<PAGE>2
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: August 31, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE EXCHANGE ACT
For the transition period from: to:
Commission file number: 0-22965
Auric Enterprises, Inc.
(Exact name of Small Business Issuer in its charter)
NEVADA 91-1950699
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
10 Office Park Rd, Suite 222,
Carolina Building, Hilton Head, SC 29928
(Address of principal executive offices) (Zip Code)
Registrant's Telephone number, including area code: (843) 686-5590
Check mark whether the Issuer (1) has filed all reports required by
Section 13 or 15(d) of the Exchange Act 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 the filing requirements for
at least the past 90
days. YES: X NO:
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
THE PREVIOUS FIVE YEARS
Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13, or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by the court.
YES: X NO:
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date: 1,605,000
Transitional Small Business Disclosure Format. YES: NO: X
<PAGE>3
PART I FINANCIAL INFORMATION
Balance Sheet
August 31, 1999 4
Statements of Operations
Six Months
Ended August 31, 1999 5
Statements of Cash Flows
Six Months Ended
August 31, 1999 6
Notes to Financial Statements 8
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 9-11
PART II
Other Information 12
Signatures 13
Financial Data Schedule 14
<PAGE>4
Auric Enterprises, Inc.
Balance Sheet
August 31, 1999
<TABLE>
<CAPTION>
ASSETS August 31
1999
(Unaudited)
Current assets:
<S> <C>
Cash $ 10,906
------------
Total current assets 10,906
Property 200
Organization costs 552
------------
$11,658
============
STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ -
-------------
Total current liabilities -
Commitments and contingencies
Stockholders' equity:
Common stock, $.001 par value,
50,000,000 shares authorized, 1,605,000 shares
issued and outstanding 1,605
Additional paid in capital 136,125
Unearned services -
(Deficit) accumulated during
development stage (126,072)
------------
11,658
------------
$11,658
============
</TABLE>
See accompanying notes to financial statements.
<PAGE>5
Auric Enterprises, Inc.
Statement of Operations
For the Period From Inception (October 26, 1998) to August 31, 1999
and Three Months Ended August 31, 1999
<TABLE>
<CAPTION>
Three Months Six Months Inception
Ended Ended To
August 31, August 31, August 31,
1999 1999 1999
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C>
Operating expenses $ 24,036 $ 92,667 $ 126,072
------------ ------------ -----------
(Loss from operations) and net (loss) $ (24,036) $ (92,667) $ (126,072)
============ ============ ===========
Per share information:
Basic and diluted (loss) per common share $ (0.01) $ (0.06) $ (0.11)
============ ============ ==========
Weighted average shares outstanding 1,605,000 1,605,000 1,192,500
============ ============ ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>6
Auric Enterprises, Inc.
Statement of Cash Flows
For the Period From Inception (October 26, 1998) to August 31, 1999
<TABLE>
<CAPTION>
Six Months Period From
Ended Inception To
August 31, August 31,
1999 1999
(Unaudited) (Unaudited)
<S> <C> <C>
Net income (loss) $ (92,667) $ (126,072)
Adjustments to reconcile net income to net
cash provided by operating activities:
Services provided for common stock 70,125 92,958
Amortization 20 20
Changes in assets and liabilities
(Increase) in other assets - -
Increase (decrease) in accounts payable (10,572) -
------------- -----------
Total adjustments 59,573 92,978
------------- ------------
Net cash provided by (used in)
operating activities (33,094) (33,094)
Cash flows from financing activities:
Common stock sold for cash - 44,000
------------- ------------
Net cash provided by (used in)
financing activities - 44,000
------------- -------------
Increase (decrease) in cash (33,094) 10,906
Cash and cash equivalents,
beginning of period 44,000 -
------------- ------------
Cash and cash equivalents,
end of period $ 10,906 $ 10,906
============= =============
</TABLE>
See accompanying notes to financial statements.
<PAGE>7
Auric Enterprises, Inc.
Notes to Financial Statements
31-Aug-99
(Unaudited)
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions incorporated in
Regulation 10-SB of the Securities and Exchange Commission.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments and accruals) considered
necessary for a fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The
accompanying financial statements should be read in conjunction with
the Company's financial statements for the period ended February 28,
1999.
Basic loss per share was computed using the weighted average number of
common shares outstanding.
During the six months August 31, 1999 the Company recorded consulting
expense related to the shares issued to consultants amounting to
$92,598.00
<PAGE>8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Trends and Uncertainties. Demand for the Company's products will be
dependent on, among other things, market acceptance of the Company's
concept, its proposed operations and general economic conditions that
are cyclical in nature. Inasmuch as a major portion of the Company's
activities will be the receipt of revenues from the sales of its
products, the Company's business operations, upon commencement, may be
adversely affected by the Company's inability to obtain the necessary
financing, competitors and prolonged recessionary periods.
Capital and Source of Liquidity. The Company requires substantial
capital in order to meet its ongoing corporate obligations and in order
to continue and expand its current and strategic business plans.
Initial working capital has been obtained by private sale of common
stock.
The Company does not anticipate receipt of any revenues from its four
mining claims in the short term. The Company has taken no specific
action relative to additional exploration of the claims. The Company
is currently in preliminary negotiations with several mining companies
for the purpose of entering into an agreement to conduct further,
exploration on each of the claims and to arrange for the further
development of the viable claims. The agreements will call for the
exploration of the Company's mining claims, including environmental
protection and reclamation of the property to be at the expense of the
contracted mining company and using the mining company's equipment.
The Company pursued no financing activities for the six months ended
August 31, 1999.
The Company received proceeds from the sale of Common Stock of $44,000
resulting in net cash provided by financing activities of $44,000 for
the period from inception to August 31, 1999.
The Company had no investing activities for the period from inception
to August 31, 1999 and for the six months ended August 31, 1999.
Results of Operations. Since inception, the Company has not received
any revenues from operations. The Company issued common stock valued
at $70,125 for services for the six months ended August 31, 1999.
The Company had a decrease in accounts payable of $10,572 for the six
months ended August 31, 1999 and amortization of $20. The Company had
net cash of $33,094 used in operating activities for the six months
ended August 31, 1999.
General and administrative expenses were $92,667 and consisted
primarily of consulting fees paid in cash ($10,000) and stock of
$60,125, legal of $20,000, incorporation costs of $887 and accounting
expense of $1,665 for the six months ended August 31, 1999.
The Company issued common stock valued at $23,405 for services for the
period from inception to February 28, 1999. The Company had an
increase in other assets of $572 and had an increase in accounts
payable of $10,572 for the period from inception to February 28, 1999.
The Company had net cash of $0.00 provided by operating activities for
the period from inception (October 26, 1998) to February 28, 1999.
General and administrative expenses were $32,336 and consisted
primarily of consulting fee of $10,000, legal fees of $20,000,
accounting expense of $1,665 and miscellaneous expenses of $671 for the
period from inception (October 26, 1998) to February 28, 1999.
Plan of Operation. The Company is not delinquent in any of its
obligations even though the Company has generated no operating
revenues. However, the Company continues its efforts to raise capital.
The Company does not currently have sufficient capital to continue
operations for the next twelve months and will have to raise additional
capital to meet its business objectives as well as 1934 Act reporting
requirements. Its obligation of $400 per year for land improvements
can be met with current cash set aside for that purpose . The Company
intends to pursue its business plan and meet its reporting requirements
utilizing cash made available from the private and future public sale
of its securities. The Company has already paid all amounts due
under its consulting agreements through the issuance of its securities.
<PAGE>9
The Company's management is of the opinion that revenues from the
proceeds of the sales of its securities will be sufficient to pay its
expenses until its business operations create revenue.
The Company does not expect to purchase any significant plants or
equipment within the next twelve months.
The Company does not expect significant changes in the number of
employees during the next twelve months.
Due to the current limited nature of the Company's operations, the
officers are able to fulfill their duties with limited time. The
officers will increase their time when and if appropriate. Joel
Shine, an outside consultant, is providing assistance in the
administrative and basic accounting areas to the Company as directed by
the Treasurer and Secretary of the Company. These services may be
deemed to be services corresponding to the Treasurer and Secretary
positions in light of the fact that the current officers are only
dedicating 10-20% of their time to the Company. Timothy Miles
provides services, which relate only to assisting the Company to
complete the necessary documentation in order to establish an orderly
public market for its stock. Mr. Miles does not provide any
managerial duties or consulting services in relation to the Company's
exploration and proposed mining operations. As a result of the Common
Shares issued to Mr. Miles for his services, Mr. Miles became a
majority (52.84%) shareholder of the Company in February 1999.
The Common Shares issued for the consulting services were valued at
$.10 per share. Twenty Five percent (25%) was recorded as an expense
at February, 1999. Fifty percent (50%) was recorded as an expense in
the first quarter and the remaining amount will be expensed in the
second quarter based upon the Company's estimate as to when the
services will be provided.
On a long-term basis, the Company's liquidity is dependent on
commencement operations, revenue generation, additional infusions of
capital and potential debt financing. Company management believes
that additional capital and debt financing in the short term will allow
it to commence its business plan and thereafter result in revenue and
greater liquidity in the long term. However, there can be no assurance
that the Company will be able to obtain the needed additional equity or
debt financing in the future.
Year 2000 Compliance Issues. The Company has established a plan to
address Year 2000 issues. Successful implementation of this plan is
expected to mitigate any extraordinary expenses related to the Year
2000 issue. The Company has a reasonable basis to conclude that the
Year 2000 issue will not materially affect future financial results, or
cause reported financial information not to be necessarily indicative
of future operating results or future financial conditions. The plan is
that the Company has or is installing all new information technology
systems, including computer hardware and software which are Year 2000
compliant. This is the first generation of equipment and software for
the Company since it has just recently began operations. The cost of
complying with any year 2000 issues is deemed to be immaterial due to
the state of exploration the Company is currently in. Additionally
all contractors will be required to prove compliance to relevant Year
2000 issues prior to commencing work for or with the Company.
The Company plans to contact all material customers, vendors, suppliers
and non-information technology suppliers (if any) regarding their Year
2000 state of readiness. This process will be conducted over the next
three months. No assurance can be given that the Year 2000 compliance
plan will be completed successfully by the Year 2000. The Company's
current contingency plan is simplistic and involves operating on a
manual basis for a short period of time without interruption of service
or quality.
Successful and timely completion of the Year 2000 project is based on
management's best estimates derived from various assumptions of future
events. These events are inherently uncertain, including the progress
and results of vendors, suppliers and customers Year 2000 readiness.
<PAGE>10
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
ITEM 5. OTHER INFORMATION.
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Not applicable.
(b) Not applicable.
<PAGE>11
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.
Auric Enterprises, Inc.
(Registrant)
Dated: October 15, 1999
By: /s/ Robert Hinchey
----------------------------
Robert Hinchey, President
<PAGE>12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> FEB-28-2000
<PERIOD-END> AUG-31-1999
<CASH> $10,906
<SECURITIES> $0
<RECEIVABLES> $0
<ALLOWANCES> $0
<INVENTORY> $0
<CURRENT-ASSETS> $10,906
<PP&E> $200
<DEPRECIATION> $0
<TOTAL-ASSETS> $11,668
<CURRENT-LIABILITIES> $0
<BONDS> $0
<COMMON> $1,605
$0
$0
<OTHER-SE> $10,063
<TOTAL-LIABILITY-AND-EQUITY> $11,668
<SALES> $0
<TOTAL-REVENUES> $0
<CGS> $0
<TOTAL-COSTS> $0
<OTHER-EXPENSES> $(92,667)
<LOSS-PROVISION> $0
<INTEREST-EXPENSE> $0
<INCOME-PRETAX> $(92,667)
<INCOME-TAX> $0
<INCOME-CONTINUING> $(92,667)
<DISCONTINUED> $0
<EXTRAORDINARY> $0
<CHANGES> $0
<NET-INCOME> $(92,667)
<EPS-BASIC> $(.06)
<EPS-DILUTED> $(.06)
</TABLE>
