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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For quarterly period ended October 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For The transition period from _______ to _______
CARIBBEAN VENTURES, INC.
(Name of Small Business Issuer in Its Charter)
Nevada 86-0871787
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
11878 N. Saguaro Blvd. #E
Fountain Hills, AZ 85268
(Address of Principal Executive Offices)
Registrant's telephone number: 480-837-4969
Former name, former address, and former fiscal
Year end, if changed since last report: Not applicable
Indicate by checkmark 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), and (2) has been subject to such filing
requirements in the past 90 days. Yes [X] No [ ]
Indicate the number of shares outstanding for each of the issuer's classes of
Common Stock as of the last practical date:
Common Stock, Par Value $0.001 Per Share, 3,000,000 Shares Outstanding as of
October 1st, 1999
Transactional Small Business Disclosure Format Yes [ ] No [X]
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<PAGE>
CARIBBEAN VENTURES, INC.
TABLE OF CONTENTS
PAGE
----
PART I FINANCIAL STATEMENTS
Item 1 FINANCIAL STATEMENTS (Unaudited)
Balance Sheet 3
Statement of Income 4
Statement of Changes in Stockholders' Equity 5
Statement of Cash Flows 6
Notes to Financial Statements 7
Item 2 Management Discussion and Analysis of Financial
Condition and Results of operations 9
PART II OTHER INFORMATION
SIGNATURES 10
2
<PAGE>
CARIBBEAN VENTURES, INC.
(a development stage enterprise)
BALANCE SHEETS
October 31, 1999 and April 30, 1999
ASSETS
Unaudited Audited
October 31, April 30,
1999 1999
------- -------
Current Assets
Cash and Cash Equivalents $ -0- $ -0-
------- -------
Total Current Assets -0- -0-
------- -------
Other Assets
Organization Expense (net of
amortization) -0- 299
------- -------
Total Other Assets -0- 299
------- -------
Total Assets $ -0- $ 299
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities $ -0- $ -0-
------- -------
Total Current Liabilities -0- -0-
------- -------
Stockholders' Equity
Common stock, $.001 par, 25,000,000 shares
authorized, 3,000,000 shares issued and outstanding 3,000 3,000
Additional Paid In Capital -0- -0-
Retained Earnings (Loss) (3,000) (2,701)
------- -------
Total Stockholders' Equity -0- 299
------- -------
Total Liabilities and Stockholders' Equity $ (-0-) $ 299
======= =======
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
3
<PAGE>
CARIBBEAN VENTURES, INC.
(a development stage enterprise)
STATEMENTS OF INCOME
For the Six Months Ended October 31, 1999 and October 31, 1998,
the Year Ended April 30, 1999, and the Period April 27, 1997
(inception) to October 31, 1999
<TABLE>
<CAPTION>
Unaudited April 27, 1997
Six Months Ended October 31, Audited (inception) to
------------------------ Year Ended October 31,
1999 1998 April 30, 1999 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenue $ -0- $ -0- $ -0- -0-
Expenses
Amortization Expense -0- 50 101 101
---------- ---------- ---------- ----------
Total Expenses -0- 50 101 101
---------- ---------- ---------- ----------
Net Income/(Loss) Before Taxes and
Extraordinary Items -0- (50) (101) (101)
---------- ---------- ---------- ----------
Income Taxes -0- -0- -0- -0-
---------- ---------- ---------- ----------
Net Income Before Extraordinary Item -0- (50) (101) (101)
Adjustment due to Account Change (299) -0- -0- (299)
---------- ---------- ---------- ----------
Net Income/(Loss) $ (299) $ (50) $ (101) $ (400)
========== ========== ========== ==========
Earnings (Loss) per Common Share
Income before extraordinary items (-0-) (-0-) (-0-) (-0-)
Effect of accounting change (-0-) (-0-) (-0-) (-0-)
---------- ---------- ---------- ----------
Net Income/(Loss) -0- -0- -0- -0-
========== ========== ========== ==========
Weighted Average Numbers of
Shares Outstanding 3,000,000 3,000,000 3,000,000 3,000,000
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
4
<PAGE>
CARIBBEAN VENTURES, INC.
(a development stage enterprise)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the Six Months Ended October 31, 1999 and the Year Ended April 30, 1999
<TABLE>
<CAPTION>
Paid In
Preferred Stock Common Stock Capital Retained
Stock Amount Stock Amount Amount Earnings Total
--------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance April 30, 1998 - Audited -0- $ -0- 3,000,000 $ 3,000 $ -0- $ (2,600) $ 400
Retained Earnings (Loss) - Audited -0- -0- -0- -0- -0- (101) (101)
--------- --------- --------- --------- --------- --------- ---------
Balance April 30, 1999 - Audited -0- -0- 3,000,000 3,000 -0- (2,701) 299
Retained Earnings (Loss) - Unaudited -0- -0- -0- -0- -0- (299) (299)
--------- --------- --------- --------- --------- --------- ---------
Balance October 31, 1999 - Unaudited -0- $ -0- 3,000,000 $ 3,000 $ -0- $ (3,000) $ -0-
========= ========= ========= ========= ========= ========= =========
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
5
<PAGE>
CARIBBEAN VENTURES, INC.
(a development stage enterprise)
STATEMENTS OF CASH FLOWS
For the Six Months Ended October 31, 1999 and October 31, 1998,
the Year Ended April 30, 1999, and the Period April 27, 1997
(inception) to October 31, 1999
<TABLE>
<CAPTION>
Unaudited April 27, 1997
Six Months Ended October 31, Audited (inception) to
------------------------ Year Ended October 31,
1999 1998 April 30, 1999 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net Income (Loss) $ (299) $ (50) $ (101) $ (400)
Adjustments to reconcile net income to net
cash provided by operating activities:
Amortization Expense -0- 50 101 101
Adjustment due to accounting
Change 299 -0- -0- 299
------ ------ ------ ------
Cash Provided by Operations -0- -0- -0- -0-
------ ------ ------ ------
Cash Used in Investing Activities -0- -0- -0- -0-
------ ------ ------ ------
Cash Provided by Financing Activities -0- -0- -0- -0-
------ ------ ------ ------
Net Change in Cash -0- -0- -0- -0-
Beginning Balance -0- -0- -0- -0-
------ ------ ------ ------
Ending Cash Balance $ -0- $ -0- $ -0- $ -0-
====== ====== ====== ======
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
6
<PAGE>
CARIBBEAN VENTURES, INC.
(a development state enterprise)
NOTES TO FINANCIAL STATEMENTS
October 31, 1999, October 31, 1998 and April 30, 1999
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
DESCRIPTION OF OPERATIONS - Caribbean Ventures, Inc. was incorporated in the
State of Nevada on April 28, 1997 and is authorized to do business in the United
States. On July 1, 1998, the Board of Directors decided to change the name from
Dom Caribe, Ltd., to Caribbean Ventures, Inc. The Board of Directors also
decided to restate the Articles of Incorporation. The changes were adopted and
approved by a majority vote of the shareholders necessary to constitute a quorum
according to the Bylaws of the Corporation and filed with the Secretary of State
of Nevada on July 17th, 1998. The Company has no revenue from operations during
the period covered by this financial statement.
METHOD OF ACCOUNTING - These financial statements are prepared on the accrual
basis of accounting in accordance with generally accepted accounting principles.
Consequently, revenues are recognized when earned and expenses are recognized
when the obligation is actually incurred.
INCOME TAXES AND CASH FLOWS - The Company accounts for income taxes and the
statement of cash flows in accordance with Financial Accounting Standards Board
Statement No. 109 and No. 95.
CASH AND CASH EQUIVALENTS - Cash and cash equivalents include all highly liquid
investments with a maturity of three months or less when purchased.
NOTE 2. CASH
The Company has no bank accounts at this time.
NOTE 3 - ORGANIZATION COSTS
The Company incurred organization costs in the amount of $500 in April, 1997.
These costs were being amortized on a straight-line basis over a five year
period through April 30, 1999 after which time Statement of Position 98-5 as
discussed in Note 8 was adopted.
NOTE 4 - EARNINGS PER SHARE
Earnings per share has been computed by dividing net income/(loss) by the
weighted average number of common shares outstanding for the period. There are
no items which are deemed to be common stock equivalents during the period.
7
<PAGE>
CARIBBEAN VENTURES, INC.
(a development stage enterprise)
NOTES TO FINANCIAL STATEMENTS
October 31, 1999, October 31, 1998 and April 30, 1999
(continued)
NOTE 5 - COMMON STOCK
The Company had 3,000,000 shares of common stock, par value $0.001, issued and
outstanding as of April 30, 1999. The stock was issued for maintaining the
entity and reviewing potential business opportunities.
As of October 31, 1999, the Company had 3,000,000 shares of common stock, par
value $0.001, issued and outstanding.
NOTE 6 - LEASE COMMITMENTS
The Company currently has no commitments for leases or contingencies.
NOTE 7 - USE OF ESTIMATES
The preparation of financial statements in conformity with Generally Accepted
Accounting Principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from these estimates.
NOTE 8 - ACCOUNTING CHANGE
Effective May 1, 1999, the Company adopted Statement of Position 98-5. As a
result of this change the Company expensed $299 of unamortized organizational
costs during the current period.
8
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION
The Company has not commenced business activities and has no assets or
operations. The Company is dependent upon its officers to meet any incidental
costs, which may occur.
Earl P. Gilbrech, an officer and director of the Company, has agreed to provide
the necessary funds, without interest, for the Company to comply with the
Securities Exchange Act of 1934, as amended, provided that he is an officer and
director of the Company when the obligation is incurred. All advances are
interest-free.
In addition, since the Company has had no operating history nor any revenues or
earnings from operations, with no significant assets or financial resources, the
Company will in all likelihood sustain operating expenses without corresponding
revenues, at least until the acquisition of a property or property. This may
result in the Company incurring a net operating loss which will increase
continuously until the Company can consummate the acquisition of a property or
project with a profitable opportunity. There is no assurance that the Company
can identify such an acquisition property or project.
PART II
OTHER INFORMATION
Item 1 Legal Proceedings None
Item 2 Changes in the Rights of the Company's Security Holders None
Item 3 Defaults by the Company on its Senior Securities None
Item 4 Results of Votes of Security Holders None
Item 5 Other Information None
Item 6 Exhibits and Reports on Form 8-K None
9
<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.
CARIBBEAN VENTURES, INC.
Date: November 1, 1999
By: /s/ Earl P. Gilbrech
------------------------------------
Earl P. Gilbrech
Sec/Tres and Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE AUDIT
FROM INCEPTION THROUGH OCTOBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> OTHER
<FISCAL-YEAR-END> APR-30-1999
<PERIOD-START> APR-26-1997
<PERIOD-END> OCT-31-1999
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 3000
<OTHER-SE> (3000)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (299)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
