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 December 31, 1999
[ ] 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 - December 31, 1999 and 4
December 31, 1998
Statements of Operations - Three Months 5
Ended December 31, 1999 and 1998, and
From Inception (September 24, 1997) to
December 31, 1999
Statement of Changes in Stockholders' 6
Equity From Inception (September 24, 1997)
to December 31, 1999
Statements of Cash Flows - Three Months 7
Ended December 31, 1999 and 1998, and
From Inception (September 24, 1997) to
December 31, 1999
Notes to Consolidated Financial Statements 8
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) 8714979
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-month period ended December 31,
1999, and December 31, 1998. 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 Coffey
David Coffey, C. P. A.
Las Vegas, Nevada
November 15, 2000
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
December 31, December 31,
1999 1998
Cash $ 1,017 $ 11,407
Accounts receivable-trade 0 2,541
Inventories 0 5,775
Prepaid expenses 1,000 0
Receivable from stockholder 50 0
Total Assets $ 2,067 $ 19,723
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 (28,140) (10,984)
Total Stockholders' Equity 2,067 19,223
Total Liabilities and
Stockholders' Equity $ 2,067 $ 19,723
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 )
From Inception,
Three months ended December 31, Sept. 24, 1997, to
1999 1998 Dec. 31, 1999
Net sales $ 0 $ 5,920 $ 6,015
Cost of goods sold 0 2,503 2,543
Gross profit 0 3,417 3,472
Expenses
Outside services 0 0 200
Consulting 0 7,000 16,715
Office expenses 0 0 147
Professional services 0 4,650 6,150
Bank charges 45 56 401
Taxes and licenses 50 226 880
Advertising 0 1,149 1,799
Spoilage 0 0 3,293
Loss on disposal of packaging
supplies 0 0 1,942
Rent 0 0 85
Total expenses 95 13,081 31,612
Net loss (95) (9,664) $ (28,140)
Retained earnings,
beginning of period (28,045) (1,320)
Deficit accumulated during
the development stage $ (28,140) $ (10,984)
Earnings ( loss ) per share
assuming dilution:
Net loss $ 0.00 $ (0.01) $ (0.04)
Weighted average shares
outstanding 896,000 896,000 632,815
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 DECEMBER 31, 1999
Additional
Common Stock Paid-in
Shares Amount Capital Total
Balance,
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 (95)
Balance, December 31, 1999 896,000 $ 896 $ 29,311 $ 2,067
The accompanying notes are an integral part of these financial statements
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(With Cumulative Figures From Inception
From Inception,
Three months ended December 31, Sept. 24, 1997,
1999 1998 Dec. 31, 1999
CASH FLOWS PROVIDED BY
OPERATING ACTIVITIES
Net Loss $ (95) $ (9,664) $ (28,140)
Non-cash items included in net loss 0 0 0
Adjustments to reconcile net loss to
cash used by operating activity
Accounts receivable-trade 0 (2,541) 0
Inventories 0 (5,775) 0
Prepaid expenses (1,000) 0 (1,000)
Receivable from stockholder 0 0 (50)
Accounts payable 0 (1,815) 0
NET CASH PROVIDED BY
OPERATING ACTIVITIES (1,095) (19,795) (29,190)
CASH FLOWS USED BY
INVESTING ACTIVITIES 0 0 0
NET CASH USED BY
INVESTING ACTIVITIES 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of common stock 0 0 896
Paid-in capital 0 0 36,404
Less offering costs 0 (878) (7,093)
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 (878) 30,207
NET INCREASE IN CASH (1,095) (20,673) $ 1,017
CASH AT BEGINNING OF PERIOD 2,112 32,080
CASH AT END OF PERIOD $ 1,017 $ 11,407
The accompanying notes are an integral part of these financial statements.
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GOURMET GIFTS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 1999, AND DECEMBER 31, 1998
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
DECEMBER 31, 1999, AND DECEMBER 31, 1998
(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 Months Ended December 31, 1999, and 1998
The Company's revenues from operations for the three-month
periods that ended December 31, 1999 and 1998 were $0 and $5,920,
respectively. Cost of goods sold for those same periods were $0
and $2,503, respectively. This decrease in revenues and cost of
goods sold are attributable to the Company ceasing all operations
in the retail catalogue business. Since ceasing operations in
August of 1999, the Company has remained inactive other than
seeking to acquire another business opportunity.
The Company had expenses of $95 for the three months ended
December 31, 1999, compared to $13,081 for the three months ended
December 31, 1998. This decrease is due to the elimination of
operating expenses when the Company ceased operations in the
retail catalogue business and became inactive. The last
quarter's expenses consisted of bank charges as well as taxes and
licensing fees.
As a result of the foregoing, the Company realized a net
loss of $95 for the three months ended December 31, 1999,
compared to a net loss of $9,664 for the three months ended
December 31, 1998. 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 December 31, 1999, the Company had cash on hand in the
amount of $1,017, prepaid expenses in the amount of $1,000, and a
$50 receivable from a stockholder, giving the Company a working
capital of approximately $2,067.
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 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.
10
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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 three-month period that ended
December 31, 1999 (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
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