SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 1999
Commission file number 000-26539
ACCESS NETWORK CORPORATION
________________________________________________________________
(Exact name of small business issuer as specified in its charter)
Nevada 88-0409450
____________________________ ________________________________
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization
6357 Vicuna Drive, Las Vegas, Nevada 89146
________________________________________________ _____________
(Address of principal executive offices) (Zip Code)
(702) 247-4474
________________________________________________
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file
such reports) Yes [X] No [ ], and (2) has been subject to such filing
requirements for the past 90 days. Yes [ ] No [X]
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 practicable date:
As of the date hereof, the issuer had outstanding 401,200 shares of its
Common Stock, $0.001 par value.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements of Access Network Corporation, a
Nevada corporation (the "Company"), as of September 30, 1999, were prepared by
Management and commence on the following page. In the opinion of Management
the financial statements fairly present the financial condition of the
Company.
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
SEPTEMBER 30, 1999
(Unaudited)
TABLE OF CONTENTS
Page Number
ACCOUNTANT'S REPORT.................................... 1
FINANCIAL STATEMENT:
Balance Sheet..................................... 2
Statement of Operations and Deficit
Accumulated During the Development Stage......... 3
Statement of Changes in Stockholders' Equity...... 4
Statement of Cash Flows........................... 5
Notes to the Financial Statements................. 6
<PAGE> 2
DAVID COFFEY 3651 Lindell Road, Suite A, Las Vegas, Nevada 89103
- ------------------------------------------------------------------------------
Certified Public Accountant (702)871-3979
To the Board of Directors and Stockholders
of Access Network Corporation
Las Vegas, Nevada
I have compiled the balance sheet of Access Network Corporation as of
September 30, 1999 and the related statements of operations, cash flows and
changes in stockholders' equity for the period ended in accordance with
Statement on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial
statements information that is the representation of management. I have not
audited or reviewed the accompanying financial statements and, accordingly, do
not express an opinion or any other form of assurance on them.
/s/ DAVE COFFEY
David Coffey C.P.A.
October 22, 1999
<PAGE> 3
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
(Unaudited)
September 30, December 31,
ASSETS 1999 1998
------------- ---------------
(Unaudited)
Cash $ 41,000 $ 7,474
Organizational costs less accumulated
amortization 145 173
Prepaid Offering Costs 0 3,000
Deposits 109 0
Accounts receivable 220 1,087
Inventory 2,030 201
------------- --------------
Total Assets $ 43,504 $ 11,935
============= ==============
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable $ 1,600 $ 720
------------- --------------
Total Liabilities 1,600 720
Stockholders' Equity
Common stock, authorized 25,000,000
shares at $.001 par value, issued
and outstanding 401,200 shares and
200,000 shares respectfully 401 200
Additional paid-in capital 46,835 9,800
Income(Deficit) accumulated during the
development stage (5,332) 1,215
------------- --------------
Total Stockholders' Equity 41,904 11,215
Total Liabilities and
Stockholders' Equity $ 43,504 $ 11,935
============= ==============
The accompanying notes are an integral part of these financial statements.
-2-
<PAGE> 4
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENT STAGE
FOR THE PERIOD ENDED September 30, 1999
(With Cumulative Figures From Inception)
(Unaudited)
From Inception,
January 1, 1999 Sept. 8, 1998
To Sept. 30, 1999 To Sept. 30, 1999
----------------- -----------------
Sales $ 0 $ 8,592
Cost of sales 0 6,509
----------------- -----------------
Gross margin 0 2,083
Expenses
Advertising 351 351
Amortization 28 40
Consulting 4,600 4,600
Fees 188 288
Office supplies 0 536
Professional Fees 1,600 1,600
----------------- ------------------
Total expenses 6,767 7,415
Net loss before income taxes (6,767) (5,332)
Income taxes receivable 220 ==================
-----------------
Net loss (6,547)
Retained earnings,
beginning of period 1,215
-----------------
Deficit accumulated during
the development stage $ (5,332)
=================
Earnings (loss)
assuming dilution:
Net loss $ (.02) $ (.01)
================= =================
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 5
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED September 30, 1999
(With Cumulative Figures From Inception)
(Unaudited)
From Inception,
January 1, 1999 Sept. 8, 1998
To Sept. 30, 1999 To Sept.30, 1999
----------------- ----------------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net Loss $ (6,547) $ (5,332)
Non-cash items included in net loss
Amortization 28 40
Adjustments to reconcile net loss to
cash used by operating activity
Prepaid offering costs 3,000 0
Accounts receivable 1,087 0
Deposits (109) (109)
Income taxes receivable (220) (220)
Inventory (1,829) (2,030)
Accounts payable 880 1,600
---------------- ---------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES (3,710) (6,051)
CASH FLOWS USED BY INVESTING ACTIVITIES
Organizational costs 0 185
---------------- ---------------
NET CASH USED BY
INVESTING ACTIVITIES 0 185
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock 201 401
Paid-in capital 50,099 59,899
Less offering costs (13,064) (13,064)
---------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 37,236 47,236
NET INCREASE IN CASH 33,526 $ 41,000
===============
CASH AT BEGINNING OF PERIOD 7,474
----------------
CASH AT END OF PERIOD $ 41,000
================
The accompanying notes are an integral part of these financial statements.
-5-
<PAGE> 6
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
PERIOD FROM September 8, 1998 (Date of Inception)
To September 30, 1999
(Unaudited)
Additional
Common Stock Paid-in
Shares Amount Capital Total
------------- ------------ ------------ -----------
Balance,
September 8, 1998 --- $ --- $ --- $
Issuance of common
stock for cash 200,000 200 9,800 10,000
Net income --- --- --- 1,215
------------- ------------ ------------ -----------
Balance,
December 31, 1998 200,000 200 9,800 11,215
Issuance of common
stock for cash 201,200 201 50,099 50,300
Less offering costs 0 0 (13,064) (13,064)
Less net loss --- -- (2,901)
------------- ------------ ------------ -----------
Balance,
June 30, 1999 401,200 $ 401 $ 46,835 $ 45,550
Less net loss 0 0 0 (3,646)
------------- ------------ ------------ -----------
Balance,
September 30, 1999 401,200 $ 401 $ 46,385 $ 41,904
============= ============ ============ ===========
The accompanying notes are an integral part of these financial statements.
-4-
<PAGE> 7
ACCESS NETWORK CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
September 30, 1999
NOTES TO THE FINANCIAL STATEMENTS
Access Network Corporation (the Company) has elected to omit
substantially all footnotes to the financial statements for the nine months
ended September 30, 1999, since there have been no material changes (other
than indicated in the other footnotes) to the information previously reported
by the Company in the audited financial statements for the four months ended
April 30, 1999.
UNAUDITED INFORMATION
The information furnished herein was taken from the books and records
of the Company without audit. However, such information reflects all
adjustments which are, in the opinion of management, necessary to properly
reflect the results of the period presented. The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
-6-
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR
PLAN OF OPERATION
The following discussion provides information which Management believes
is relevant to an assessment and understanding of the Company's plan of
operation. This discussion should be read in conjunction with the Company's
financial statements and notes.
This Form 10-QSB includes, without limitation, certain statements
containing the words "believes", "anticipates", "estimates", and words of a
similar nature, which constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. This Act
provides a "safe harbor" for forward-looking statements to encourage companies
to provide prospective information about themselves so long as they identify
these statements as forward looking and provide meaningful, cautionary
statements identifying important factors that could cause actual results to
differ from the projected results. All statements other than statements of
historical fact made in this Form 10-QSB are forward-looking. In particular,
the statements herein regarding the future purchase of equipment, hiring
additional personnel, potential contracts with third parties, future cash
requirements, future profitability and year 2000 issues are forward-looking
statements. Forward-looking statements reflect management's current
expectations and are inherently uncertain. The Company's actual results may
differ significantly from management's expectations.
GENERAL
The Company currently operates at 6357 Vicuna Drive, Las Vegas, Nevada
89146. The Company's principal business is providing speciality gift packaging
to small businesses, especially independent sale personnel of direct marketing
entities. The Company's fiscal year end is December 31 of each year.
The Company is a development stage company with no revenues during its last
three fiscal quarters and total revenues from operations since inception in
September of 1998 to September 30, 1999 of $8,592, all of which were achieved
in 1998. During Company's third fiscal quarter its net assets decreased to
$43,504 from $45,550 at July 1, 1999. This decrease reflects both an
increase of inventory of approximately $1,800 and a decrease in cash of
approximately $3,800 which includes such expenditures during the third quarter
as $1,600 in consulting fees, $351 in advertising expenses, $1,600 in legal
and accounting fees, in addition to miscellaneous office related expenses.
The Company currently has inventory of its "Gable Boxes" of approximately
$2,030 and liabilities of $1,600. (See description of "Gable Boxes" below.)
The Company has funded its operations since inception through issuances
of its common shares. At inception it issued 200,000 unregistered common
shares to two of its founders for a cash contribution of $10,000. The Company
raised an additional $50,300 in April of 1999 through an offering of its
unregistered common shares in which 201,200 shares were sold.
The Company's operations are extremely seasonal, and it anticipates that
the bulk of its revenues, if any, will be generated during its next quarter.
(The specialty packaging industry and fashion packaging industry in general
rely on traditional holidays which spur consumer buying.) In 1998 the Company
generated all of it revenues during the 4th quarter and Management believes
this to be the trend for the current year. The Company's goal is to continue
with the same net profit margin of approximately 24% in order to be
competitive and will rely on volume for revenues. The Company's product line
<PAGE> 9
has not been expanded since its 1998 Christmas season and is comprised of two
different styles of "gourmet" gift boxes known as the one piece "Gable
Box(es)". The colors of the Gable Boxes consist of metallic white and gold
and the dimensions are 3.5" X 3.5" X 13". These boxes were specifically chosen
to satisfy the needs of the Company's initial target market, that is
independent sales directors for Mary Kay, Inc., and were utilized as seasonal
gift boxes by such individuals in their sales of Mary Kay Cosmetics during the
1998 Christmas season. The Company also offers other related merchandise
including wrap, tissue and ribbon. The Company's Gable Boxes and related
merchandise lend itself well to coordinated gift wrapping. Marci Evans, the
Company's President and CEO, attends to most of the marketing of the Gable
Boxes and intends to sell the same line of Gable Boxes to the Company's
current and new customers during the 1999 Christmas season because such
customers have indicated satisfaction with the product and a willingness to
repurchase.
Also, on a limited/test basis, during the 1998 Christmas season, the
Company offered a demonstration video, on the preparation of the "Twelve Days
of Christmas" for the Company's clientele. The video was produced by the
Company's President, Marci Evans, in response to customers questions on the
use of the Gable Boxes in connection with the "12 Days of Christmas" gift set,
a high ticket specialty gift item marketed by Mary Kay independent sales
directors during the 1998 Christmas season. The videos provided a means to
demonstrate how to use the specialty gift boxes to best advantage and sold for
$5.00. The response from the Company's clients was favorable with several
videos sold. Ms. Evans believe the concept is worthwhile for the Company to
pursue and intends to produce the video a second time for the 1999 season.
Although the Company investigated having its video professionally produced, it
elected to continue with its self-produced video for this season.
PLAN OF OPERATION
During the Company's next 12 months, the Company will concentrate on the
marketing of its Gable Boxes, and as well as other product lines, if any, to
current and new customers. Research of new wholesalers in the third quarter
has enabled the Company to find new and less expensive resources in its
products offered to its clientele. Management has also established a
distributor that will drop ship the Company's products directly to the
consumer. The Company has also opened an account with Floral Supply
Syndicate, and is establishing accounts with Gift Box, Corp. and Costco
Wholesale.
The Company attributes last years sales to personal business contacts of
Management and believes the sales season this year will also follow the same
trend. Management hopes the referrals from last years sales season will
expand the Company's presence in this specialized market place. The Company
plans to use minimal advertisement mostly investing in displays and sales aids
at this point in time, but will continue to pursue its current market
aggressively in the 4th quarter of 1999 through the efforts of the Company's
President, and her contacts in the Mary Kay Cosmetics industry. The Company
will also target other small business, especially independent sales agents for
companies in the direct sales industry such as NuSkin, Avon, and Amway,
which might have the use of specialty packaging in connection with either
resales or as part of their own overall business marketing approach. The
Company has been and will continue to be reliant on contacts that Ms. Evans
has made during her years as a Mary Kay, Inc. Independent Sales Director, as
part of its marketing approach. Currently, as a result of Evans marketing
efforts in last year's fourth quarter, the Company has 25 retail clients in 12
<PAGE> 10
different states. Most of these clients are comprised of Independent Mary Kay
Cosmetics Sales Directors. Ms. Evans will make contact with each of these
contacts as part of her initial marketing efforts.
Ms. Evans intends to continue to pursue these Independent Sales
Directors at Mary Kay as the Company's target market almost exclusively during
the next 12 months, although the she will investigate other potential markets,
such as:
1. Sales Directors of Other Direct Marketing Companies The Company
will pursue sales directors with other direct marketing companies, such as
NuSkin and Avon, as one of its priority target markets. Ms. Evans hopes to
attend seminars sponsored for independent sales directors with her products in
hopes of achieving some sales.
2. Direct Marketing Companies -- The Company hopes that the inroads it
makes with sales associates of direct marketing companies may lead to
potential sales or sales contracts with the direct marketing companies
themselves. It is Management's belief that if it can provide a product which
assists the independent sales associates with boosting sales of their product,
the same could be a means of achieving certain referrals and recommendations
with the company itself, especially for specialty, seasonal packaging.
3. Maintaining a Wholesale/Retail Store Front the Company will
investigate the potential of this market although it is not a priority.
Maintaining a store front will require a large outlay of capital and is
something which will be looked at in connection with the Company's
investigation of marketing opportunities in the greater Las Vegas area.
4. Purchasing and Reselling Overstock Merchandise From Suppliers as
Ms. Evans establishes relationships with various manufacturers/suppliers, she
will be able to analyze overstock merchandise opportunities if they become
available. Such over-stock may be marketed in connection with a current
customer list, e-commerce, or a wholesale retail front.
5. Investing in Other Related Specialty Packaging Businesses.
6. Local Specialty Businesses in the Greater Las Vegas Area -- The
Company will investigate marketing opportunities in its own locale, that is
the greater Las Vegas area. Because Management is familiar with local
economy, and because southern Nevada is seeing a large economic growth, there
appears to be a substantial opportunity to provide local services including
specialty products such as the Company's to local businesses. Ms. Evans has
been making numerous contacts with manufacturers and suppliers in order to be
aware of inventory and product lines. By doing so, she hopes to be prepared
to exploit local marketing opportunities for specialty packaging if and when
such opportunities arise.
7. The Internet Market the Company will pursue the Internet market
in general by establishing a web site for its products when and if it has
sufficient products available to warrant on-line marketing. Much of this
course of action will depend on the Company's ability to purchase inventory or
have inventory readily available to it to at a competitive price to make it
attractive to Internet customers. The Internet market is not a priority,
although, because web sites are inexpensive to set up, the Company may
establish a web site for its products shortly. It does not, however, intend
to depend on such web site as a primary revenue source.
<PAGE> 11
CAPITAL REQUIREMENTS
During the next twelve months, the Company's cash requirements will be
minimal. The Company's consulting firm, Progressive Management and Consulting,
initially engaged at a monthly fee of $500 per month, has agreed to defer its
monthly fees until such time the company the Company can financial support
such payment although it will continue to perform its bookkeeping and
audit/SEC filing preparation for the Company. Compensation to Marci Evans,
the Company's President, of $1,000 per month, will also be deferred until the
Company revenues can support her salary. The Company has not yet leased any
office space although it intends to lease storage space in the near future and
has found units in the Company's general Las Vegas area that are leasing for
$100 to $150 per month. The Company will also incur certain legal and
accounting expenses in connection with Securities and Exchange Commission
reporting requirements imposed on the Company as of August 29, 1999, the date
it became a "reporting company" under the Securities and Exchange Act of
1934. The Company anticipates that it will require a minimum of $4,000 per
year in legal and accounting fees to meet these reporting requirements. The
Company has approximately $41,000 at September 30, 1999, which it believes
will be sufficient to provide for the its very minimal cash requirements for
day to day operations in the next twelve months, as well at provide for costs
of purchasing inventory, minimal marketing expenditures, and legal and
accounting expenses.
The Company has no plans for any purchases of significant equipment, but
has plans to lease a storage unit for the storage of bulk purchases by the
Company. There are no plans for additional employees until it is warranted by
sales of the Company. If the Company does not succeed in seeing limited
revenues or, at minimum, the potential of limited revenues, in the next twelve
months, it may be forced to discontinue operations unless it is able to raise
sufficient capital to continue pursuing its business plan. Management is not
experienced in developmental companies and may not have developed a sufficient
or appropriate marketing plan nor estimated its needs for advertising and
associated expenses in acquiring a client base accurately. The Company may
require additional funds and time to achieve these goals. Even if the Company
begins generating revenues, it could require additional funding for expansion.
It may be difficult for the Company to succeed in securing additional
financing. The Company may be able to attract some private investors, or
officers and directors may be willing to make additional cash contributions,
advancements or loans. Or, in the alternative, the Company could attempt some
form of debt or equity financing. However, there is no guarantee that any of
the foregoing methods of financing would be successful. If the Company fails
to achieve at least a portion of its business goals in the next twelve months
with the funds available to it, there is substantial uncertainty as to whether
it will continue operations.
YEAR 2000 COMPLIANCE
Management believes that the Company's accounting and operational systems are
year 2000 compliant. The Company is not dependent on computers other than for
its internal bookkeeping which is done on a system that is Year 2000
compliant. The Company has no relationship with any third parties which are
dependent on computers other than its bank. The Company's bank has reported
that it is Year 2000 compliant. The only way that the Company perceives that
it can be impacted by Y2K is: (1) if one of its suppliers is not Y2K compliant
which could provide for delays in shipping of inventory to the Company; or (2)
if one of the Company's shippers is not Y2K compliant thereby causing delays
<PAGE> 12
in shipments to customers. The Company intends to purchase the majority of
its inventory before the 1999 year end because its business is seasonal with
the majority of its sales in the fourth quarter. The Company will use United
Parcel Service which it believes is Year 2000 system compliant for its
shipments. Again, Management believes that the majority of its sales will be
completed before the 1999 year end. The Company believes it will then have
time to deal with any Y2K issues when and as they arise.
ANY FORWARD-LOOKING STATEMENTS INCLUDED IN THIS FORM 10-QSB REFLECT
MANAGEMENT'S BEST JUDGMENT BASED ON FACTORS CURRENTLY KNOWN AND INVOLVE RISKS
AND UNCERTAINTIES. ACTUAL RESULTS MAY VARY MATERIALLY.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
Item 2. Changes in Securities
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
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.
(a) Exhibits filed with this Report
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
None.
<PAGE> 13
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
ACCESS NETWORK CORPORATION
(Registrant)
Date: November 10, 1999 By: /s/ Marci Evans
------------------------
Marci Evans, President
And Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM UNAUDITED
FINANCIAL STATEMENTS FOR THE COMPANY'S NINE MONTH PERIOD ENDED SEPTEMBER 30,
1999, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 41,000
<SECURITIES> 0
<RECEIVABLES> 220
<ALLOWANCES> 0
<INVENTORY> 2,030
<CURRENT-ASSETS> 43,504
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 43,504
<CURRENT-LIABILITIES> 1,600
<BONDS> 0
0
0
<COMMON> 401
<OTHER-SE> 41,503
<TOTAL-LIABILITY-AND-EQUITY> 43,504
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,767
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,767)
<INCOME-TAX> 220
<INCOME-CONTINUING> (6,547)
<DISCONTINUED> 0
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<CHANGES> 0
<NET-INCOME> (6,547)
<EPS-BASIC> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>
