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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 June 30, 2000
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 Boulevard, Rego Park, New York 11374
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code: (718) 651-5400
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Former name, former address and former fiscal year,
if changed since last report: N/A
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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 August 15, 2000, 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 June 30, 2000 3
Statement of Operations for the three months
ended June 30, 2000 and June 30, 1999 4
Statement of Changes in Stockholders Equity
for the period ended June 30, 2000 5
Statement of Cash Flows for the three months ended
June 30, 2000 and June 30, 1999 6
Notes to the financial statements 7
2
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<TABLE>
<CAPTION>
BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
June 30, Dec. 31, June 30,
2000 1999 1999
-------- -------- --------
(unaudited) (unaudited)
Current assets
<S> <C> <C> <C>
Cash $ 4,448 $ 13,652 $ 17,092
Accounts receivable 21,183 14,730 -
-------- -------- --------
Total current assets 25,631 28,382 17,092
Intangible assets, net of accumulated amortization
of $990 and $0 and $0 respectively 8,919 9,909 9,909
-------- -------- --------
$ 34,550 $ 38,921 $ 27,001
======== ======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accrued expenses and taxes $ 12,705 $ 8,715 $ 2,101
Loans and exchanges 5,500 9,909 9,909
Loans from officers 687 687 687
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Total current liabilities 18,892 19,311 12,697
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Common stock, par value $.0001, 20,000,000 shares
authorized, 4,535,000 shares issued and outstanding 454 454 454
Additional paid-in capital 10,422 13,712 15,997
Retained earnings (Accumulated deficit) 4,782 4,814 (2,147)
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Total shareholders' equity 15,658 18,980 14,304
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$ 34,550 $ 38,291 $ 27,001
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</TABLE>
See accompanying notes to financial statements.
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<PAGE>
<TABLE>
<CAPTION>
BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 2000
AND
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH JUNE 30, 1999
2000 1999
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<S> <C> <C>
Revenues $ 15,148 $ -
General and administrative expenses 15,112 2,213
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Operating income (loss) 36 (2,213)
Interest income 53 66
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Net income (loss) before taxes 89 (2,147)
Provision for franchise taxes 121 -
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Net loss $ (32) $ (2,147)
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Net loss per share (basic and diluted) $ (0.00) $ (0,00)
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Weighted average number of
common shares outstanding 4,535,000 4,535,000
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</TABLE>
See accompanying notes to financial statements.
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<PAGE>
<TABLE>
<CAPTION>
BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 2000
AND
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH JUNE 30, 1999
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 3 15,997 - 16,000
Net loss - - (2,147) (2,147)
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Stockholders' equity, June 30, 1999 454 15,997 (2,147) 14,304
Cost of stock offering - (2,285) (2,285)
Net income - - 6,961 6,961
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Stockholders' equity, December 31, 1999 454 13,712 4,814 18,980
Cost of stock offering - (3,290) (3,290)
Net loss - - (32) (32)
-------- ---------- --------- ---------
Stockholders' equity, June 30, 2000 $ 454 $ 10,422 $ 4,782 $ 15,658
======== ========== ========= =========
</TABLE>
See accompanying notes to financial statements.
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<PAGE>
<TABLE>
<CAPTION>
BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
SIX MONTHS ENDED JUNE 30, 2000
AND
FOR THE PERIOD MARCH 26, 1999 (INCEPTION)
THROUGH JUNE 30, 1999
2000 1999
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Operating activities
<S> <C> <C>
Net loss $ (32) $ (2,147)
Adjustments to reconcile net income to net cash
used in operating activities
Amortization 990 -
Changes in operating assets and liabilities
Accounts receivable (6,453) -
Accrued expenses and taxes 3,990 2,100
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Net cash used in operating activities (1,505) (47)
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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' loans - 687
Proceeds (repayment) of other loans (4,409) 9,909
Proceeds from issuance of common stock - 16,452
Cost of stock offering (3,290) -
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Net cash provided by (used in) financing activities (7,699) 27,048
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Net increase (decrease) in cash (9,204) 17,092
Cash, beginning of period 13,652 -
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Cash, end of period $ 4,448 $ 17,092
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Supplementary information
Income taxes paid on a cash basis $ 2,199 $ -
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</TABLE>
See accompanying notes to financial statements.
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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, to distribute, install, and service alarm and surveillance
systems. As of June 30, 2000, the Company had not yet engaged in
significant business operations.
Note 2 - Significant accounting policies
Basis of presentation
The accompanying financial statements are unaudited but, in the opinion
of management of the Company, contain all adjustments, which include
normal recurring adjustments necessary to present fairly the financial
position at June 30, 2000 and 1999, and the results of operations and
cash flows for the six months ended June 30, 2000, and for the period
of March 26, 1999 (inception) through June 30, 1999.
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 operations
for the six months ended June 30, 2000, are not necessarily indicative
of the results of operations to be expected for the full year ending
December 31, 2000.
Development stage
At June 30, 2000, the Company was a development-stage entity since it
had not produced any significant revenues from planned principal
operations.
Intangible assets
This consists of organizational costs which are amortized over a period
of five years using the straight-line method.
Earnings per share
On March 3, 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standard No. 128, "Earnings Per
Share," which provides for the calculation of Basic and Diluted
earnings per share. Basic earnings per share includes no dilution and
is computed by dividing income available to common shareholders by the
weighted average number of common shares outstanding for the period.
Diluted earnings per share reflect the potential dilution of securities
that could share in the earnings of the entity. The Company adopted
this pronouncement during the period ended December 31, 1999, and it
had no effect on earnings per share.
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BE SAFE SERVICES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
Note 3 - Loans and exchanges
This consists of non-interest-bearing demand loans.
Note 4 - Loans from officers
This consists of non-interest-bearing demand loans.
Note 5 - Shareholders' equity
On March 26, 1999, the Company issued 4,510,000 shares of common stock
for $451. Of said shares, 1,078,000 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.
The costs of the stock offering, $3,290 in 2000, and $2,285 in 1999,
were charged to paid-in capital in their respective years.
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<PAGE>
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
SIX MONTHS ENDED JUNE 30, 2000 COMPARED WITH THE PERIOD ENDED JUNE 30, 1999
We commenced operations on a limited basis in December 1999. Our
revenue for the six months ended June 30, 2000 was $15,148 compared to no sales
for the six months ended June 30, 1999. Our net loss for the period ended June
30, 2000 was $32 compared to a net loss of $2,147 for the period ended June 30,
1999. The future success of the Company will depend to a great extent on
management's abilities to implement our business plan.
Capital Needs and Future Requirements
As of June 30, 2000 we raised an aggregate of approximately $16,451. We
have also borrowed approximately $5,500 from third parties and $687 from
officers. 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 plan for the next twelve months, accordingly, we will
need to raise cash during the next twelve months. 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.
Inflation
The Company believes that there has not been a significant impact from
inflation on the Company's operations during the past three fiscal years.
Additional Factors That May Affect Future Results
Future Operating Results:Future operating results may be impacted by a number of
factors that could cause actual results to differ materially from those stated
herein, which reflect management's current expectations. These factors include
worldwide economic and political conditions, industry specific factors, the
Company's ability to maintain access to external financing sources and its
financial liquidity.
Need for Additional: Capital As of June 30, 2000, the Company had approximately
$4,448 of cash and short term investments. The Company's future success is
highly dependent upon its access to sources of financing which it believes are
necessary for the continued advertising and marketing of the Company's products.
In the event the Company is unable to maintain access to its existing financing
sources, or obtain other sources of financing, there would be a material adverse
effect on the Company's business, financial position and results of operations.
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Forward Looking: Statements This report contains certain forward-looking
statements that are based on current expectations. In light of the important
factors that can materially affect results, including those set forth above and
elsewhere in this report, the inclusion of forward-looking information herein
should not be regarded as a representation by the Company or any other person
that the objectives or plans of the Company will be achieved. The Company may
encounter competitive, technological, financial and business challenges making
it more difficult than expected to continue to market its products and services;
competitive conditions within the industry may change adversely; the Company may
be unable to retain existing key management personnel; the Company's forecasts
may not accurately anticipate market demand; and there may be other material
adverse changes in the Company's operations or business. Certain important
factors affecting the forward looking statements made herein include, but are
not limited to (i) accurately forecasting capital expenditures and (ii)
obtaining new sources of external financing. Assumptions relating to budgeting,
marketing, product development and other management decisions are subjective in
many respects and thus susceptible to interpretations and periodic revisions
based on actual experience and business developments, the impact of which may
cause the Company to alter its capital expenditure or other budgets, which may
in turn affect the Company's financial position and results of operations.
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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
None
Item 5. Other Information
None
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) Reports on Form 8-K
None
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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: August 17, 2000 BE SAFE SERVICES, INC.
By: /s/ Jordan Erber
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Jordan Erber, President and Principal
Executive and Financial Officer
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