UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1999
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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 number 0-25493
_____________________________________
ACCORD VENTURES INC.
(Exact name of registrant as specified in charter)
Nevada 98-019-9141
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Suite 1 - 1224 Avenue Road
Toronto, Ontario, Canada M5N 2G6
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(Address of principal executive offices) (Zip Code)
1 - 604 - 688-3931
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Registrant's telephone number, including area code
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(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (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
registrant was required to file such reports), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of June 23, 1999
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Common Stock, $0.001 per share 9,680,000
<PAGE>
INDEX
<TABLE>
<CAPTION>
Page
PART 1. Number
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<S> <C>
ITEM 1. Financial Statements (unaudited)................................ .. 3
Balance Sheet as at March 31, 1999 ................................ 4
Statement of Operations
For the three months ended March 31, 1999 and
for the period from September 15, 1998 (Date
of Incorporation) to March 31, 1999......................... 5
Statement of Changes in Shareholders' Equity
For the period from September 15, 1998 (Date of
Incorporation) to March 31, 1999............................. 6
Statement of Cash Flows
For the three months ended March 31, 1999 and
for the period from September 15, 1998 (Date
of Incorporation) to March 31, 1999.......................... 7
Notes to the Financial Statements.................................. 8
ITEM 2. Plan of Operations................................................. 11
PART 11 Signatures.......................................................... 12
2
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<PAGE>
PART 1 - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying balance sheet of Accord Ventures Inc. (a development stage
company) at March 31, 1999 and the statement of operations and statement of cash
flow for the three months ended March 31, 1999 and for the period from September
15, 1998 (date of incorporation) to March 31, 1999 and the statement of
stockholders' equity for the period from September 15, 1998 (date of
incorporation) to March 31, 1999 have been prepared by the Company's management
and they do not include all information and notes to the financial statements
necessary for a complete presentation of the financial position, results of
operations, cash flows, and stockholders' equity 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 quarter ended March 31, 1999, are not necessarily
indicative of the results that can be expected for the year ending June 30,
1999.
3
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
BALANCE SHEET
March 31, 1999
(Unaudited - Prepared by Management)
ASSETS
CURRENT ASSETS
Bank $ 310
OTHER ASSETS
Mining claim - Note 3 25,000
-----------
$ 25,310
===========
LIABILITIES
Accounts payable and accrued liabilities $ 35
-----------
STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 9,680,000 shares issued and outstanding 9,680
Capital in excess of par value 40,070
Deficit accumulated during the development stage (24,475)
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Total Stockholders' Equity 25,275
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$ 25,310
==========
The accompanying notes are an integral part
of these unaudited financial statements.
4
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
For the three months ended March 31, 1999 and for period from
September 15, 1998 (Date of Inception) to March 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FROM INCEPTION
MONTHS ENDED TO
MARCH 31, 1999 MARCH 31, 1999
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<S> <C> <C>
SALES $ - $ -
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GENERAL AND ADMINISTRATIVE EXPENSES:
Accounting and audit 1,550 5,950
Bank charges and interest 19 156
Filing fees - Edgar system 1,270 1,270
Geological report - 1,657
Incorporation costs written-off - 670
Legal - 2,500
Office expenses 1,724 1,786
Promotion and entertainment - 4,881
Transfer agent's fees - 2,860
Travel - 2,745
------------ -------
NET LOSS $ 4,563 $ 24,475
======== =======
NET LOSS PER COMMON SHARE
Basic $ 0.001 $ 0.002
======== ======
AVERAGE OUTSTANDING SHARES
Basic 9,680,000 9,680,000
========= =========
</TABLE>
The accompanying notes are an integral part
of these unaudited financial statements.
5
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from September 15, 1998 (Date of Inception)
to March 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------- ------ ----------- ------------
<S> <C> <C> <C> <C>
BALANCE SEPTEMBER 15, 1998 (date of inception) - $ - $ - $ -
Issuance of common shares for cash at
$0.0015 - September 21, 1998 4,500,000 4,500 2,250 -
Issuance of common shares for cash at
$0.002 - September 22, 1998 5,000,000 5,000 5,000 -
Issuance of common shares for cash at
$0.10 - October 1, 1998 30,000 30 2,970 -
Issuance of common shares for cash at
$0.20 - October 15, 1998 150,000 150 29,850 -
Net operating loss for the period from
September 15, 1998 to March 31, 1999 - - - (24,475)
--------- ------- --------- ----------
BALANCE MARCH 31, 1999 9,680,000 $ 9,680 $ 40,070 $ (24,475)
========= ======== ========= ========
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
6
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended March 31, 1999 and for the period from
September 15, 1998 (Date of Inception) to March 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FROM INCEPTION
MONTHS ENDED TO
MARCH 31, 1999 MARCH 31, 1999
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<S> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (4,563) $ (24,475)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Increase in accounts payable 35 35
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Net Cash from Operations (4,528) (24,440)
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CASH FLOWS FROM INVESTING
ACTIVITIES:
Mineral claim - (25,000)
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CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common stock - 49,750
----------- ---------
Net Increase in Cash (4,528) 310
Cash at Beginning of Period 4,838 -
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CASH AT END OF PERIOD $ 310 $ 310
=========== ===========
</TABLE>
The accompanying notes are an integral part of
these unaudited financial statements.
7
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 1999
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
September 15, 1998 with the authorized common shares of 200,000,000
shares at $0.001 par value.
The Company was organized for the purpose of developing mineral
properties. As at the date of the balance sheet a mineral property has
been acquired (Note 3).
The Company is in the development stage.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
------------------
The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
---------------
The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
------------
The Company has elected a fiscal year of June 30 but has not completed
a full operating period and therefore has not filed any income tax
returns.
Loss per Share
--------------
Loss per share amounts are computed based on the weighted average
number of shares actually outstanding using the treasury stock method
in accordance with FABS Statement No. 128.
Cash and Cash Equivalents
-------------------------
The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
8
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 1999
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Foreign Currency Translation
----------------------------
The translations of the Company completed in Canadian dollars have
been translated to US dollars. Assets and liabilities are translated
at the year end exchange rates and the income and expenses at the
average rates of exchange prevailing during the period reported on.
Amortization of Capitalized Mining Claim Costs
----------------------------------------------
The Company will use successful efforts method to amortize the
capitalized costs of its mining claims which provides for capitalizing
the purchase price of the project and the additional costs directly
related to providing the properties, and amortizing these amounts over
the life of the mineral deposit. All other costs are expensed as
incurred.
Financial Instruments
---------------------
The carrying amounts of financial instruments, including cash, prepaid
expenses and deferred offering costs are considered by management to be
their standard fair values. These values are not necessarily indicative
of the amounts that the Company could realize in a current market
exchange.
Estimates and Assumptions
-------------------------
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimated and assumption affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses. Actual results
could vary from the estimates that were assumed in preparing these
financial statements.
3. MINING CLAIMS
On September 25, 1998, the Company entered into a Purchase Agreement
with Lui Holdings Ltd., a company incorporated under the laws of
British Columbia, Canada,
9
<PAGE>
ACCORD VENTURES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
March 31, 1999
(Unaudited - Prepared by Management)
3. MINING CLAIMS - CONTINUED
whereby it has agreed to acquire a mineral claim located in Semple
Township in the Porcupine Mining District of Ontario, Canada for the
total consideration of $25,000. The Company is required to make full
payment on or before sixty days from the date of signing the above
noted Purchase Agreement; being no later than November 24, 1998.
Upon payment of the above noted amount the Company will own the claim
100% and Lui Holdings Ltd. will have no further rights or interest in
the claim.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 46.49% of the common shares issued for cash.
The officers and directors of the Company are involved in other
business activities and they may, in the future, become involved in
additional business ventures which also may require their attention.
If specific business opportunities become available, such persons may
face a conflict in selecting between the Company and their other
business interests. The Company has formulated no policy for the
resolution of such conflicts.
5. GOING CONCERN
Continuation of the Company as a going concern is dependent upon
obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this
objective through additional equity funding, and long term financing,
which will enable the Company to operate in the future.
Management recognizes that, if it is unable to raise additional
capital, the Company cannot operate in the future.
10
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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The Company's management will concentrate its efforts on the Semple Township
property in Timmins, Ontario during 1999. It is the intention of management to
investigate other mineral properties in the future but no effort has been made
to date to identify or to negotiate the terms for acquiring additional mineral
properties. Continuation of the Company as a going concern is dependent upon
obtaining additional working capital either from advances from its officers
and/or directors, bank financing or by way of an issuance of its capital stock.
Until financing has been arranged it is the intention of the directors and
officers of the Company to pay for future expenses of the Company as short term
loans.
Liquidity and Capital Resources
- -------------------------------
The Company will need additional working capital to finance its activities on
the Semple mineral claims.
Results of Operations
- ---------------------
The Company has had no operations during this reporting period.
11
<PAGE>
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 thereunto duly authorized.
ACCORD VENTURES INC.
(Registrant)
June 23, 1999 /s/ "Allan Wilson"
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Date Allan Wilson - President and Director
June 23, 1999 /s/ "David Zosiak"
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Date David Zosiak - Secretary Treasurer and
Director
12
