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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Period Ended
September 30, 1999 Commission File No. 0-26239
BE SAFE SERVICES, INC.
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(Exact name of Registrant as specified in its Charter)
Delaware 11-3479172
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(State or jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
62-45 Woodhaven Blvd., Rego Park, NY 11374
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (718) 651-5400
Former name, former address and former fiscal year, if changed since last
report: None
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 a 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 [_]
As of November 1, 1999, there were 4,535,000 shares of Common Stock, $.0001 par
value outstanding.
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<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
Balance Sheet as of September 30, 1999 ..................................... 3
Statement of Changes in Stockholders Equity
for the period March 26, 1999 (Date of Inception)
through September 30, 1999 ................................................. 4
Statement of Operations for the period March 26,
1999 (Date of Inception) through September 30, 1999 ....................... 5
Statement of Cash Flows for the period March 26,
1999 (Date of Inception) through September 30, 1999 ....................... 6
Notes to the financial statements .......................................... 7
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
(UNAUDITED)
SEPTEMBER 30, 1999
ASSETS
Cash $ 15,986
Organizational costs 9,909
--------
$ 25,895
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LIABILITIES AND SHAREHOLDERS' EQUITY
Accrued expenses and taxes $ 4,200
Loans and exchanges 9,909
Loans from officers 688
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Total liabilities 14,797
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Common stock, par value $.0001, 20,000,000 shares
authorized, 4,535,000 shares issued and outstanding 453
Additional paid-in capital 15,998
Accumulated deficit (5,353)
--------
Total shareholders' equity 11,098
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$ 25,895
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH SEPTEMBER 30, 1999
<TABLE>
<CAPTION>
Common Paid-in Retained
Stock Capital Earnings Total
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Stockholders' equity, March 26, 1999 $ -- $ -- $ -- $ --
Issuance of common stock, 4,510,000 shares 451 -- -- 451
Issuance of common stock, 25,000 shares 2 15,998 -- 16,000
Net loss -- -- (5,353) (5,353)
-------- -------- -------- --------
Stockholders' equity, September 30, 1999 $ 453 $ 15,998 $ (5,353) $ 11,098
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</TABLE>
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
(UNAUDITED)
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH SEPTEMBER 30, 1999
General and administrative expenses $ (5,457)
Interest income 104
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Net loss $ (5,353)
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Weighted average number of
common shares outstanding 4,535,000
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Net loss per share (basic and diluted) $ (0.00)
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
(UNAUDITED)
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH SEPTEMBER 30, 1999
Operating activities
Net loss $ (5,353)
Adjustment to reconcile net loss to
cash used in operating activities
Accrued expenses and taxes 4,200
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Net cash used in operating activities (1,153)
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Investing activities
Acquisition of intangible assets (9,909)
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Net cash used in investing activities (9,909)
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Financing activities
Proceeds from officers' loan 688
Proceeds from other loans 9,909
Proceeds from issuance of common stock 16,451
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Net cash provided by financing activities 27,048
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Net increase in cash and cash at end of period $ 15,986
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
Note 1 - General
The Company was incorporated in the State of Delaware on March 26,
1999. As of September 30, 1999, the Company had not yet commenced its
business operations.
Note 2 - Significant accounting policies
Basis of Presentation
The accompanying financial statements are unaudited but, in our
opinion, contain all adjustments, which include normal recurring
adjustments, necessary to present fairly the financial position at
September 30, 1999 and the results of operations for the period of
March 26 (inception) through September 30, 1999, and cash flows for
the period of March 26 (inception) through September 30, 1999.
Certain information and footnote disclosures, normally included in
financial statements that have been prepared in accordance with
generally accepted accounting principles, have been condensed or
omitted pursuant to the rules and regulations of the Securities and
Exchange Commission, although we believe that the disclosures
contained in these financial statements are adequate to make the
information presented therein not misleading.
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 at the date of the financial statements and the reported
amounts of revenues and expense during the reporting period. Actual
results could differ from those estimates. The results of operation
for the period of March 26 (inception) through September 30, 1999, are
not necessarily indicative of the results of operations to be expected
for the full year ending December 31, 1999.
Note 3 - Loans from officers
This consists of non-interest-bearing demand loans.
Note 4 - Stockholders' equity
On March 26, 1999, the company issued 4,510,000 shares of common stock
for $451. 1,078,000 of said shares were issued to officers of the
Company.
On March 30, 1999, the company issued 10,000 shares of common stock
for $1,000.
On April 6, 1999, the company issued 15,000 shares of common stock for
$15,000.
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ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
REVIEW OF OPERATING RESULTS
We are a start-up company and have had no operating history nor any
revenues from earnings from operations. The success of our proposed plan of
operation will depend to a great extent on management's abilities to implement
our business plan.
CAPITAL NEEDS AND FUTURE REQUIREMENTS
We have raised, as of September 30, 1999, an aggregate of approximately
$16,500. While these monies have allowed us to commence minimal operations, it
is not enough; to sustain our business plan. In order for us to begin full
operations we will need to raise cash immediately. We do not have enough funds
to sustain our business for the next twelve months, accordingly, we will need to
raise cash during the next twelve months. Upon the effectiveness of this
Registration Statement, we intend to raise funds for the expansion of our
business and possible business acquisitions. There can be no assurance as to our
ability to raise additional funds and there can be no assurances that we will be
able to continue as an ongoing concern.
At present we do not have any expected purchases of a plant or significant
equipment. Additionally, upon raising additional cash, we intend to staff the
Company with at least 15 to 20 employees.
YEAR 2000
We have reviewed our internal computer systems and products and their
capability of recognizing the year 2000 and years thereafter. All software
utilized by us is Year 2000 compliant. At present we have not independently
tested security alarm systems we intend to install to insure their Year 2000
readiness. We have made inquiry with several of the manufacturers we intend to
purchase security systems from, each of whom has assured the Company that their
equipment is Year 2000 compliant. We have also surveyed the independent
companies we intend to contract for central stations monitoring. They have
advised us that they either are or will be Year 2000 compliant. Once we commence
operations we will only contract with monitoring companies that are fully Year
2000 compliant.
Based on the results of our on-going review, we believe that we have
identified and remediated critical issues regarding the equipment we intend to
install and the monitoring services we intend to provide. However, the most
reasonable likely worst-case scenario is to be found in the area of external
services, specifically firms providing electrical power, heating, ventilation
and air conditioning, and local and long distance telecommunications.
While we believe the total collapse of service providers is highly
unlikely, one or more of the following scenarios could occur:
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- temporary disruption of nationwide long-distance service;
- temporary disruption of local telephone service; or
- temporary interruption of electrical power.
To the extent customers did not receive timely and adequate responses to
alarms, we will be required to rely on a legal disclaimer of liability we intend
to provide in our customer service agreement for the acts or omissions of third
party agencies and for acts of God. The enforceability of such disclaimers may
be subject to judicial scrutiny.
We do not expect that our costs relating to Year 2000 compliance will be
material, however, we cannot predict the costs if a court holds us responsible
for failures in our products related to external service providers.
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<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS
(a) None
(b) None
(c) None
(d) Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are filed as part of this report:
27 Financial Data Schedule
(b) No reports on Form 8-K have been filed during the quarter for
which this report is filed.
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: November 1, 1999 BE SAFE SERVICES, INC.
By: /s/ JORDAN ERBER
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Jordan Erber, President and
Principal Accounting Officer
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Dated: November 1, 1999 BE SAFE SERVICES, INC.
By:
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Jordan Erber, President and
Principal Accounting Officer
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<ARTICLE> 5
<CIK> 0001084904
<NAME> BE SAFE SERVICES, INC.
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> MAR-16-1999
<PERIOD-END> SEP-30-1999
<CASH> 15,986
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 25,895
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 25,895
<CURRENT-LIABILITIES> 14,797
<BONDS> 0
0
453
<COMMON> 15,998
<OTHER-SE> (25,895)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
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<CGS> 0
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<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
