<PAGE>
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 March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to____________
Commission File No. 0-26695
HIGHWAY ONE-OWEB, INC.
----------------------
(Name of Small Business Issuer in its Charter)
UTAH 87-0636107
---- ----------
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
430 Fourth Street
Ogden, Utah 84404
-----------------
(Address of Principal Executive offices)
Issuer's Telephone Number: (801) 392-6056
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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.
(1) Yes X No (2) Yes No X
--- --- --- ---
<PAGE>
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the Registrant's classes
of common stock, as of the latest practicable date:
May 12, 2000
2,348,000
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Financial Statements of the Registrant required to be filed
with this 10-QSB Quarterly Report were prepared by management, and commence of
the following page, together with Related Notes. In the opinion of management,
the Financial Statements fairly present the financial condition of the
Registrant.
<PAGE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
March 31, 2000 and December 31, 1999
<PAGE>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
To the Board of Directors
Highway One-OWeb, Inc.
(A Development Stage Company)
Ogden, Utah
We have reviewed the accompanying balance sheet of Highway One-OWeb, Inc. (a
development stage company) as of March 31, 2000 and the related statements of
operations, stockholders' equity and cash flows for the periods ended March
31, 2000 and 1999. These financial statements are the responsibility of the
Company's management.
We conducted our reviews 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, which will
be performed for the full year with the objective of expressing an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying condensed financial statements referred to
above for them to be in conformity with accounting principles generally
accepted in the United States.
We have previously audited, in accordance with auditing standards generally
accepted in the United States, the balance sheet of Highway One-OWeb, Inc. (a
development stage company) as of December 31, 1999, and the related statements
of operations, stockholders' equity, and cash flows for the year then ended
(not presented herein) and in our report dated March 25, 2000, we expressed an
unqualified opinion on those consolidated financial statements.
HJ & Associates, LLC
Salt Lake City, Utah
May 3, 2000
<TABLE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
Balance Sheets
<CAPTION>
ASSETS
March 31, December 31,
2000 1999
<S> <C> <C>
CURRENT ASSETS
Cash $ 16,347 $ 25,599
Total Current Assets 16,347 25,599
FIXED ASSETS (NET) 4,605 -
TOTAL ASSETS $ 20,952 $ 25,599
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ - $ 4,556
Total Current Liabilities - 4,556
TOTAL LIABILITIES - 4,556
STOCKHOLDERS' EQUITY
Common stock: 100,000,000 shares authorized of
$0.001 par value, 2,348,000 shares issued and
outstanding 2,348 2,348
Additional paid-in capital 37,452 37,452
Deficit accumulated during the development stage (18,848) (18,757)
Total Stockholders' Equity 20,952 21,043
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 20,952 $ 25,599
</TABLE>
<TABLE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
Statements of Operations
<CAPTION>
From
Inception on
March 17,
For the Three Months Ended 1999 Through
March 31, March 31,
2000 1999 2000
<S> <C> <C> <C>
REVENUES $ 150 $ - $ 150
EXPENSES
General and administrative 241 122 18,998
Total Expenses 241 122 18,998
NET LOSS $ (91) $ (122) $ (18,848)
BASIC LOSS PER SHARE $ (0.00) $ (0.00)
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 2,348,000 90,060
</TABLE>
<TABLE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
Statements of Stockholders' Equity
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-In Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
Balance at inception on
March 17, 1999 - $ - $ - $ -
Issuance of common stock for
cash at $0.0025 per share 2,000,000 2,000 3,000 -
Issuance of common stock
for cash at $0.10 per share 348,000 348 34,452 -
Net loss from inception on
March 17, 1999 through
December 31, 1999 - - - (18,757)
Balance, December 31, 1999 2,348,000 2,348 37,452 (18,757)
Net loss for the three months
ended March 31, 2000 - - - (91)
Balance, March 31, 2000 2,348,000 $ 2,348 $ 37,452 $ (18,848)
</TABLE>
<TABLE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
Statements of Cash Flows
<CAPTION>
From
Inception on
March 17,
For the Three Months Ended 1999 Through
March 31, March 31,
2000 1999 2000
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (91) $ (122) $ (18,848)
Change in operating assets
and liabilities:
(Decrease) in accounts payable (4,556) - -
Net Cash (Used) by
Operating Activities (4,647) (122) (18,848)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment (4,605) - (4,605)
Net Cash Used by Investing
Activities (4,605) - (4,605)
CASH FLOWS FROM FINANCING ACTIVITIES
Common stock issued for cash - 39,800 39,800
Net Cash Provided by
Financing Activities - 39,800 39,800
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (9,252) 39,678 16,347
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD 25,599 - -
CASH AND CASH EQUIVALENTS AT END OF
PERIOD $ 16,347 $ 39,678 $ 16,347
CASH PAID FOR:
Interest $ - $ - $ -
Income taxes $ - $ - $ -
</TABLE>
HIGHWAY ONE-OWEB, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000 and December 31, 1999
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of significant accounting policies of Highway One-OWeb,
Inc. is presented to assist in understanding the Company's financial
statements. The financial statements and notes are representations
of the Company's management, which is responsible for their integrity
and objectivity. These accounting policies conform to generally
accepted accounting principles an have been consistently applied in
the preparation of the financial statements.
a. Organization and Business Activities
The name of the Company is Highway One-OWeb, Inc. (the Company). The
Company was incorporated in the State of Utah on March 17, 1999 to
engage in any lawful activity, but more particularly to assist
companies in marketing their goods and services on the internet.
b. Fiscal Year
The Company operates on a calendar year basis.
c. Revenue Recognition
The Company currently has no established source of revenues. Revenue
recognition policies will be determined when principal operations
begin.
d. 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
revenues and expenses during the reporting period. Actual results
could differ from those estimates.
e. Income Taxes
No provision for income taxes has been accrued because the Company
has net operating losses from inception. The net operating loss
carryforwards of approximately $19,000 at December 31, 1999 will
expire in 2019. No tax benefit has been reported in the financial
statements because the Company is uncertain if the carryforwards will
expire unused. Accordingly, the potential tax benefits are offset by
a valuation account of the same amount.
f. Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity
of three months or less when purchased to be cash equivalents.
For the Three Months Ended
March 31, 2000
Loss Shares Per Share
(Numerator) (Denominator) Amount
Net loss $ (91) 2,348,000 $ (0.00)
For the Three Months Ended
March 31, 1999
Loss Shares Per Share
(Numerator) (Denominator) Amount
Net loss $(122) 90,060 $ (0.00)
The computations of basic loss per share of common stock is based on
the weighted average number of shares outstanding during the period.
NOTE 2 - 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. The Company is
seeking additional financing from a private placement of common
stock. In the interim a shareholder has committed to meeting the
Company's cash needs for a term of at least twelve (12) months from
the date of these financial statements or until the Company
establishes an active business operation.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of operation.
Plan of Operation.
In addition to its web page design and hosting services, the
Company plans to expand its operations by acquiring, joint venturing or
merging with other internet service providers in exchange for the issuance of
shares of its common stock. As of the date of this Report, the Company has
not entered into any agreements in this regard, and there can be no assurance
that it will be successful in entering into a transaction with any such
entity.
In furtherance of its business plan, on March 17, 2000, the Company
purchased a computer server for $4,605.06.
The Company has retained its first customer, and has received a retainer
of $150 for web site design services.
The Company has also designed an advertising brochure; a copy is
enclosed. The brochure has been designed to serve as a three-fold mailer that
the Company will send out to new businesses in surrounding counties. The
brochure will also be used as a point of sale advertising tool.
Results of Operations.
During the quarterly period ended March 31, 2000, the Company
received $150 in revenues. Total expenses during the period from inception on
March 17, 1999 through March 31, 2000, were $18,998; the Company has incurred
a net loss of ($18,848) during that period.
Liquidity.
At March 31, 2000, the Company had total current assets of
$16,347 and no total liabilities. Management believes that its cash on hand
of $16,347 will be sufficient to allow it to begin its operations.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Financial Data Schedule.
(b) Reports on Form 8-K.
None.
<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.
HIGHWAY ONE-OWEB, INC.
Date: 5/15/2000 By: /s/ Pete Chandler
---------- --------------------
Pete Chandler
Director and President
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0001084263
<NAME> HIGHWAY ONE-OWEB, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 16347
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 16347
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 20952
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 2348
<OTHER-SE> 18604
<TOTAL-LIABILITY-AND-EQUITY> 20952
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 241
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (91)
<INCOME-TAX> 0
<INCOME-CONTINUING> (91)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (91)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>