UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE
ACT OF 1934
For the quarterly period ended April 30, 2000
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( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File number
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RUBINCON VENTURES INC.
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(Exact name of registrant as specified in charter)
Delaware 98-0200798
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2453 Philips Place
Burnaby, BC, Canada V5A 2W2
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(Address of principal executive offices) (Zip Code)
1 - 604 - 420-7474
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Registrant's telephone number, including area code
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(Former name, address, and 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), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of April 30, 2000
----------------------------------- ---------------------------------
Common Stock, $0.001 per share 2,400,820
<PAGE>
ANDERSEN ANDERSEN & STRONG, L.C. 941 East 3300 South, Suite202
-------------------------------- Salt Lake City, Utah 84106
Certified Public Accountants and
Business Consultants
Telephone 801-486-0096
Fax 801-486-0098
REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Board of Directors
Rubincon Ventures, Inc.
We have reviewed the condensed balance sheet of Rubincon Ventures, Inc.
(exploration stage company) as of April 30, 2000 and the related condensed
statements of operations and the condensed statement of cash flows for the three
months ended April 30, 2000 and 1999 and the period February 2, 1999 (date of
inception) to April 30, 2000. These financial statements are the responsibility
of the company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information 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, we do not express such an opinion.
Based on our review, we are 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.
/s/ "Andersen Andersen and Strong"
Salt Lake City, Utah
July 20, 2000
<PAGE>
INDEX
Page
PART I. Number
------
ITEM 1. Financial Statements (unaudited)........................ 3
Balance Sheet as at April 30, 2000
(with comparative figures as at January 31, 2000). 4
Statement of Operations
For the three months ended April 30, 2000, for
the three months ended April 30, 1999 and
for the period from February 2, 1999 (Date
of Incorporation) to April 30, 2000............. 5
Statement of Changes in Shareholders' Equity
For the period from February 2, 1999 (Date of
Incorporation) to April 30, 2000............... 6
Statement of Cash Flows
For the three months ended April 30, 2000, for
the three months ended April 30, 1999 and
for the period from February 2, 1999 (Date
of Incorporation) to April 30, 2000............ 7
Notes to the Financial Statements....................... 8
ITEM 2. Plan of Operations...................................... 12
PART II Signatures.............................................. 13
<PAGE>
PART I - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying balance sheet of Rubincon Ventures Inc. (an exploration stage
company) at April 30, 2000 (with comparative figures as at January 31, 2000) and
the statement of operations and statement of cash flow for the three months
ended April 30, 2000, for the three months ended April 30, 1999 and for the
period from February 2, 1999 (date of incorporation) to April 30, 2000 and the
statement of stockholders' equity for the period from February 2, 1999 (date of
incorporation) to April 30, 2000 have been prepared by the Company's management
and they do not include all information and notes to the financial statements
necessary for a complete presentation of the financial position, results of
operations, cash flows, and stockholders' equity in conformity with generally
accepted accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a normal
recurring nature.
Operating results for the quarter ended April 30, 2000, are not necessarily
indicative of the results that can be expected for the year ending January 31,
2001.
3
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
BALANCE SHEET
April 30, 2000 and January 31, 2000
(Unaudited - Prepared by Management)
April 30 January 31
-------- ----------
2000 2000
---- ----
ASSETS
CURRENT ASSETS
Bank and funds on hand $ 134 $ 1,428
OTHER ASSETS
Mineral claims - Note 3 -- --
-------- --------
$ 134 $ 1,428
======== ========
LIABILITIES
Accounts payable and accrued liabilities $ 3,025 $ 2,055
Due to a director 9,932 9,932
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12,957 11,987
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STOCKHOLDERS' EQUITY
Common stock
25,000,000 shares authorized, at $0.001 par
value, 2,400,820 shares issued and outstanding 2,401 2,401
Capital in excess of par value 12,750 10,200
Deficit accumulated during the development stage (27,974) (23,160)
-------- --------
Total Stockholders' Equity (12,823) (10,559)
-------- --------
$ 134 $ 1,428
======== ========
The accompanying notes are an integral part of these unaudited
financial statements.
4
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the three months ended April 30, 2000,
for the three months ended April 30, 1999
and for the period from February 2, 1999
(Date of Inception)
to April 30, 2000
(Unaudited - Prepared by Management)
For the three For the Three Inception
Months Ended Months Ended To
April 30, 2000 April 30, 1999 April 30, 2000
-------------- -------------- --------------
SALES $ -- $ -- $ --
--------- --------- ---------
EXPENSES
Accounting and audit 1,075 -- 5,575
Bank charges 19 15 44
Edgar filing fees 1,140 -- 1,140
Filing fees -- -- 125
Geological report -- -- 1,280
Incorporation costs written off -- 264 519
Management fees 1,500 1,500 7,500
Office -- 48 370
Rent 900 900 4,500
Staking costs -- 385 3,196
Telephone 150 150 855
Transfer agent fees 30 -- 2,870
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NET LOSS $ 4,814 $ 3,262 $ 27,974
========= ========= =========
NET LOSS PER COMMON SHARE
Basic $ -- $ --
========= =========
AVERAGE OUTSTANDING SHARES
Basic 2,400,820 1,773,333
========= =========
The accompanying notes are an integral part of these unaudited
financial statements.
5
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from February 2, 1999 (Date of Inception)
to April 30, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------ ------ --------- -------
<S> <C> <C> <C> <C>
BALANCE FEBRUARY 2, 1999 (date of inception) -- $ -- $ -- $ --
Issuance of common shares for cash at
$0.001 per share - February 25, 1999 2,400,820 2,401 -- --
Capital contributions - expenses -- -- 12,750 --
Net operating loss for the period from
February 2, 1999 to April 30, 2000 -- -- -- (27,974)
--------- -------- -------- --------
BALANCE APRIL 30, 2000 2,400,820 $ 2,401 $ 12,750 $(27,974)
========= ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited
financial statements.
6
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended April 30, 2000, for the
three months ended April 30, 1999 and for the
period from February 2, 1999 (Date of Inception)
to April 30, 2000
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FOR THE THREE INCEPTION
MONTHS ENDED MONTHS ENDED TO
APRIL 30, 2000 APRIL 30, 1999 APRIL 30, 2000
-------------- -------------- --------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (4,814) $ (3,262) $(27,974)
Adjustments to reconcile net loss to net
Cash provided by operations:
Increase in accounts payable 970 -- 3,025
Increase in due to a director -- -- 9,932
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Net Cash from Operations (3,844) (3,262) (15,017)
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CASH FLOWS FROM INVESTING
ACTIVITIES:
Mineral claims -- -- --
-------- -------- --------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common
Stock -- 2,401 2,401
Capital contributions - expenses 2,550 2,550 12,750
-------- -------- --------
2,550 4,951 15,151
-------- -------- --------
Net Increase in Cash (1,294) 1,689 134
Cash at Beginning of Period 1,428 -- --
-------- -------- --------
CASH AT END OF PERIOD $ 134 $ 1,689 $ 134
======== ======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited
financial statements.
7
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
April 30, 2000
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Delaware on
February 2, 1999 with the authorized common shares of 25,000,000 shares
at $0.001 par value.
The Company was organized for the purpose of developing mineral
properties. At the report date mineral claims, with unknown reserves,
had been acquired. The Company has not established the existence of a
commercially minable ore deposit and therefore has not reached the
development stage and is considered to be in the exploration stage (see
note 3).
The Company has completed a Regulation D offering of 2,000,820 shares
of its capital stock for cash.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
On April 30, 2000, the Company had a net operation loss carry forward
of $27,974. The tax benefit from the loss carry forward has been fully
offset by the valuation reserve because the use of the future tax
benefit is undeterminable since the Company has no operations. The net
operating loss carry forward will expire in 2021.
Earnings (Loss) per Share
Earnings (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding.
Comprehensive Income
The Company adopted Statement of Financial Accounting Standards No.
130. The adoption of the standard had no impact on the total
stockholder's equity.
8
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
April 30, 2000
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued
Recent Accounting Pronouncements
The Company does not expect that the adoption of other recent
accounting pronouncements will have a material impact on its financial
statements.
Cash and Cash Equivalents
The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
Amortization of Capitalized Mining Claim Costs
Costs of acquisition, exploration, carrying, and retaining unproven
properties are expensed as incurred. Costs incurred in proving and
developing a property ready for production are capitalized and
amortized over the life of the mineral deposit or over a shorter period
if the property is shown to have an impairment in value. Expenditures
for mining equipment are capitalized and depreciated over their useful
life.
Environmental Requirements
At the report date environmental requirements related to the mineral
claims acquired (note 3) are unknown and therefore an estimate of any
future costs cannot be made.
Financial Instruments
The carrying amounts of financial instruments, including cash, prepaid
expenses and deferred offering costs are considered by management to be
their standard fair values. These values are not necessarily indicative
of the amounts that the Company could realize in a current market
exchange.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses. Actual results
could vary from the estimates that were assumed in preparing these
financial statements.
9
<PAGE>
RUBINCON VENTURES INC.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
April 30, 2000
(Unaudited - Prepared by Management)
3. MINERAL CLAIMS
The company acquired a certain mineral claim known as the Rubicon
claim, located in the Zeballos gold camp on Vancouver Island in the
province of British Columbia, with an expiry date of February 28, 2001.
The claims may be retained by the Company by making yearly lease
payments in the amount of $4,000 Cn on February 28, 2001 and each year
thereafter.
The claims have not been proven to have a commercial minable ore
reserve and therefore all costs for exploration and retaining the
properties have been expensed.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 16.7 % of the capital stock issued for cash.
5. GOING CONCERN
The Company will need additional working capital to be successful in
its efforts to develop the mineral claims acquired and therefore
continuation of the Company as a going concern is dependent upon
obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this
objective through additional equity funding, and long term financing,
which will enable the Company to operate for the coming year.
10
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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The Company's management will concentrate its efforts on the Rubincon claim
located in the Bridge River mining camp near the town of Gold Bridge, British
Columbia during 2000. The Company to date has done no work on the Rubincon claim
other than maintain the claim in good standing with the Gold Commissioner's
office of British Columbia.
The Company has no intention at this time in seeking other mineral properties.
Before the Company is able to undertake any further exploration activities on
the Rubincon claim it will require additional working capital.
Liquidity and Capital Resources
As mentioned above the Company will require additional working capital to
undertake an exploration program on the Rubincon claim in the summer of 2000.
The Company does not have working capital sufficient to meet its financial
commitments, audit, transfer and filing fees, for the short period. The required
funds to meet these commitments will have to be advanced by the directors and
officers.
Results of Operations
There have been no operations during the current period.
11
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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The Company has not to date undertaken any exploration work on the Rubicon
mineral claim due to weather conditions in the north part of Vancouver Island,
British Columbia, Canada. The weather conditions will not be suitable until near
the end of June 2000. At that time management will assess what work should be
undertaken on the mineral claim.
Liquidity and Capital Resources
-------------------------------
In order to undertake any form of exploration work on the Rubincon mineral claim
the Company will require additional working capital in order to do a work
program. At this time management has not considered how it will obtain the
required funds.
Results of Operations
---------------------
The Company to date has had no operations.
12
<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.
RUBINCON VENTURES INC.
(Registrant)
July 18, 2000 /s/ "Carsten Mide"
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Carsten Mide - President and Director
July 18, 2000 /s/ "Kirsten Wilson"
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Kirsten Wilson - Secretary Treasurer and
Director
13
