALE COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
[Unaudited]
<TABLE>
March 31, 2000
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<S> <C>
ASSETS
CURRENT ASSETS:
Cash $ 5,096
Related Notes Receivable 12,000
Inventory 6,457
Accounts Receivable 7,502
-------------
Total Current Assets $ 31,055
PROPERTY PLANT & EQUIPMENT
Total Property Plant & Equip. $ 24,548
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TOTAL ASSETS: $ 55,603
LIABILITIES AND STOCKHOLDERS' EQUITY
March 31, 2000
CURRENT LIABILITIES: ----------------
Accounts Payable $ 5,278
Accrued Expenses $ 2,648
_______________
Total Current Liabilities $ 7,926
STOCKHOLDERS' EQUITY
Common Stock, $.0001 par value
50,000,000, 1,603,500 issued
and outstanding. 160
Additional paid in capital 153,965
Accumulated deficit (106,448)
_______________
Total Stockholders' Equity $ 47,677
TOTAL LIABILITIES & EQUITY $ 55,603
</TABLE>
The accompanying notes are an integral part of these financial statements.
NOTE: The balance sheet at December 31, 1999 was taken from the
audited financial statements at that date and condensed.
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SPORTSMAN'S WHOLESALE COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
[Unaudited]
For the Three For the Three
Months Ended Months Ended
March 31, 2000 March 31, 1999
<TABLE> _____________ ______________
<S> <C> <C>
REVENUE:
Clays $ 1,631 $ 505
Cost of Goods Sold 1,314 256
_____________ ______________
Total Revenue $ 317 $ 249
EXPENSES:
General and
Administrative Expenses (15,859) $ (4,175)
Interest Expense - (948)
_____________ ______________
Loss before income taxes (15,542) (4,874)
Provision for income taxes 0 0
_____________ _______________
NET LOSS $ (15,542) $ (4,874)
Net Loss Per Share -
basic and diluted 0.03 0.01
Weighted Average per share
basic and diluted 1,573,000 1,504,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
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SPORTSMAN'S WHOLESALE COMPANY
Condensed Consolidated Statement of Cash Flows
(Unaudited)
<TABLE>
For the Three For the Three
Months Ended Months Ended
March 31, 2000 March 31, 1999
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<S> <C> <C>
Cash flows to operating activities:
Net income (loss) $ (15,542) $ ( 4,874)
Adjustments to reconcile
net loss to net cash used
in operating activities:
Depreciation 1,140 54
Increase in inventory (731) (1,342)
Increase in Operating Supplies
Increase in:
Accounts Receivables (1,632) -
Accounts payable 5,110 (85)
Decrease in accrued expenses ( 289) 68
________ ________
Net cash used in
operating activities $ (11,944) (6,179)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of PP&E - -
Related Party Receivable - -
-------- -------
Net cash used in
investing activities - -
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related
notes payable $ - 14,500
Issuance of common stock - -
________ ________
Net cash provided by
financing activities $ - $ 14,500
________ ________
Net (decrease)/increase in
cash $ (11,944) 8,321
Cash, beginning of period $ 17,040 1,624
________ ________
Cash, end of period $ 5,096 9,945
</TABLE>
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SPORTSMAN'S WHOLESALE COMPANY
NOTES TO UNAUDITED CONDENSED & CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Condensed Financial Statements - The accompanying financial statements have been
prepared by the Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position and results of operations at March 31,
2000 and for all the periods presented have been made.
Organization - Sportsman's Wholesale Company (Sportsman's) was incorporated
under the laws of the state of Nevada in March of 1996. Cap's Sporting Goods
Wholesale, Inc. (Cap's) was incorporated under the laws of the state of Utah in
February 1998.
From March 1996 until February 5, 1998 (date of inception) Sportsman's was an
inactive company. On February 5, 1998, Sportsman's became a development stage
enterprise as defined in Statement of Financial Accounting Standards No. 7,
"Auditing and Reporting by Development Stage Enterprises." During the year
ended December 31, 1999, the Company is no longer considered to be in the
development stage.
On April 30, 1998, Sportsman's and Cap's entered into an agreement and plan of
share exchange, whereby the sole shareholder of Cap's would exchange all of the
issued and outstanding common stock held in Cap's, for common stock of
Sportsman's. At the time of the exchange, both Sportsman's and Cap's were owned
by the same individual. The exchange resulting in 1,000,000 shares of Cap's
common stock being exchanged for 1,000,000 shares of Sportsman's common stock.
NOTE 2 - GOING CONCERN
The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern. As of March 31,2000, the
Company had an accumulated deficit and incurred a loss. These conditions raise
substantial doubt about the consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
The Company's ability to continue as a going concern is subject to the
attainment of profitable operations or obtaining necessary funding from outside
sources. Management is in the process of pursuing business opportunities to
provide sufficient cash flows to meet the Company's obligations. It is not know
whether management will be successful in these endeavors.
NOTE 3 - RELATED PARTY RECEIVABLES
The related party receivables consist of receivables from an entity owned by a
shareholder of the Company. The nots are unsecured, bear interest at 12% and
are due of April 30, 2000.
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NOTE 4 - COMMON STOCK
On January 15, 1998 the company issued 500,000 shares in consideration for
$500.00 at a par value of $.001 to Fred L. Hall, the sole officer and director
of the company.
On February 19, 1998 Cap's Sporting Goods issued 1,000,000 shares of common
stock in consideration of $1,000.00 at a par value of $.001 to Mr. Hall, the
Company's sole officer and director.
On March 16, 1998 the company amended its Articles of Incorporation to change
the par value of it's common stock from .001 to .0001.
In April 1998, Sportsman's acquired Cap's bringing the total outstanding shares
of common stock of Sportsman's Wholesale Company to 1,500,000.
During late June of 1998, 3,500 additional restricted common shares of
Sportsman's were issued in consideration of $2,625, to three other investors in
a private offering.
On July 15, 1999 the Company closed its public stock offering and issued 100,000
shares of stock in consideration of $150,000 at a par value of .0001.
NOTE 5 - SUPPLEMENTAL CASH FLOW DISCLOSURE
The Company paid no interest or income taxes during the first quarter of 2000.
During the first quarter of 1999, the Company did not pay any income taxes but
paid $948 in interest.
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ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Plan of Operation
In December, 1998, the Company entered into an agreement with a local Utah
shooting club to acquire the club's shooting facilities for approximately
$20,000 cash, contingent on the completion of its public offering.
Subsequently, the shooting sports facilities were purchased on August 4, 1999
for $17,425. This acquisition gives Sportsman's its first outlet for shooting
sports products. At the time of the acquisition of the sport shooting facilities
the Company entered into an agreement with the shooting club that in exchange
for 30% of the gross revenues the hunting club would provide all hourly labor
and landowner fees. The Company will bill the club monthly with the
understanding that the outstanding receivables will be due the following year by
April 30th. The facility is open to the public every Tuesday and the first two
Saturdays of each month. It is open additionally for special events and
tournaments.
The Company is currently in the process of constructing two skeet fields and a
3-D archery course with the intention of holding tournaments promoting each.
The Company intends to open on specific days each week for public use of these
facilities. Additionally, the Company intends to market directly to different
Boy Scout troops in the local area that would be interested in earning their
marksmanship and archery badges.
<PAGE>
During the second quarter of 1999, Sportsman's was able to acquire the
flyfishing inventory of Great Basin Fly Shop for $4,326. Additionally,
Sportsman's acquired the inventory of H & N Fly Tackle Co. for $3,080. These are
the first inventory acquisitions by Sportsman's and will be used for resale. The
Company has identified a business that is interested in acquiring most of the
fly tackle inventory.
Liquidity
The Company currently has $24,598 in cash or related accounts receivables, all
of which is available for the Company to use at its discretion. Management
believes that it has most of the equipment it needs to adequately market its
business and does not foresee any large expenditures in the future.
Results of Operations
Three-month period ended March 31, 2000 and March 31, 1999
For the three month period ended March 31, 2000 and 1999 the Company incurred
$15,859 and $4,175, respectively, in general and administrative expenses. The
expenses in the first quarter of 2000 were related mostly to the day to day
operation of the business whereas, the first quarter of 1999's expenses were
related to the Company's SB2 offering. The Company also generated $1,631 in net
revenues for the first quarter of 2000 as a result of operations for the
Company.
PART II OTHER INFORMATION
None
ITEM 1 LEGAL PROCEEDINGS
None
ITEM 2 CHANGE IN SECURITIES
None
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ITEM 3 DEFAULTS ON SENIOR SECURITIES
None
ITEM 4 SUBMISSION ON MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5 OTHER INFORMATION
None
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
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, hereunto duly authorized.
SPORTSMAN'S WHOLESALE COMPANY
Date: 05/22/00 By /s/ Fred L. Hall, CEO/President
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
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<ARTICLE> 5
<CIK> 0001071157
<NAME> SPORTSMAN'S WHOLESALE COMPANY
<S> <C>
<PERIOD-TYPE> 03-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 5,096
<SECURITIES> 0
<RECEIVABLES> 19,502
<ALLOWANCES> 0
<INVENTORY> 6,457
<CURRENT-ASSETS> 31,055
<PP&E> 28,381
<DEPRECIATION> (3,833)
<TOTAL-ASSETS> 55,603
<CURRENT-LIABILITIES> 7,926
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0
0
<COMMON> 160
<OTHER-SE> 47,517
<TOTAL-LIABILITY-AND-EQUITY> 55,603
<SALES> 1,631
<TOTAL-REVENUES> 1,631
<CGS> 1,314
<TOTAL-COSTS> 1,314
<OTHER-EXPENSES> 15,859
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (15,542)
<INCOME-TAX> 0
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<DISCONTINUED> 0
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<NET-INCOME> (15,542)
<EPS-BASIC> .03
<EPS-DILUTED> .03
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