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 ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES ACT OF 1934
For the transition period from __________ to _______________
Commission file number: 0-25811
Millennia Automated Products, Inc.
(Exact name of small business issuer as
specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
88-0405735
(IRS Employer Identification No.)
236 S. Rainbow Blvd., Suite 489, Las Vegas, NV 89128
(Address of principal executive offices)
(702) 363-0066
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act 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 [ ]
State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest practicable
date: 200,600
Transitional Small Business Disclosure Format:
Yes [ ] No [x]
<PAGE> 1
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited condensed financial statements presented herein have been
prepared by the Company in accordance with the instructions to Form 10-QSB
and do not include all of the information and note disclosures required by
generally accepted accounting principles. These condensed financial statements
should be read in conjunction with the audited financial statements and notes
thereto for the period ended December 31, 1998 included in the Company's Form
10-SB12G. The accompanying financial statements have not been examined by
independent accountants in accordance with generally accepted auditing
standards, but in the opinion of management such financial statements include
all adjustments (consisting only of normal recurring adjustments) necessary
to present fairly the Company's financial position and results of operations.
The results of operations for the nine months ended September 30, 1999 may not
be indicative of the results that may be expected for the year ending December
31, 1999.
<PAGE> 2
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
(UNAUDITED)
MARCH 31, 2000, AND MARCH 31, 1999
<PAGE> 3
TABLE OF CONTENTS
Page Number
-----------
INDEPENDENT ACCOUNTANTS REPORT........................ 1
FINANCIAL STATEMENT
Balance Sheets.................................. 2
Statements of Operations and Deficit
Accumulated During the Development Stage........ 3
Statement of Changes in Stockholders' Equity.... 4
Statements of Cash Flows........................ 5
Notes to the Financial Statements............... 6
<PAGE> 4
DAVID E. COFFEY
3651 LINDELL ROAD, SUITE A, LAS VEGAS, NEVADA 89103
CERTIFIED PUBLIC ACCOUNTANT (702) 871_3979
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of Millennia Automated Products, Inc.
Las Vegas, Nevada
I have compiled the balance sheet of Millennia Automated Products, Inc.,
as of March 31, 2000, and March 31, 1999, and the related statements of
operations, cash flows, and changes in stockholders' equity for the period
from September 28, 1998, (date of inception) to March 31, 2000, 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/DAVE COFFEY
David Coffey, C. P. A.
Las Vegas, Nevada
April 28, 2000
<PAGE> 5
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
March 31, Mar. 31, Dec.31,
2000 1999 1999
(Unaudited) (Unaudited)
------------- ----------- -----------
ASSETS
Cash $ 155 $ 43,497 $ 1,655
Deposits 109 0 109
------------- ----------- -----------
Total Assets $ 264 $ 43,497 $ 1,764
============= =========== ===========
LIABILITIES &
STOCKHOLDERS' EQUITY
Accounts payable $ 4,850 $ 2,500 $ 3,350
Loans from stockholders 750 0 0
------------- ----------- -----------
Total Liabilities 5,600 2,500 3,350
Stockholders' Equity
Common stock,
authorized 25,000,000
shares at $.001 par
value, issued and
outstanding 200,600
shares 201 201 201
Additional paid-in
capital 48,084 48,084 48,0843
Deficit accumulated
during the development
stage (53,621) (7,288) (49,871)
------------- ----------- -----------
Total Stockholders'
Equity (5,336) 40,997 (1,586)
Total Liabilities and
Stockholders' Equity $ 264 $ 43,497 $ 1,764
============= =========== ===========
The accompanying notes are an integral part of these financial statements.
-2-
<PAGE> 6
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENT STAGE
(With Cumulative Figures From Inception)
(Unaudited)
For the three For the three Inception,
months ended months ended Sept. 28,1998,
Mar. 31, 2000 Mar. 31, 1999 to Mar. 31, 2000
------------- ------------- -------------
Sales $ 0 $ 0 $ 0
Cost of sales 0 0 0
------------- ------------- -------------
Gross margin 0 0 0
Expenses
Organizational expenses 0 0 185
Consulting 1,500 3,000 43,850
Licenses and fees 0 0 278
Office expenses 0 0 68
Professional fees 2,250 3,605 8,505
Rent 0 0 585
Utilities 0 0 150
------------- ------------- -------------
Total expenses 3,750 6,605 53,621
Net income (loss) (3,750) (6,605) (53,621)
Deficit accumulated,
beginning of period (49,871) (683) 0
------------- ------------- -------------
Deficit accumulated during
the development stage $ (53,621) $ (7,288) $ (53,621)
============= ============= =============
Earnings (loss) per share
assuming dilution: $ (0.02) $ (0.03) $ (0.28)
============= ============= =============
Weighted average shares 200,600 200,600 189,422
============= ============= =============
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 7
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT 0F CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM SEPTEMBER 28, 1998, (Date of Inception) TO
MARCH 31, 2000
(Unaudited)
Common Stock Additional Total
Shares Amount Paid_in
Capital
---------- ---------- ---------- ----------
$ $ $
Balance,
September 28, 1998 ---- ---- ----- ----
Issuance of common
stock for cash
October, 1998 100,000 100 4,900 5,000
Issuance of common
stock for cash
December,1998 100,600 101 50,199 50,300
Less offering costs 0 0 (7,015) (7,015)
Less net loss 0 0 0 (683)
---------- ---------- ---------- ----------
Balance,
December 31, 1998 200,600 201 48,084 47,602
Less net loss 0 0 0 (49,188)
---------- ---------- ---------- ----------
Balance,
December 31, 1998 200,600 201 48,084 (1,586)
Less net loss 0 0 0 (3,750)
---------- ---------- ---------- ----------
Balance,
March 31, 2000 200,600 $ 201 $ 48,084 $ (5,336)
========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements
-4-
<PAGE> 8
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS 0F CASH FLOWS
( With Cumulative Figures From Inception)
(Unaudited)
For the three For the three Inception,
months ended months ended Sept. 28,1998,
Mar. 31, 2000 Mar. 31, 1999 to Mar. 31, 2000
------------- ------------- -------------
CASH FLOWS PROVIDED
BY OPERATING ACTIVITIES
Net Loss $ (3,750) $ (6,605) $ (53,621)
Non_cash items included
in net loss 0 0 0
Adjustments to reconcile
net loss to cash used
by operating activity
Increase in Deposits 0 0 (109)
Increase in Accounts
Payable 1,500 1,400 4,850
------------- ------------- -------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES (2,250) (5,205) (48,880)
CASH FLOWS USED BY
INVESTING ACTIVITIES 0 0 0
------------- ------------- -------------
NET CASH USED BY
INVESTING ACTIVITIES 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Loans from stockholders 750 0 750
Sale of common stock 0 0 201
Paid_in capital 0 0 55,099
Less offering costs (7,015)
------------- ------------- -------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 750 0 49,035
NET INCREASE IN CASH $ (1,500) $ (5,205) $ 155
CASH AT BEGINNING OF
PERIOD 1,655 48,702 0
------------- ------------- -------------
CASH AT END OF PERIOD $ 155 $ 43,497 $ 155
============= ============= =============
The accompanying notes are an integral part of these financial statements.
-5-
<PAGE> 9
MILLENNIA AUTOMATED PRODUCTS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31,2000
NOTES TO THE FINANCIAL STATEMENTS
Millennia Automated Products, Inc., (the Company) has elected to omit
substantially all footnotes to the financial statements for the three months
ended March 31, 2000, and March 31,1999, since there have been no material
changes (other than indicated in the other footnotes) to the information
reported by the Company in the audited financial statements for the twelve
months ended December 31, 1999, and 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.
-6-
<PAGE> 10
Item 2. Management's Discussion and Analysis or Plan of Operation
This Form 10-QSB includes, without limitation, certain statements containing
the words "believes", "anticipates", "estimates", and words of a similar
nature, which constitute "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. This Act provides a "safe
harbor" for forward-looking statements to encourage companies to provide
prospective information about themselves so long as they identify these
statements as forward looking and provide meaningful, cautionary statements
identifying important factors that could cause actual results to differ from
the projected results. All statements other than statements of historical fact
made in this Form 10-QSB are forward-looking. In particular, the statements
herein regarding the future purchase of equipment, hiring additional personnel,
potential contracts with third parties, future cash requirements, future
profitability and year 2000 issues are forward-looking statements. Forward-
looking statements reflect management's current expectations and are inherently
uncertain. The Company's actual results may differ significantly from
management's expectations.
GENERAL
The Company's billing and phone serves are at 236 S. Rainbow Blvd., Suite 489,
Las Vegas, Nevada 89128. The Company's principal business is providing vending
services to the greater Las Vegas area.
The Company's fiscal year end is December 31 of each year.
During the quarter ended March 31, 2000, the Company's cash assets decreased
from $43,497 at the end of the same quarter in 1999 to $155. This decrease of
$43,342, is due in large part to the expenditure of $30,000 to Sierra Nevada
Advisors, Inc. in October of 1999 for consulting fees. The remaining balance of
expenditure was in professional fees related to the preparation and filing of
the Company's Form 10-KSB.
Liquidity and Capital Resources Cash as of March 31, 2000 was $155 as compared
to $43,497 as of March 31 1999.
The Company has not yet purchased or place equipment; no income was generated
during the quarter ended March 31, 2000.
PLAN OF OPERATION
The Company planed to purchase used Vendesign Four-in-One Candy Carousel
machines. At this time, the Company has no financial means in which to purchase
machines.
At this time, management of the Company does not anticipate hiring employees in
the near future until placement of the machines begins. The addition of
employees, if any, will be dictated on the number of machines in service.
During the next twelve months, the Company's cash requirements will include its
lease payments on the Company's office space, as well as miscellaneous
overhead. Management believes that the Company's existing cash resources will
not be sufficient to fund the Company's ongoing operations through the
remainder of 2000 and be unable to provide for the foregoing cash requirements
for day to day operations in the next twelve months.
The Company may be forced to discontinue operations unless it is able to raise
sufficient capital to continue pursuing its business plan. Management is not
experienced in developmental companies and may not have estimated its needs
for advertising and associated expenses in acquiring a client base accurately.
The Company may require additional funds and time to achieve these goals. 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 methods of financing would be successful.
If the Company fails to achieve at least a portion of its business goals in
the next twelve months with the funds available to it, there is substantial
uncertainty as to whether it will continue operations.
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.
Year 2000 Compliance
Management believes that the Company's accounting and operational systems are
year 2000 compliant. The Company is not dependent on computers other than for
its internal bookkeeping which is done on a system that is Year 2000 compliant.
The Company has no relationship with any third parties which are dependent on
computers other than its bank. The Company's bank has reported that it is Year
2000 compliant.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Item # Description
------ ------------
27 Financial Data Schedule
(b) Reports on Form 8-K
No Reports on Form 8-K have been filed for the quarter ended
March 31, 2000.
<PAGE> 12
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.
MILLENNIA AUTOMATED PRODUCTS, INC.
Date: May 15, 2000 By: /s/ DENNIS EVANS
Temporary CFO and
duly authorized signatory
<PAGE> 13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED MARCH 31, 2000 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 155
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 109
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 264
<CURRENT-LIABILITIES> 5,600
<BONDS> 0
0
0
<COMMON> 201
<OTHER-SE> (5,537)
<TOTAL-LIABILITY-AND-EQUITY> 264
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,750
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,750)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,750)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,750)
<EPS-BASIC> (.019)
<EPS-DILUTED> (.019)
</TABLE>
