<PAGE> 1
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
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
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Commission File No. 0-26049
Paddington Inc.
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(Exact name of small business issuer as
specified in its charter)
Delaware 59-2159951
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
Suite E, 15/F, Ho Lee Commercial Building, 40 D'Aguilar Street, Central,
Hong Kong or c/o Registered Agents, Ltd., 1220 North Market Street,
Suite 606, Wilmington, DE 19801
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(Address of principal executive offices)
(852) 2523-5522 or (302) 421-5750
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(Issuer's telephone number)
Not Applicable
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(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 [ ]
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:
6,000,000 common stock, $.0001 par value
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Transitional Small Business Disclosure Format (check one).
Yes [ ] No [X]
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial reporting and pursuant to the rules and regulations of the Securities
and Exchange Commission. While these statements reflect all normal recurring
adjustments which are, in the opinion of management, necessary for fair
presentation of the results of the interim period, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements. For further information, refer to
the financial statements included in the Company's annual report filed on Form
10-KSB filed on March 30, 2000, or the Company's registration statement filed on
Form 10-SB filed on May 12, 1999, as amended on June 1, 1999.
PADDINGTON INC.
(a development stage company)
BALANCE SHEET AS OF June 30, 2000
<TABLE>
<CAPTION>
June 30, June 30,
1999 2000
-------- ---------
Unaudited
<S> <C> <C>
Assets
Current assets
Cash and cash equivalents $ 600 $ 600
------ ------
Total current assets $ 600 $ 600
====== ======
capital assets -0- -0-
Other assets -0- -0-
Excess of purchase paid over book values -0- -0-
Security deposits -0- -0-
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Total other assets -0- -0-
------ ------
Total assets $ 600 $ 600
====== ======
Liability and Stockholders' Equity
Current liabilities
Accounts payable and accrued expenses -0- -0-
------ ------
Total liabilities -0- -0-
====== ======
Stockholders equity
Common stock-$.0001 par value,
authorized 120,000,000 shares
The number of shares outstanding
at June 30, 2000 was 6,000,000 $ 600 $ 600
Additional paid in capital
Accumulated deficit during development stage -0- -0-
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Total stockholders equity $ 600 $ 600
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Total liabilities and stockholders equity $ 600 $ 600
====== ======
</TABLE>
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PADDINGTON INC.
(a development stage company)
CONSOLIDATED STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
For the year For the year For the quarter
ended ended ended
December 31, December 31 June 30,
1998 1999 2000
Unaudited
------------ ------------ ---------------
<S> <C> <C> <C>
Income $ -0- $ -0- $ -0-
Costs of goods sold -0- -0- -0-
-------- ---------- ----------
Gross profit operations: -0- -0- -0-
General and administration -0- -0- -0-
Depreciation and
amortization -0- -0- -0-
-------- ---------- ----------
Total expense
Net Profit (Loss)
from operations $ (0) $ (0) $ (0)
Net income per
share-basic $ (0) $ (0) $ (0)
Total number of
shares outstanding -0- 6,000,000 $6,000,000
======== ========== ==========
</TABLE>
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PADDINGTON INC.
(a development stage company)
CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
For the year For the year For the quarter
ended ended ended
December 31, December 31 June 30,
1998 1999 Unaudited
------------ ------------ ---------------
<S> <C> <C> <C>
Cash Flows from Operating Activities
Net profit (loss) $0 $ 0 $ 0
Depreciation and amortization 0 0 0
Non-cash transactions
officer loans 0 0 0
Total Cash Flows from Operations 0 0 0
Cash Flows from Financing Activities 0 0 0
Sale of stock 0 $600 0
Total Cash Flows from Financing Activities 0 $600 0
Cash Flows from Investing Activities
Capital assets 0 0 0
Loan receivable
Security deposit 0 0 0
Total Cash Flows from Investing Activities 0 0 0
Net Increase (Decrease) in Cash 0 $600 0
Cash Balance Beginning of Period 0 0 $ 600
Cash Balance End of Period 0 $600 $ 600
</TABLE>
<PAGE> 5
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
1. Forward-Looking Statements
The statements contained in this Report on Form 10-QSB that are not
historical facts are forward-looking statements (as such term is defined in the
Private Securities Litigation Reform Act of 1995) that involve risks and
uncertainties. Such forward-looking statements may be identified by, among other
things, the use of forward-looking terminology such as "believes," "expects,"
"may," " should" or "anticipates" or the negative thereof or other variations
thereon or comparable terminology, or by discussions of strategy that involve
risks and uncertainties. From time to time, the Company or its representatives
have made or may make forward-looking statements, orally or in writing. Such
forward-looking statements may be included in various filings made by the
Company with the Securities and Exchange Commission (the "SEC"), or press
releases or oral statements made by or with the approval of an authorized
executive officer of the Company. These forward-looking statements, such as
statements regarding anticipated future revenues, capital expenditures, Year
2000 compliance and other statements regarding matters that are not historical
facts, involve predictions. The Company's actual results, performance or
achievements could differ materially from the results expressed in, or implied
by, these forward-looking statements. Potential risks and uncertainties that
could affect the Company's future operating results include, but are not limited
to: (i) economic conditions, including economic conditions related to entry into
any new business venture; (ii) the availability of equipment from the Company's
vendors at current prices and levels; (iii) the intense competition in the
markets for the Company's new products and services; (iv) the Company's ability
to integrate acquired companies and businesses in a cost-effective manner; (v)
the Company's ability to effectively implement its branding strategy; and (vi)
the Company's ability to develop, market, provide, and achieve market acceptance
of new service offerings to new and existing clients.
2. Development stage activities.
The Company has been a development stage enterprise since its
incorporation on March 29, 1999 and for the three months ended June 30, 2000.
During this period, management had devoted the majority of its efforts to
registering with the Securities and Exchange Commission pursuant to Sections
12(b) or (g) of the Securities Exchange Act of 1934 (the "Exchange Act"). These
activities were funded by the Company's management aggregating $61,581.00
through June 30, 2000. The Company has not expended any funds to June 30, 2000.
The Company has not yet generated sufficient revenues during its limited history
to fund its expenses. The Company operates on a January 1 to December 31 fiscal
year and did file a 10-KSB for the most recent fiscal year on March 30, 2000.
3. Results of operations for the period from April 1, 2000 through June
30, 2000
For the quarterly period from April 1, 2000 through June 30, 2000, the
Company generated net sales of approximately $-0-.
The Company's gross profit on sales was approximately -0-% for the
quarterly period from April 1, 2000 through June 30, 2000.
The Company's overhead costs aggregated approximately $-0- for the
quarterly period from April 1, 2000 through June 30, 2000.
4. Liquidity and capital resources.
The Company has retained the same liquidity of $600 from the Company's
annual report as of December 31, 1999.
The Company did not expend any funds from April 1, 2000 through June
30, 2000 because the Company's management funded all expenditures during this
period.
The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. The Company incurred net losses
of $0 for the period from April 1, 2000 to June 30, 2000. These factors indicate
that the Company's continuation as a going concern is dependent upon its ability
to obtain adequate financing. The Company will require substantial additional
funds to finance its business activities on an ongoing basis and will have a
continuing long-term need to obtain additional financing. The Company plans to
engage in such ongoing financing efforts on a continuing basis.
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RESULTS OF OPERATIONS
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
(a) 27.1 Financial Data Schedule (for SEC use only)
(b) The Company did not file a report on Form 8-K during the three
months ended June 30, 2000.
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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.
Paddington Inc.
(Registrant)
Date: July 31, 2000 By: /s/ King-Kwok Yu
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Director, President, Treasurer, Secretary
And Controller
By: /s/ Richard C. K. Wong
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Director and Vice-Chairman
By: /s/ Hardy K. C. Lok
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Director and Chairman of the Board
