UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10QSB
(X) Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the quarterly period ended
JUNE 30, 1999
( ) Transition report pursuant of Section 13 or 15(d) of the
Securities Exchange Act of 1939 for the transition period ____
to______
COMMISSION FILE NUMBER 000-26157
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AMERISTAR NETWORK, INC.
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(Exact name of registrant as specified in its charter)
Delaware 04-1370942
---------------------------------- --------------------
(State or other jurisdiction of (IRS Employer Id. No.)
incorporation or organization)
321 No. Mall Drive., K-102
St. George, UT 84790 Telephone: 435-656-3677
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(Address of Principal Executive Offices, including Registrant's
zip code and telephone number)
NONE
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Former name, former address and former fiscal year, if changed.
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 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
--- ---
The number of shares of the registrant's common stock as of June
30, 1999: 14,178,712 shares.
Transitional Small Business Disclosure Format (check one):
Yes No X
--- ---
TABLE OF CONTENTS
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
(a) Balance Sheet
(b) Statement of Operations
(c) Statement of Changes in Financial Position
(d) Statement of Shareholders' Equity
(e) Notes to Financial Statements
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations
Item 3. Risks
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities and Use of Proceeds
Item 3. Defaults On Senior Securities
Item 4. Submission of Items to a Vote
Item 5. Other Information
Item 6
(a) Exhibits
(b) Reports on Form 8K
NONE
SIGNATURES
FINANCIAL DATA SCHEDULE
<TABLE>
<CAPTION>
AMERISTAR NETWORK, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
<S> <C> <C>
JUNE 30, DECEMBER 31,
1999 1998
--------- -------------
ASSETS
Cash and cash equivalents $ 22,292 $ 332
Notes receivable - current - 2,265
--------- ---------
Total current assets 22,292 2,597
Fixed assets, net of accumulated depreciation of
$ 8,810 and $ 895 4,947 1,628
Other assets 145,490 144,844
--------- ---------
TOTAL ASSETS $ 172,729 $ 149,715
========= =========
LIABILITIES
Accounts payable $ 68,543 $ 3,680
Accrued expenses 495 417
Notes payable and contracts payable - current 13,500 165,000
--------- ---------
Total current liabilities 82,538 169,097
--------- ---------
STOCKHOLDERS' EQUITY
Common stock 7,740 2,019
Additional paid-in capital 1,380,584 42,663
Subscription receivable (427,000) -
Accumulated deficit (871,133) ( 64,064)
--------- ---------
TOTAL STOCKHOLDERS' EQUITY 90,191 ( 19,382)
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 172,729 $ 149,715
========= =========
<F/N> See the accompanying notes to the condensed consolidated financial statements.
</TABLE>
F-1
<TABLE>
<CAPTION>
AMERISTAR NETWORK, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
<S> <C> <C> <C> <C>
THREE MONTHS ENDED, SIX MONTHS ENDED,
JUNE 30, JUNE 30
1999 1998 1999 1998
--------- --------- --------- ---------
Revenue $ 34,595 $ - $ 34,602 $ -
Expenses:
Operating 800,609 2,154 840,427 5,035
Depreciation and amortization 294 102 472 238
Interest expense (income), net 450 316 772 738
--------- --------- --------- ---------
Total expenses 801,353 2,575 841,671 6,011
--------- --------- --------- ---------
Net loss $(766,758) $ (2,572) $(807,069) $ (6,011)
========= ========= ========= =========
Loss per share $ (.20) $ (.00) $ (.21) $ (0.00)
========= ========= ========= =========
Weighted average common shares 3,821,292 2,107,750 3,821.292 2,107,750
========= ========= ========= =========
<F/N> See the accompanying notes to the condensed consolidated financial
statements.
</TABLE> F-2
<TABLE>
<CAPTION>
AMERISTAR NETWORK, INC.
Consolidated Statements of Cash Flows (Unaudited)
For the Six Months Ended June 30, 1999 and 1998
<S> <C> <C>
1999 1998
------------------
Cash Flows From
Operating Activities
Net Income (Loss) $(807,069) ($ 6,011)
Noncash items included
In net income (loss)
Depreciation and amortization 472 238
Changes in:
Note receivable 2,265 -
Accounts payable 64,863 308
Accrued expenses 78 126
--------- ---------
Net cash provided (used)
by operating activities (739,391) (6,731)
Cash Flows From
Investing Activities
Purchase of property, plant
and equipment ( 3,791) 2,523
Other assets (150,000)
--------- ---------
Net cash provided (used)
by investing activities ( 3,791) (152,253)
Cash Flows From
Financing Activities
Notes payable (151,500) 161,550
Proceeds from stocks issued 5,721
Additional paid in capital 1,337,921
Subscriptions receivable (427,000)
--------- --------
Net cash provided (used)
by financing activities 765,142 161,550
--------- --------
Net increase in cash and
cash equivalents 21,960 2,566
Cash and cash equivalents-
beginning of period 332 4
--------- ---------
Cash and cash equivalents-
end of year 22,292 2,570
========= =========
See the accompanying notes to the financial statements.
F-3
</TABLE>
[CAPTION]
AMERISTAR NETWORK, INC. AND SUBSIDIARIES
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
In the opinion of management, the accompanying unaudited
condensed consolidated interim financial statements reflect all
adjustments (consisting of only normal and recurring adjustments)
necessary to present fairly the financial position of AMERISTAR
NETWORK, Inc. and Subsidiaries (Ameristar) as of June 30, 1999
and December 31, 1998, and the results of their operations for
the three and six-month periods ended June 30, 1999 and 1998. The
results of operations for such interim periods are not
necessarily indicative of the results for the full year. The
accompanying unaudited condensed consolidated interim financial
statements have been prepared in accordance with generally
accepted accounting principles for interim financial reporting
and with instructions to Form 10-Q and accordingly do not include
all disclosures required by generally accepted accounting
principles. The 1998 condensed consolidated balance sheet was
derived from Ameristar's audited balance sheet. For further
information, refer to the financial statements and footnotes
thereto included in the Company's annual report on Form 10-K for
the year ended December 31, 1998.
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the amounts reported
in the financial statements and accompanying notes. Actual
results could differ from those estimates. Certain
reclassifications have been made to the 1998 financial statements
to conform to the 1999 presentation.
The Company uses the accrual method of accounting.
Revenues and directly related expenses are recognized in the
period when the goods are shipped to the customers.
The Company considers all short term, highly liquid investments
that are readily convertible, within three months, to known
amounts as cash equivalents. The Company currently has no cash
equivalents. Primary Earnings Per Share amounts are based on the
weighted average number of shares outstanding at the dates of the
financial statements. Fully Diluted Earnings Per Shares shall be
shown on stock options and other convertible issues that may be
exercised within ten years of the financial statement dates.
Depreciation; The cost of property and equipment is depreciated
over the estimated useful lives of the related assets. The cost
of leasehold improvements is depreciated (amortized) over the
lesser of the length of the related assets or the estimated
lives of the assets. Depreciation is computed on the straight-
line method for reporting purposes and for tax purposes.
Estimates; The preparation of the financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.
The Company uses the accrual method of accounting.
Revenues and directly related expenses are recognized in the
period when the goods are shipped to the customers.
The Company considers all short term, highly liquid investments
that are readily convertible, within three months, to known
amounts as cash equivalents. The Company currently has no cash
equivalents.
Primary Earnings Per Share amounts are based on the weighted
average number of shares outstanding at the dates of the
financial statements. Fully Diluted Earnings Per Shares shall be
shown on stock options and other convertible issues that may be
exercised within ten years of the financial statement dates.
Depreciation; The cost of property and equipment is depreciated
over the estimated useful lives of the related assets. The cost
of leasehold improvements is depreciated (amortized) over the
lesser of the length of the related assets or the estimated lives
of the assets. Depreciation is computed on the straight-line
method for reporting purposes and for tax purposes.
Estimates; The preparation of the financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
amounts reported in the financial statements and accompanying
notes. Actual results could differ from those estimates.
Results of Operations
Three months ended June 30, 1999 Compared to three months ended
June 30, 1998
The net loss for the three months ended June 30, 1999 was
$766,758 compared with $2,572 for the three months ended June 30,
1998. The primary reason for the increase in the net loss was an
increase in operating expenses.
The Company overall generated $34,595 in revenues in the three
months ended June 30, 1999, compared to revenues of $0 in the
fiscal year ended June 30, 1998. Management attributes this
increase to the commencement of revenue generating operations.
Liquidity and Capital Resources
At June 30, 1999, the Company had a working capital deficit of
$60,246 as compared to a working capital deficit on June 30, 1998
of $24,453. The increase is primarily attributable to operating
losses incurred.
Net cash used in operating activities was $739,391 for the three
months ended June 30, 1999, compared to the utilization of $6,731
of cash for the same period last year.
The Company does not anticipate that it will have any problems in
meeting its obligations for continuing fixed expenses, materials
procurement or operating labor.
PART II. OTHER INFORMATION
Item 1. Legal proceedings NONE
Item 2. Changes in securities and use of proceeds NONE
Item 3. Defaults on senior securities NONE
Item 4. Submission of items to a vote NONE
Item 5. Other information NONE
Item 6.
a) Exhibits NONE
b) Reports on 8K
[CAPTION]
SIGNATURES
In accordance with the requirements of the Securities and
Exchange Act of 1934, the registrant caused this report to be
signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: August 1, 2000 By: O. Russell Crandall
-----------------------
O. Russell Crandall,
President
[TYPE]EX-27
<SEQUENCE>2
[DESCRIPTION]FINANCIAL DATA SCHEDULE
[ARTICLE] 5
[MULTIPLIER] 1
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] MAR-31-1999
[PERIOD-START] MAR-31-1999
[PERIOD-END] JUN-30-1999
[CASH] 22,292
[SECURITIES] 0
[RECEIVABLES] 0
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 22,292
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 172,729
[CURRENT-LIABILITIES] 82,538
[BONDS] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 7,740
[OTHER-SE] 0
[TOTAL-LIABILITY-AND-EQUITY] 172,729
[SALES] 34,595
[TOTAL-REVENUES] 34,595
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] 801,353
[LOSS-PROVISION] (766,758)
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] 0
[INCOME-TAX] 0
[INCOME-CONTINUING] 0
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (766,758)
[EPS-BASIC] (.20)
[EPS-DILUTED] (.20)
