U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2000
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
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Commission file number 000-26605
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Clarion Internet, Inc.
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(Exact name of small business issuer as
specified in its charter)
Nevada 33-0860027
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
44489 Town Center Way, #D487 Palm Desert, CA 92260
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(Address of principal executive offices)
(760) 674-8859
Issuer's telephone number
(Former name, former address and former fiscal year, if changed since
last report.)
Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act during the past 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
<PAGE>
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING 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 a court. Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practical date: June 30, 2000 5,000,000
Transitional Small Business Disclosure Format (check one).
Yes ; No X
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<PAGE>
PART I
Item 1. Financial Statements
INDEPENDENT ACCOUNTANT'S REPORT
Clarion Internet, Inc.
(Formerly a Development Stage Company)
We have reviewed the accompanying balance sheet of Clarion Internet,
Inc.(Formerly a Development Stage Company) as of June 30, 2000 and December 31,
1999, and the related statements of operations for the three and six months, and
cash flows for the six month periods ended June 30, 2000 and 1999. 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 statement 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.
Respectfully submitted
\s\ Robison, Hill & Co.
Certified Public Accountants
Salt Lake City, Utah
August 5, 2000
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
BALANCE SHEETS
(Unaudited)
June 30, December 31,
-------- --------
2000 1999
-------- --------
ASSETS
Cash ................................................ $ 8,224 $ 13,779
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts Payable ..................................... $ -- $ 1,000
Accrued expenses ..................................... 6,000 --
-------- --------
Total Liabilities ............................ 6,000 1,000
-------- --------
Stockholders' Equity ................................... -- --
Common stock (par value $.00005), 100,000,000 shares
authorized, issued 5,000,000 shares at June 30,
2000 and December 31, 1999 ........................... 250 250
Paid-In Capital ........................................ 44,800 44,800
Retained Deficit ....................................... (5,572) --
Deficit accumulated during development stage ........... (37,254) (32,271)
-------- --------
Total Stockholders' Equity ................... 2,224 12,779
-------- --------
Total Liabilities and Stockholders' Equity ... $ 8,224 $ 13,779
======== ========
See accompanying notes and accountants' report
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
For the Three Months For the Six Months
Ended Ended
June 30, June 30,
---------------------- ----------------------
2000 1999 2000 1999
---------- ---------- ---------- ----------
Revenues .................. 4,700 $ -- $ 4,700 $ --
---------- ---------- ---------- ----------
Expenses
Selling, general and
administrative expenses 10,272 3,200 15,255 3,200
---------- ---------- ---------- ----------
Operating Loss ............ -- -- -- --
Loss before taxes
Income taxes .............. -- -- -- --
---------- ---------- ---------- ----------
Net Loss ........... $ (5,572) $ (3,200) $ (10,555) $ (3,200)
========== ========== ========== ==========
Per Share Amounts
Net Loss .................. $ -- $ -- $ -- $ --
========== ========== ========== ==========
Weighted Average Shares
Outstanding ............... 5,000,000 3,000,000 5,000,000 3,000,000
See accompanying notes and accountants' report
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
For the six months ended
June 30,
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2000 1999
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Cash Flows from Operating Activities:
Net Loss .................................... $ (10,555) $ (3,200)
Increase (Decrease) in Accounts Payable ..... (1,000) 980
Increase (Decrease) in Accrued Expenses ..... 6,000 --
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Net cash used in operating activities ... (5,555) (2,220)
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Cash Flows from Investing Activities:
Net cash provided by investing activities -- --
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Cash Flows from Financing Activities:
Issuance of Common Stock .................... -- 21,000
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Net cash provided by
financing activities ................... -- 21,000
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Net change in cash and cash equivalents ......... (5,555) 18,780
Cash and cash equivalents
at beginning of period .......................... 13,779 --
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Cash and cash equivalents at end of period ...... $ 8,224 $ 18,780
========= =========
Supplemental Disclosure of Cash Flow
Information:
Cash paid during the year for:
Interest ................................ $ -- $ --
Franchise and income taxes .............. $ -- $ --
Supplemental Disclosure of Non-Cash Investing
and Financing Activities: None
See accompanying notes and accountants' report
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000
(Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles and with Form 10-QSB
requirements. 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 considered
necessary for a fair presentation have been included. Operating results for the
six month period ended June 30, 2000, are not necessarily indicative of the
results that may be expected for the year ended December 31, 2000.
Organization and Basis of Presentation
The Company was incorporated under the laws of the state of Nevada on
January 8, 1999.
Nature of Business
The Company is in the development stage of offering a desert Internet
directory of Coachella Valley businesses. The Company's website, which is under
development and not yet fully functional, will provide listings of local
businesses in an electronic Internet "yellow pages" - type directory providing
an easily-accessible, high exposure Internet presence to small and growing
businesses through its website at "www.DesertYellowPages.com".
Cash and Cash Equivalents
For the purpose of reporting cash flows, the Company considers all
highly liquid debt instruments purchased with maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.
Pervasiveness of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles required 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 revenues and expenses during the
reporting period. Actual results could differ from those estimates.
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000 (continued)
(Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Loss per Share
The reconciliations of the numerators and denominators of the basic
loss per share computations are as follows:
Per-Share
Income Shares Amount
------ ------ ------
(Numerator) (Denominator)
For the three months ended June 30, 2000
Basic Loss per Share
Loss to common shareholders $ (5,572) 5,000,000 $ --
================ ================= ==============
For the six months ended June 30, 2000
Basic Loss per Share
Loss to common shareholders $ (10,555) 5,000,000 $ --
================ ================= ==============
For the three months ended June 30, 1999
Basic Loss per Share
Loss to common shareholders $ (3,200) 3,000,000 $ --
================ ================= ==============
For the six months ended June 30, 1999
Basic Loss per Share
Loss to common shareholders $ (3,200) 3,000,000 $ --
================ ================= ==============
The effect of outstanding common stock equivalents are anti-dilutive
for June 30, 2000 and 1999 and are thus not considered.
NOTE 2 - INCOME TAXES
As of June 30, 2000, the Company had a net operating loss
carryforward for income tax reporting purposes of approximately $42,000 that may
be offset against future taxable income through 2020. Current tax laws limit the
amount of loss available to be offset against future taxable income when a
substantial change in ownership occurs. Therefore, the amount available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements,
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<PAGE>
CLARION INTERNET, INC.
(Formerly a Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000 (continued)
(Unaudited)
NOTE 2 - INCOME TAXES (Continued)
because the Company believes there is a 50% or greater chance the carryforwards
will expire unused. Accordingly, the potential tax benefits of the loss
carryforwards are offset by a valuation allowance of the same amount.
NOTE 3 - 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. The Company has not established revenues sufficient to cover its
operating costs and allow it to continue as a going concern. The Company is
continuing to produce revenue and is seeking additional sales. Until that time,
the stockholders/officers and/or directors have committed to advancing the
operating costs of the Company.
NOTE 4 - COMMITMENTS
As of June 30, 2000 all activities of the Company have been conducted
by corporate officers from either their homes or business offices. Currently,
there are no outstanding debts owed by the company for the use of these
facilities and there are no commitments for future use of the facilities.
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<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
The Company filed a report on Form 8-K on July 14, 2000 reporting the
appointment of Robison, Hill & Co. as new auditors.
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<PAGE>
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.
CLARION INTERNET, INC.
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(Registrant)
DATE: August 7, 2000 By: /s/
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Matthew Blansett, CEO/President
(Principal Financial and
Accounting Officer)
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