<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED September 30, 1999.
OR
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION FROM _______ TO ________.
COMMISSION FILE NUMBER 000-25487
BAHAMAS ENTERPRISES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 88-0409159
- -------------------------------------------- --------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2980 S. Rainbow Boulevard, Suite 108
Las Vegas, Nevada 89146
- -------------------------------------------- --------------------------------
(Address of principal executive offices) (Zip Code)
N/A
----------------------------------------------
(Former name, former address and former 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), 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:
At September 30, 1999, there were outstanding 2,100,000 shares of the
Registrant=s Common Stock, $.001 par value.
Transitional Small Business Disclosure Format: Yes / / No /X/
<PAGE> 2
PART I
FINANCIAL INFORMATION
Item I. Financial Statements
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
BALANCE SHEET - ASSETS 1
BALANCE SHEET - LIABILITIES AND STOCKHOLDERS' EQUITY 2
STATEMENT OF OPERATIONS 3
STATEMENT OF STOCKHOLDERS' EQUITY 4
STATEMENT OF CASH FLOWS 5
NOTES TO FINANCIAL STATEMENTS 6-10
</TABLE>
<PAGE> 3
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
BALANCE SHEET
ASSETS
<TABLE>
<CAPTION>
9 Mos Ending Year Ended
Sep. 30,1999 Dec.31,1998
(Unaudited) (Audited)
---------------- ---------------
<S> <C> <C>
CURRENT ASSETS $ 0 $ 0
----------------- ---------------
TOTAL CURRENT ASSETS $ 0 $ 0
----------------- ---------------
OTHER ASSETS $ 0 $ 0
----------------- ---------------
TOTAL OTHER ASSETS $ 0 $ 0
----------------- ---------------
TOTAL ASSETS $ 0 $ 0
----------------- ---------------
</TABLE>
The accompanying notes are an integral part of these financial statements
-1-
<PAGE> 4
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
BALANCE SHEET
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
9 Mos Ending Year Ended
Sep. 30,1999 Dec.31,1998
(Unaudited) (Audited)
------------ -----------
<S> <C> <C>
CURRENT LIABILITIES:
Officers Advances (Note 6) $-14,869 $ 0
-------- -------
TOTAL CURRENT LIABILITIES $ 14,869 $ 0
-------- -------
STOCKHOLDERS EQUITY (Note 1)
Common Stock, No Par Value
Authorized 25,000 Shares
Issued and Outstanding at
December 31, 1998 - 21,000 Shares $ 2,100
Common stock, $.001 par value
authorized 25,000,000 shares
issued and outstanding at
September 30, 1999 - 2,100,000 shares $ 2,100
Additional paid in Capital 0 0
Deficit accumulated during
Development stage -16,969 -2,100
-------- -------
TOTAL STOCKHOLDERS' EQUITY $-14,869 $ 0
-------- -------
TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY $ 0 $ 0
-------- -------
</TABLE>
The accompanying notes are an integral part of these financial statements
-2-
<PAGE> 5
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
July 10,1996
3 Mos Ended 3 Mos Ended 9 Mos. Ended 9 Mos. Ended (Inception)
Sep. 30, Sep. 30, Sep. 30, Sep. 30, to Sep. 30,
1999 1998 1999 1998 1999
----------- ----------- ------------ ------------ -----------
<S> <C> <C> <C> <C> <C>
REVENUE: $ 0 $ 0 $ 0 $ 0 $ 0
---------- ---------- ---------- ---------- ----------
EXPENSES:
General, Selling
and Administrative $ 2,869 $ 0 $ 14,869 $ 0 $ 16,969
---------- ---------- ---------- ---------- ----------
Total Expenses $ 2,869 $ 0 $ 14,869 $ 0 $ 16,969
---------- ---------- ---------- ---------- ----------
Net Profit/Loss (-) $ -2,869 $ 0 $ -14,869 $ 0 $ -16,969
---------- ---------- ---------- ---------- ----------
Net Profit/Loss(-)
per weighted
share (Note 2) $ -.0014 $ NIL $ -.0071 $ NIL $ -.0081
---------- ---------- ---------- ---------- ----------
Weighted average
number of common
shares outstanding 2,100,000 2,100,000 2,100,000 2,100,000 2,100,000
---------- ---------- ---------- ---------- ----------
</TABLE>
The accompanying notes are an integral part of these financial statements
-3-
<PAGE> 6
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Additional Accumu-
Common Stock paid-in lated
Shares Amount Capital Deficit
------ ------ ------- -------
<S> <C> <C> <C> <C>
Balance,
December 31, 1996 21,000 $ 2,100 $ 0 $ -2,100
Net Loss Year Ended
December 31, 1997 0
--------- --------- --------- ---------
Balance,
December 31, 1997 21,000 $ 2,100 $ 0 $ -2,100
Net loss year ended
December 31, 1998 0
--------- --------- --------- ---------
Balance,
December 31, 1998 21,000 $ 2,100 $ 0 $ -2,100
February 2, 1999
Changed from no par
value to $.001 -2,079 +2,079
February 2, 1999
Forward Stock Split
100:1 2,079,000 +2,079 -2,079
Net loss,
January 1, 1999, to
September 30, 1999 -14,869
--------- --------- --------- ---------
Balance,
September 30, 1999 2,100,000 $ 2,100 $ 0 $ -16,969
--------- --------- --------- ---------
</TABLE>
The accompanying notes are an integral part of these financial statements
-4-
<PAGE> 7
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
July 10, 1996
3 Mos Ended 3 Mos Ended 9 Mos Ended 9 Mos Ended (Inception)
Sep. 30, Sep. 30, Sep. 30, Sep. 30, to Sep. 30,
1999 1998 1999 1998 1999
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Cash Flow from
Operating Activities
Net Loss $ -2,869 $ 0 $-14,869 $ 0 $ -16,969
Adjustment to reconcile
net loss to net cash
provided by operating
activities 0 0 0 0 0
Changes in Assets
and Liabilities
Increase in current
Liabilities
Officers Advances +2,869 0 +14,869 0 +14,869
----------- ----------- ----------- ----------- -----------
Net cash used in
operating Activities $ 0 $ 0 $ 0 $ 0 $ -2,100
Cash Flows from
Investing Activities 0 0 0 0 0
Cash Flows from
Financing Activities
Issuance of Common
Stock 0 0 0 0 +2,100
----------- ----------- ----------- ----------- -----------
Net increase
(decrease)
in cash $ 0 $ 0 $ 0 $ 0 $ 0
Cash, beginning
of period 0 0 0 0 0
----------- ----------- ----------- ----------- -----------
Cash, end of period $ 0 $ 0 $ 0 $ 0 $ 0
----------- ----------- ----------- ----------- -----------
</TABLE>
The accompanying notes are an integral part of these financial statements
-5-
<PAGE> 8
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 1999, and December 31, 1998
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
The Company was organized July 10, 1996, under the laws of the State of
Nevada as Bahamas Enterprises, Inc., Inc. The Company currently has no
operations and in accordance with SFAS #7, is considered a development
company.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Method
The Company records income and expenses on the accrual method.
Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenue
and expenses during the reporting period. Actual results could differ
from those estimates.
Cash and equivalents
The Company maintains a cash balance in a non-interest-bearing bank
that currently does not exceed federally insured limits. For the
purpose of the statements of cash flows, all highly liquid investments
with the maturity of three months or less are considered to be cash
equivalents. There are no cash equivalents as of September 30, 1999.
-6-
<PAGE> 9
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
September 30, 1999, and December 31, 1998
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Income Taxes
Income taxes are provided for using the liability method of accounting in
accordance with Statement of Financial Accounting Standards No. 109 (SFAS
#109) "Accounting for Income Taxes". A deferred tax asset or liability is
recorded for all temporary difference between financial and tax reporting.
Deferred tax expense (benefit) results from the net change during the year
of deferred tax assets and liabilities.
Loss Per Share
Net loss per share is provided in accordance with Statement of Financial
Accounting Standards No. 128 (SFAS #128) "Earnings Per Share". Basic loss
per share is computed by dividing losses available to common stockholders
by the weighted average number of common shares outstanding during the
period. Diluted loss per share reflects per share amounts that would have
resulted if dilative common stock equivalents had been converted to common
stock. As of September 30, 1999, the Company had no dilative common stock
equivalents such as stock options.
Year End
The Company has selected December 31st as its year-end.
-7-
<PAGE> 10
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
September 30, 1999, and December 31, 1998
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Year 2000 Disclosure
The year 2000 issue is the result of computer programs being written
using two digits rather than four to define the applicable year.
Computer programs that have time sensitive software may recognize a
date using "00" as the year 1900 rather than the year 2000. This could
result in a system failure or miscalculations causing disruption of
normal business activities. Since the Company currently has no
operating business and does not use any computers, and since it has no
customers, suppliers or other constituents, there are no material Year
2000 concerns.
NOTE 3 - INCOME TAXES
There is no provision for income taxes for the period ended September 30,
1999, due to the net loss and no state income tax in Nevada, the state of
the Company's domicile and operations. The Company's total deferred tax
asset as of December 31, 1998, is as follows:
Net operation loss carry forward $ 2,100
Valuation allowance $ 2,100
Net deferred tax asset $ 0
The federal net operating loss carry forward will expire in 2016.
This carry forward may be limited upon the consummation of a business
combination under IRC Section 381.
-8-
<PAGE> 11
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
September 30, 1999, and December 31, 1998
NOTE 4 - STOCKHOLDERS' EQUITY
Common Stock
The authorized common stock of Bahamas Enterprises, Inc. consists of
25,000,000 shares with a par value of $0.001 per share.
Preferred Stock
Bahamas Enterprises, Inc. has no preferred stock.
On July 30, 1996, the Company issued 21,000 shares of its no par value
common stock in consideration of $2,100 in cash.
On February 2, 1999, Company filed with the Secretary of State of Nevada, a
Certificate of Amendment of its Articles of Incorporation, which increased
its capitalization from 25,000 common shares to 25,000,000 common shares.
The no par value was changed to $0.001. Further, the Company forward split
its common stock 100:1, thus increasing the number of outstanding common
stock shares from 21,000 shares to 2,100,000.
NOTE 5 - GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course
of business. However, the Company does not have significant cash or other
material assets, nor does it have an established source of revenues
sufficient to cover its operating costs and to allow it to continue as a
going concern. It is the intent of the Company to seek a merger with an
existing, operating company. Until that time, the stockholders/officers and
or directors have committed to advancing the operating costs of the Company
interest free.
-9-
<PAGE> 12
BAHAMAS ENTERPRISES, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
September 30, 1999, and December 31, 1998
NOTE 6 - RELATED PARTY TRANSACTIONS
The Company neither owns nor leases any real or personal property. An
officer of the corporation provides office services without charge. Such
costs are immaterial to the financial statements and accordingly, have not
been reflected therein. The officers and directors of the Company are
involved in other business activities and may, in the future, become
involved in other business opportunities. If a specific business
opportunity becomes available, such persons may face a conflict in
selecting between the Company and their other business interests. The
Company has not formulated a policy for the resolution of such conflicts.
NOTE 7 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional
shares of common stock.
-10-
<PAGE> 13
Item II. Management's Discussion and Analysis or Plan of Operation
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 de minimis
costs which may occur.
The Company has not entered into any negotiations to effectuate a business
combination. None of the Company's officers and directors have engaged in any
preliminary contact or discussions with any representative of any other company
regarding the possibility of an acquisition or merger or business combination.
Felicia May Nilson, 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 she 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 consummation of a business
combination. This may result in the Company incurring a net operating loss which
will increase continuously until the Company can consummate a business
combination with a profitable business opportunity and consummate such a
business combination.
PART II
OTHER INFORMATION
<TABLE>
<S> <C>
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
</TABLE>
<PAGE> 14
<TABLE>
<S> <C>
Item 4 - Submission of Matter to Vote of Security
Holders ........................................................ None
Item 5 - Other Information .............................................. None
Item 6 - Exhibits and Reports on Form 8-K ............................... None
</TABLE>
SIGNATURE
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.
Dated: November 22, 1999 BAHAMAS ENTERPRISES, INC.
(Company)
By: /s/ Felicia May Nilson
----------------------------------
Felicia May Nilson
President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-2000
<PERIOD-END> SEP-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 14,869
<BONDS> 0
0
0
<COMMON> 2,100
<OTHER-SE> (14,869)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,869
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,869
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> (3,964)
<EPS-DILUTED> (.002)
</TABLE>
