SACIO INC
10QSB, 2000-02-14
EATING PLACES
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                 Quarterly Report Under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                       For Period ended December 31, 1999
                         Commission File Number 0-25671

                                   SACIO, INC.
              -----------------------------------------------------
             (Exact name of registrant as specified in its charter)


           DELAWARE                                   88-0414076
   ------------------------              ------------------------------------
   (State of Incorporation)              (I.R.S. Employer Identification No.)

                     8320 O'CONNELL ROAD, EL CAJON, CA 92021
               ---------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                 (619) 699-1721
                               -------------------
              (Registrant's telephone number, including area code)


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  [ ]


Indicate the number of shares outstanding of each of the issuer's classes of
common stock at the latest practicable date.

As of December 31, 1999, the registrant had 3,289,500 shares of common stock,
$.001 par value, issued and outstanding.


<PAGE>   2


PART 1 FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS


                                   SACIO, INC.
                         ( a Development Stage Company)
                                 BALANCE SHEETS
                                    UNAUDITED



                                     ASSETS

<TABLE>
<CAPTION>
                                                        Dec 31      Dec 31
                                                         1999        1998
                                                         -----      -----
<S>                                                     <C>         <C>
CURRENT ASSETS
     CASH                                                   15      4,300
                                                         -----      -----
TOTAL CURRENT ASSETS                                        15      4,300
FIXED ASSETS
                                                         -----      -----
NET FIXED ASSETS                                             0          0
OTHER ASSETS
     ORGANIZATION COSTS                                      0          0
     LESS AMORTIZATION                                       0          0
                                                         -----      -----
TOTAL OTHER ASSETS                                           0          0
                                                         -----      -----
TOTAL ASSETS                                                15      4,300
                                                         =====      =====

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
                                                         -----      -----
TOTAL CURRENT LIABILITIES                                    0          0
LONG TERM LIABILITIES
                                                         -----      -----
TOTAL LONG TERM LIABILITIES                                  0          0
                                                         -----      -----
TOTAL LIABILITIES                                            0          0
STOCKHOLDERS' EQUITY

     COMMON STOCK - $.001 par value                      3,289          2
     20,000,000 shares authorized, 3,289,500 issued
     and outstanding at 12/31/99, 10,935,000 issued
     and outstanding at 12/31/98

     ADDITIONAL PAID IN  CAPITAL                         1,013      4,299

     BEGINNING RETAINED EARNINGS                         -3,863        -1
     NET LOSS                                              -424
                                                         -----      -----
     ENDING RETAINED DEFICIT                             -4,287        -1
                                                         -----      -----
TOTAL STOCKHOLDERS' EQUITY                                  15      4,300
                                                         -----      -----
TOTAL LIAB & STOCKHOLDERS' EQUITY                           15      4,300
                                                         =====      =====
</TABLE>


                        SEE NOTES TO FINANCIAL STATEMENTS

<PAGE>   3

FINANCIAL STATEMENTS (continued)


                                   SACIO, INC.
                            STATEMENTS OF OPERATIONS
                          (a Development Stage Company)
                            For The Nine Months Ended
                                    UNAUDITED


<TABLE>
<CAPTION>
                                           Dec 31         Dec 31
                                            1999           1998
<S>                                               <C>             <C>
REVENUE
                                         ----------      ----------
TOTAL REVENUE                                     0               0

DIRECT COSTS
                                         ----------      ----------
TOTAL COST OF GOODS SOLD                          0               0
                                         ----------      ----------
GROSS PROFIT                                      0               0
OPERATING EXPENSES
  GENERAL, SELLING & ADMINISTRATIVE             424               0
  LICENSES AND FEES                               0               0
  ACCOUNTING & AUDIT FEES                         0               0
                                         ----------      ----------
TOTAL OPERATING EXPENSES                        424               0
                                         ----------      ----------
LOSS FROM OPERATIONS                           -424               0
OTHER INCOME & EXPENSE
                                         ----------      ----------
TOTAL OTHER INCOME & EXPENSE                      0               0
                                         ----------      ----------
LOSS BEFORE TAXES                              -424               0
                                         ----------      ----------
NET LOSS                                       -424               0
                                         ==========      ==========

NET LOSS PER SHARE                              NIL               0

WEIGHTED AVERAGE NUMBER OF COMMON         3,289,500      10,935,000
SHARES OUTSTANDING
</TABLE>


                        SEE NOTES TO FINANCIAL STATEMENTS

<PAGE>   4

FINANCIAL STATEMENTS (continued)


                                   SACIO, INC.
                          (a Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                            For The Nine Months Ended
                                    UNAUDITED

<TABLE>
<CAPTION>
                                                  Dec 31,    Dec 31,
                                                   1999       1998
                                                  -----      -----
<S>                                                 <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   NET INCOME (LOSS)                               -424          0

   ADJ TO RECONCILE NET INCOME (LOSS) TO NET
   CASH USED IN OPERATING ACTIVITIES:

   AMORTIZATION                                       0          0

   CHANGES IN ASSETS AND
   LIABILITIES                                        0          0
                                                  -----      -----
NET CASH FLOWS FROM OPERATING ACTIVITIES           -424          0

CASH FLOWS FROM INVESTING ACTIVITIES:
   ORGANIZATION COSTS                                 0          0
                                                  -----      -----
NET CASH FLOWS FROM INVESTING ACTIVITIES              0          0

CASH FLOWS FROM FINANCING ACTIVITIES:
   ISSUANCE OF COMMON
   STOCK FOR CASH                                     0          0
                                                  -----      -----
NET CASH FLOWS FROM FINANCING ACTIVITIES              0          0

NET INCREASE (DECREASE) IN CASH                    -424          0

CASH AT BEGINNING OF PERIOD                         439      4,300
                                                  -----      -----
CASH AT END OF PERIOD                                15      4,300
</TABLE>


                        SEE NOTES TO FINANCIAL STATEMENTS


<PAGE>   5

NOTES TO FINANCIAL STATEMENTS


1.      Management's Opinion

In the opinion of management, the accompanying financial statements contain all
adjustments necessary to present fairly the financial position of the company as
of December 31, 1999 and 1998, and the results of operations for the nine months
ended December 30, 1999 and 1998, and the changes in cash for the nine months
ended December 30, 1999 and 1998.

2.      Interim Reporting

The results of operations for the nine months ended December 30, 1999 and 1998
are not necessarily indicative of the results to be expected for the remainder
of the year.

3.      Oganization and Summary of Significant Accounting Policies:

Organization and Nature of Operations

The Company was incorporated in Delaware on May 31, 1994. The Company is a
development stage company and has not conducted any business activities to date.

4.      Basis of Accounting

The Company's policy is to use the accrual method of accounting and to prepare
and present financial statements which conform to generally accepted accounting
principles. 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 reported amounts of revenues and expenses during the reporting
periods. Actual results could differ from those estimates.

5.      Cash and equivalents

For purpose of the statements of cash flows, all highly liquid investments with
a maturity of three months or less are considered to be cash equivalents. There
were no cash equivalents as of December 31, 1999.

<PAGE>   6

6.      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 differences between financial and tax reporting. Deferred tax
expense (benefit) results from the net change during the year of deferred tax
assets and liabilities.


7.      Common Stock Transactions

        Per the request of the officers of the Company, and by unanimous vote of
        the board of directors on December 10, 1999, the Company canceled the
        shares issued to the officers on June 14, 1994 and August 2, 1998 and
        all related stock split shares.


PART 1 FINANCIAL INFORMATION

ITEM 2 Management's Plan of Operations

The Company's current cash balance is $15. Management plans to maintain a
positive cash balance sufficient to fund the current minimum level of operations
through March 2000 through the sale of equity securities or advances from
officers. In order to conduct a normal business level of activity and advance
the Company's business plan, the Company must raise capital through the sale of
equity securities. To date, the Company has sold $4,300 in equity securities and
used approximately $3,215 for professional services, $693 for licenses and fees,
and $377 for office supplies and postage. Sales of the Company's equity
securities have allowed the Company to maintain a positive cash flow balance.

As soon as the Company is able to raise capital of $800,000 to $900,000 through
the sale of equity securities the Company intends to implement its business plan
as follows: during the succeeding two months secure the leased site and complete
plans and permits at a cost of $100,000, and during the last three months
build-out the site, purchase furniture, equipment, and furnishings at a cost of
$350,000, hire and train staff at a cost of $25,000, secure the full liquor
license at a cost of $50,000, purchase food and beverage inventory of $25,000,
and allocate $25,000 for advertising and promotion of the opening of the first
pub. The Company will face considerable risk in each of its business plan steps,
such as difficulty of renting a desirable pub site within its budget, difficulty
of completing its build-out within its timetable and budget, difficulty of
hiring competent personnel within its budget, and a lack of funding due to the
Company's inability to raise capital in the equity securities market. If no
funding is received during the next twelve months, the Company will be forced to
rely on its existing cash in the bank and funds loaned by the officers. In such
a restricted cash flow scenario, the Company would be unable to complete its
business plan steps, and would, instead, delay all cash intensive activities.
Without necessary cash flow, the Company would be dormant during the next twelve
months, or until such time as necessary funds could be raised in the equity
securities market.

<PAGE>   7

There are no current plans for research and development. There are no current
plans to purchase or sell any significant amount of fixed assets. The Company
intends to hire an additional twenty three employees near the end of the next
twelve months.


PART II     OTHER INFORMATION

ITEM 1         Not applicable.

ITEMS 2-4      Not applicable

ITEM 5         Information required in lieu of Form 8-K:  None

ITEM 6         Exhibits and Reports on 8-K:

                      a)   Exhibit # 27.1, "Financial Data Schedule"

                      b)   No reports on Form 8-K were filed during the fiscal
                           quarter ended December 31, 1999


                                   SIGNATURES
                                   ----------

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..

        Sacio, Inc.




        Dated: January 26, 2000  /s/ Nancy J. Davis
                                ----------------------------------------------
                                     Nancy J. Davis
                                     President and Chief Executive Officer

<TABLE> <S> <C>

<ARTICLE> 5

<S>                             <C>                     <C>
<PERIOD-TYPE>                   9-MOS                   9-MOS
<FISCAL-YEAR-END>                          MAR-31-2000             MAR-31-1999
<PERIOD-START>                             APR-01-1999             APR-01-1998
<PERIOD-END>                               DEC-31-1999             DEC-31-1998
<CASH>                                              15                   4,300
<SECURITIES>                                         0                       0
<RECEIVABLES>                                        0                       0
<ALLOWANCES>                                         0                       0
<INVENTORY>                                          0                       0
<CURRENT-ASSETS>                                    15                   4,300
<PP&E>                                               0                       0
<DEPRECIATION>                                       0                       0
<TOTAL-ASSETS>                                      15                   4,300
<CURRENT-LIABILITIES>                                0                       0
<BONDS>                                              0                       0
                                0                       0
                                          0                       0
<COMMON>                                         3,289                       2
<OTHER-SE>                                       1,013                   4,299
<TOTAL-LIABILITY-AND-EQUITY>                        15                   4,300
<SALES>                                              0                       0
<TOTAL-REVENUES>                                     0                       0
<CGS>                                                0                       0
<TOTAL-COSTS>                                        0                       0
<OTHER-EXPENSES>                                   424                       0
<LOSS-PROVISION>                                     0                       0
<INTEREST-EXPENSE>                                   0                       0
<INCOME-PRETAX>                                  (424)                       0
<INCOME-TAX>                                         0                       0
<INCOME-CONTINUING>                              (424)                       0
<DISCONTINUED>                                       0                       0
<EXTRAORDINARY>                                      0                       0
<CHANGES>                                            0                       0
<NET-INCOME>                                     (424)                       0
<EPS-BASIC>                                    (.00)                     .00
<EPS-DILUTED>                                    (.00)                     .00


</TABLE>


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