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 quarterly period ended March 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 000-26017
GOURMET GIFTS, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 880375818
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
253 D'Emerald, Sparks, Nevada 89434
(Address of principal executive offices)
(702) 254-5069
(Issuer's telephone number)
Not Applicable
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the
preceding 12 months (or for such shorter period that the issuer
was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ ] No [X]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13, or 15(d) of the
Exchange Act subsequent to the distribution of securities under
a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of December 26, 2000, the Registrant had outstanding 896,000
shares of Common Stock, par value $0.001.
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FORM 10-QSB
GOURMET GIFTS, INC.
INDEX
Page
PART I. Financial Information 2
Independent Accountants Report 3
Balance Sheets - March 31, 2000 and 4
March 31, 1999
Statements of Operations - Three and 5
Six Months Ended March 31, 2000 and 1999,
and From Inception (September 24, 1997)
to March 31, 2000
Statement of Changes in Stockholders' 6
Equity From Inception (September 24, 1997)
to March 31, 2000
Statements of Cash Flows - Three and Six 7
Months Ended March 31, 2000 and 1999, and
From Inception (September 24, 1997) to
March 31, 2000
Notes to Consolidated Financial 8
Statements
Management's Discussion and Analysis, 10
and Plan of Operation
PART II. Other Information 11
SIGNATURES 11
PART I.
FINANCIAL INFORMATION
In the opinion of management, the accompanying unaudited
financial statements included in this Form 10-QSB reflect all
adjustments (consisting only of normal recurring accruals)
necessary for a fair presentation of the results of operations
for the periods presented. The results of operations for the
periods presented are not necessarily indicative of the results
to be expected for the full year.
2
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DAVID E.COFFEY 3651 LINDELL ROAD, SUITE A, LAS VEGAS, NEVADA 89103
CERTIFIED PUBLIC ACCOUNTANT (702) 871-3979
INDEPENDENT ACCOUNTANTS REPORT
To the Board of Directors and Stockholders
of Gourmet Gifts, Inc.
Reno, Nevada
I have reviewed the accompanying financial statements of
Gourmet Gifts, Inc. for the three and six-month periods ended
March 31, 2000 and March 31, 1999. These financial statements
are the responsibility of Gourmet Gifts, Inc.'s management.
I conducted my review in accordance with standards
established by the American Institute of Certified Public
Accountants. A review of interim financial consists principally
of applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole.
Accordingly, no such opinion is expressed.
Based on my review, I am not aware of any material
modifications that should be made to the accompanying financial
statements for them to be in conformity with generally accepted
accounting principles established by the American Institute of
Certified Public Accountants.
/s/ David E. Coffey C.P.A
David Coffey, C. P. A.
Las Vegas, Nevada
November 15, 2000
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
March 31, March 31,
2000 1999
ASSETS
Cash $ 746 $ 9,634
Accounts receivable-trade 0 0
Inventories 0 5,735
Prepaid expenses 1,000 0
Receivable from stockholder 50 0
Total Assets $ 1,796 $ 15,369
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable $ 0 $ 500
Total Liabilities 0 500
Stockholders' Equity
Common stock, authorized 25,000,000
shares at $.001 par value, issued and
outstanding 896,000 shares 896 896
Additional paid-in capital 29,311 29,311
Deficit accumulated during the
development stage (28,411) (15,338)
Total Stockholders' Equity 1,796 14,869
Total Liabilities and Stockholders' Equity $ 1,796 $ 15,369
The accompanying notes are an integral part of these financial statements.
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENT STAGE
(With Cumulative Figures From Inception)
<TABLE> <C>
From Inception,
<S> Three months ended March 31, Six months ended March 31, Sept.24, 1997,to
2000 1999 2000 1999 March 31, 2000
<S> <C> <C> <C> <C> <C>
Net sales $ 0 $ 95 $ 0 $ 6,015 $ 6,015
Cost of goods sold 0 40 0 2,543 2,543
Gross profit 0 55 0 3,472 3,472
Expenses
Outside services 0 0 0 0 200
Consulting 0 3,517 0 10,517 16,715
Office expenses 0 147 0 147 147
Professional services 0 0 0 4,650 6,150
Bank charges 45 45 90 101 446
Fees 226 0 226 0 226
Taxes and licenses 0 50 50 276 880
Advertising 0 650 0 1,799 1,799
Spoilage 0 0 0 0 3,293
Loss on disposal of
packaging supplies 0 0 0 0 1,942
Rent 0 0 0 0 85
Total expenses 271 4,409 366 17,490 31,883
Net loss (271) (4,354) (366) (14,018) $ (28,411)
Retained earnings,
beginning of period (28,140) (10,984) (28,045) (1,320)
Deficit accumulated during
the development stage $ (28,411) $ (15,338) $ (28,411) $ (15,338)
Earnings (loss) per share
assuming dilution:
Net loss $ 0.00 $ 0.00 $ 0.00 $ (0.01) $ (0.04)
Weighted average
Shares outstanding 896,000 896,000 896,000 896,000 659,133
</TABLE>
The accompanying notes are an integral part of these financial statements.
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM SEPTEMBER 24,1997, (Date of Inception)
TO MARCH 31, 2000
<TABLE>
Additional
Common Stock Paid-in
Shares Amount Capital Total
Balance, <C> <C> <C> <C>
September 24, 1997 --- $ --- $ --- $ --
Issuance of common stock for cash
September, 1997 250,000 250 4,750 5,000
Balance, September 30, 1997 250,000 250 4,750 5,000
Issuance of common stock for cash
September, 1998 646,000 646 31,654 32,300
Less offering costs 0 0 (6,215) (6,215)
Less net loss 0 0 0 (1,320)
Balance, September 30, 1998 896,000 896 30,189 29,765
Less offering costs 0 0 (878) (878)
Less net loss 0 0 0 (26,725)
Balance, September 30,1999 896,000 896 29,311 2,162
Less net loss 0 0 0 (366)
Balance, March 31, 2000 896,000 $ 896 $ 29,311 $ 1,796
</TABLE>
The accompanying notes are an integral part of these financial statements
6
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(With Cumulative Figures From Inception
<TABLE>
From Inception
Three months ended March 31, Six month ended March 31, Sept. 24, 1997, to
2000 1999 2000 1999 to March 31, 2000
<C> <C> <C> <C> <C>
CASH FLOWS PROVIDED BY
OPERATING ACTIVITIES
Net Loss $ (271) $ (4,354) $ (366) $ (14,018) $ (28,411)
Non-cash items included in net loss 0 0 0 0 0
Adjustments to reconcile net loss to
cash used by operating activity
Accounts receivable-trade 0 2,541 0 0 0
Inventories 0 40 0 (5,735) 0
Prepaid expenses 0 0 (1,000) 0 (1,000)
Receivable from stockholder 0 0 0 0 (50)
Accounts payable 0 0 0 (1,815) 0
NET CASH PROVIDED BY
OPERATING ACTIVITIES (271) (1,773) (1,366) (21,568) (29,461)
CASH FLOWS USED BY
INVESTING ACTIVITIES 0 0 0 0 0
NET CASH USED BY
INVESTING ACTIVITIES 0 0 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of common stock 0 0 0 0 896
Paid-in capital 0 0 0 0 36,404
Less offering costs 0 0 0 (878) (7,093)
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 0 0 (878) 30,207
NET INCREASE IN CASH (271) (1,773) (1,366) (22,446) $ 746
CASH AT BEGINNING
OF PERIOD 1,017 11,407 2,112 32,080
CASH AT END OF PERIOD $ 746 $ 9,634 $ 746 $ 9,634
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000, AND MARCH 31, 1999
NOTE A SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company was incorporated on September 24, 1997,
under the laws of the State of Nevada. The business
purpose of the Company is the production and sale of
gourmet gift items. In August of 1999 the Company had
ceased operations and liquidated its inventories. The
Company will resume operations if additional financing
is obtained.
The Company will adopt accounting policies and
procedures based upon the nature of future
transactions.
NOTE B FISCAL YEAR
In October of 1998 the Company adopted the period
October 1 through September 30 as its fiscal year.
NOTE C CHANGE OF INDEPENDENT ACCOUNTANTS
Financial statements for the period ended September 30,
1998, were audited by Albright, Persing & Associates,
Ltd., of Reno, Nevada. The Company named as its
independent auditor David E. Coffey, CPA for the audit
of September 30, 1999, financial statements.
NOTE D OFFERING COSTS
Offering costs are reported as a reduction in the
amount of paid-in capital received for sale of the
shares.
NOTE E EARNINGS (LOSS) PER SHARE
Basic EPS is determined using net income divided by the
weighted average shares outstanding during the period.
Diluted EPS is computed by dividing net income by the
weighted average shares outstanding, assuming all
dilutive potential common shares were issued. Since
the Company has no common shares that are potentially
issuable, such as stock options, convertible securities
or warrants, basic and diluted EPS are the same.
8
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 2000, AND MARCH 31, 1999
(continued)
NOTE F STOCK OFFERINGS
In September of 1997, the Company completed the sale of
250,000 shares of its common stock at $.02 per share
for $5,000. Then in September of 1998 the Company
issued another 646,000 shares of its common stock at
$.05 per share for a total of $32,300. The proceeds
were to be used for the production and sale of gourmet
gift items.
NOTE G RELATED PARTY TRANSACTIONS
In September of 1997 the Company issued 250,000 shares
of its common stock to officers at $.02 per share for a
total of $5,000.
In May of 1999 the Company paid one of its shareholders
$4,500 for services performed to complete filing
requirements of the Securities & Exchange Commission.
Prior to ceasing operations in August of 1999 the
Company had paid two of its officers $10,000 and
$2,214, respectively, for consulting services performed
during start-up of operations.
In June of 1999 the Company sold the remainder of its
packaging inventory to a shareholder for $500, which
resulted in a loss of $1,942.
NOTE H LIQUIDATION OF INVENTORY
In June of 1999 the Company liquidated its inventory.
Spoiled perishable items at a cost of $3,293 were
discarded at a total loss. Packaging supplies at a
cost of $2,442 were sold to a shareholder for $500,
which resulted in a loss of $1,942. The Company will
resume operations if additional financing is obtained.
NOTE I SUSPENSION OF OPERATIONS
On August 8, 1999, the Board of Directors resolved to
suspend operations in the gift box business and to
pursue other opportunities which may become available.
9
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION OR PLAN OF OPERATION
Forward-Looking Statement Notice
When used in this report, the words "may," "will," "expect,"
"anticipate," "continue," "estimate," "project," "intend," and
similar expressions are intended to identify forward-looking
statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of
1934 regarding events, conditions, and financial trends that may
affect the Company's future plans of operations, business
strategy, operating results, and financial position. Persons
reviewing this report are cautioned that any forward-looking
statements are not guarantees of future performance and are
subject to risks and uncertainties and that actual results may
differ materially from those included within the forward-looking
statements as a result of various factors.
Three and Six Months Ended March 31, 2000, and 1999
The Company's revenues from operations for the three-month
periods that ended March 31, 2000 and 1999 were $0 and $95,
respectively. Cost of goods sold for those same periods were $0
and $40, respectively. Revenues from operations for the six-
month periods that ended March 31, 2000 and 1999 were $0 and
$6,015, respectively. Cost of goods sold for those same periods
were $0 and $2,543, respectively. This decrease in revenues and
cost of goods sold is attributable to the Company ceasing all
operations in the retail catalogue business. Since ceasing
operations in August of 1999, the Company has generated no
revenue and remained inactive other than seeking to acquire
another business opportunity.
The Company had expenses of $271 for the three months ended
March 31, 2000, compared to $4,409 for the same period in 1999.
The Company had expenses of $366 for the six months ended March
31, 2000, compared to $17,490 for the six months ended March 31,
1999. This decrease in expenses is due to the Company ceasing
all operations in the retail catalogue business in August of
1999. Expenses for the last six months consisted of bank
charges, taxes and licenses, and fees.
As a result of the foregoing, the Company realized a net
loss of $366 for the six months ended March 31, 2000, compared to
a net loss of $14,018 for the six months ended March 31, 1999.
Again, this decrease is attributable to the Company ceasing
unprofitable operations in the retail catalogue business, and
incurring expenses related to the general corporate
administration of a public corporation.
Liquidity and Capital Resources
At March 31, 2000, the Company had cash on hand in the
amount of $746, prepaid expenses in the amount of $1,000, and a
$50 receivable from a stockholder, giving the Company a working
capital of approximately $1,796.
Currently, the Company has no material commitments for
capital expenditures and Management believes that it has
sufficient cash to meet its operational needs for the next twelve
months. If required, Management may attempt to raise additional
capital for its current operational needs through debt financing,
equity financing or a combination of financing options. However,
there are no existing understandings, commitments or agreements
for such an infusion; nor can there be assurances to that effect.
Moreover, the Company's need for capital may change dramatically
if and during that period it acquires an interest in a business
opportunity.
The Company's current operating plan is to (i) handle the
administrative and reporting requirements of a public company,
and (ii) search for potential businesses, products, technologies
and companies for
10
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acquisition. At present, the Company has no understandings,
commitments or agreements with respect to the acquisition of any
business venture, and there can be no assurance that the Company
will identify a business venture suitable for acquisition in the
future. Further, there can be no assurance that the Company
would be successful in consummating any acquisition on favorable
terms or that it will be able to profitably manage any business
venture it acquires.
PART II. OTHER INFORMATION
EXHIBITS AND REPORTS ON FORM 8-K
Exhibits
Included only with the electronic filing of this report is
the Financial Data Schedule for the six-month period that ended
March 31, 2000 (Exhibit Ref. No. 27).
Reports on Form 8-K
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GOURMET GIFTS, INC
Date: December 22, 2000 By: /s/Johne Phelps
Johne Phelps, President
11
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