UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934
ACT REPORTING REQUIREMENTS
[X] 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
No. 000-26237
10
AIMRITE HOLDINGS CORP
(Exact name of registrant as specified in its charter)
Nevada 68-0386443
(State of organization) (I.R.S. Employer Identification No.)
525 Stevens Ave. West, Solana Beach, CA 92075
(Address of principal executive offices)
Registrant's telephone number, including area code (858) 259-7400
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. No X
There are 28,957,605 shares of common stock outstanding as of
September 30, 1999.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The financial statements and supplemental data required by this
Item follow the index of financial statements appearing at Item 6
of this Form 10Q-SB.
ITEM 2. MANAGEMENT'S PLAN OF OPERATION
NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS
This statement includes projections of future results and
"forward-looking statements" as that term is defined in Section
27A of the Securities Act of 1933 as amended (the "Securities
Act"), and Section 21E of the Securities Exchange Act of 1934 as
amended (the "Exchange Act"). All statements that are included in
this Registration Statement, other than statements of historical
fact, are forward-looking statements. Although Management
believes that the expectations reflected in these forward-looking
statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors
that could cause actual results to differ materially from the
expectations are disclosed in this Statement, including, without
limitation, those expectations reflected in forward-looking
statements contained in this Statement.
Plan of Operation
The Company's Plan of Operation has not changed since the filing
of its Form 10-SB filed with the SEC on June 2, 1999. The
description of the current plan of operation is incorporated by
reference to Section 2 of its Form 10-SB.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action has
been threatened by or against the Company.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
No issues of securities and no changes in the existing securities
took place during the period covered by this report. At the end
of the quarter there were 28,957,605 shares of common stock
outstanding.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the most recent quarter.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
FINANCIAL STATEMENTS
Unaudited financial statements as of September 30, 1999, and for
the nine-month and three-month periods then ended.
Aimrite Holdings Corp
(A Development Stage Company)
BALANCE SHEET
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September 30, December 31,
1999 1998
ASSETS
CURRENT ASSETS:
Cash and savings $447,097 $28
TOTAL CURRENT ASSETS $447,097 $28
PROPERTY AND EQUIPMENT
Furniture 22,281
Leasehold improvements 105,744
Equipment 4,400
TOTAL PROPERTY AND EQUIPMENT 132,425 0
TOTAL ASSETS 579,522 28
LIABILITIES AND STOCKHOLDERS'
EQUITY
CURRENT LIABILITIES;
Accounts payable $2,524
Note payable $281,327 54,214
Accrued liabilities 10,770
TOTAL CURRENT LIABILITIES $281,327 67,508
STOCKHOLDERS' EQUITY;
Preferred stock, $0.001 par 2,228
value,
authorized 10,000,000 shares;
2,227,936 issued and
outstanding
Common stock, $0.001 par value, 26,958
authorized 100,000,000 shares
26,957,605 issued and
outstanding
at December 31, 1998
27,169,245 issued and 27,169
outstanding at September 31,
1999
Additional paid-in Capital 13,473,200 12,280,767
Stock subscription receivable (250,000)
Accumulated Deficit (49,484) (49,484)
Deficit accumulated during the (13,154,918) (12,075,721)
development stage
TOTAL STOCKHOLDERS' EQUITY 298,195 (67,480)
(DEFICIT)
TOTAL LIABILITIES AND $579,522 $28
STOCKHOLDERS' EQUITY (DEFICIT)
</TABLE>
Aimrite Holdings Corp.
(A Development Stage Company)
STATEMENT OF OPERATION
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9 Mos. 9 Mos. From the
Ended Sept. Ended Sept. beginning
30, 1999 30, 1998 of the
development
stage on
January 1,
1997
through
September
30, 1999
REVENUE:
EXPENSES:
General, Selling and 1,079,197 311,991 5,939,390
Administrative
Total Expenses 1,079,197 311,991 5,939,390
OTHER EXPENSES:
Interest expense 1,142,127
Loss on valuation of 6,202,308
assets
Total Other Expenses 7,344,435
LOSS BEFORE 12,507,482
EXTRAORDINARY INCOME
EXTRAORDINARY INCOME
Gain on debt release 128,907
Total Extraordinary 128,907
Income
Net Loss $(1,079,197 $(311,991) $(13,154,91
) 8)
</TABLE>
The accompanying notes are an integral part of these financial
statements.
Aimrite Holdings Corp.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
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Preferred Stock Common Stock
Shares Amount Shares Amoun
t
Balance, 8,926,001 $8,926
December 31, 1996
Stock issued for cash 442,319 $443
at $0.07 per share
Stock issued for 2,000,000 $2,000
Licensing Agreement
at $0.63 per shares
Cancellation of
investment in
subsidiary
Stock issued for 1,054,275 1,054
consulting fees at
$0.10 per share
Net loss for the year
ended December 31,
1997
Balance, December 31, 12,422,595 12,423
1997
Stock issued for cash 2,500,000 2,5000
at $0.10 per share
Stock issued for 6,035,010 6,035
services at $0.63 per
share
Stock issued for debt 6,000,000 6,000
conversion and
interest expense at
$0.25 per share
Net loss for the year
ended December 31,
1998
Balance, December 31, 26,957,605 26,958
1998
Preferred stock 2,000,000 $2,000
issued for $0.25 per
share
Preferred stock 68,000 68
issued for $2.00 per
share
Common stock issued 211,640 211
for $1.89 per share
Stock subscription
receivable
Preferred stock 159,936 160
issued at $2.00 per
share
Net loss for the
period ended
September 30, 1999
Balance, September 2,227,936 $2,228 27,169,245 $27,169
30, 1999
</TABLE>
The accompanying notes are an integral part of these financial
statements.
Aimrite Holdings Corp.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) continued
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Additional paid- Subscription Accumulated
in capital Receivable Deficit
Balance, $692,551 $(49,484
December 31, 1996 )
Stock issued for cash 30,557 - -
at $0.07 per share
Stock issued for 1,252,643 - -
Licensing Agreement at
$0.63 per shares
Cancellation of 4,633,918 - -
investment in
subsidiary
Stock issued for 104,373 - -
consulting fees at
$0.10 per share
Net loss for the year (892,913)
ended December 31, 1997
Balance, December 31, 6,714,042 - (942,397)
1997
Stock issued for cash 247,500 (250,000) -
at $0.10 per share
Stock issued for 3,820,125 - -
services at $0.63 per
share
Stock issued for debt 1,499,100 - -
conversion and interest
expense at $0.25 per
share
Net loss for the year (11,182,808)
ended December 31, 1998
Balance, December 31, 12,280,767 (250,000) (12,125,205)
1998
Preferred stock issued 498,000 - -
for $0.25 per share
Preferred stock issued 135,932 - -
for $2.00 per share
Common stock issued for 399,789 - -
$1.89 per share
Stock subscription 250,000 -
receivable
Preferred stock issued 319,712 - -
at $2.00 per share
Net loss for the period (1,079,197)
ended September 30,
1999
Balance, September 30, $13,634,200 $0 $(13,204,402)
1999
</TABLE>
Aimrite Holdings Corporation
(A Development Stage Company)
STATEMENT OF CASH FLOWS
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For the nine For the nine From the
months ended months ended beginning of the
September 30, September 30, development
1999 1998 stage on January
1, 1997 through
September 30,
1999
Cash Flows from
Operating
Activities:
Net Loss $(311,991) $(1,079,197) $(13,154,918)
Adjustment to
Reconcile net loss
to cash provided by
operating
activities:
Stock issued for 6,046,687
services and
interest
Debt forgiveness (128,907)
Write off of 651,980
subsidiary
receivables
Loss on valuation 6,202,308
of assets
Changes in operating
Assets and
Liabilities:
Increase (decrease) 110,825 213,819 219,772
in accounts payable
Increase (decrease) 177,675 (196,328)
in accrued
liabilities
Net cash used in 23,491 (865,378) (1,359,406)
operating
activities
Cash Flows from
Investing
Activities
Property and (132,445) (132,445)
equipment
Cash Flows from
Financing
Activities:
Proceeds from notes 471,043
payable
Proceeds from 794,892 794,892
issuance of
preferred stock
Proceeds from 34,500 400,000 423,000
issuance of common
stock
Collection of 250,000 250,000
subscription fee
Net cash provided by 34,500 1,444,892 1,938,935
financing
activities
Net increase 11,009 447,069 447,084
(decrease) in cash
Cash, Beginning of 0 28 13
period
Cash, end of period $11,009 $447,097 $447,097
</TABLE>
The accompanying notes are an integral part of these financial
statements.
Aimrite Holdings Corporation
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 1999 and December 31, 1998
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the
Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, results of
operations and cash flows at September 30, 1999 and for all
periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. It
is suggested that these condensed financial statements be read in
conjunction with the financial statements and notes thereto
included in the Company's December 31, 1998 audited consolidated
financial statements. The results of operations for the periods
ended September 30, 1999 and 1998 are not necessarily indicative
of the operating results for the full year.
EXHIBITS
a) The exhibit consisting of the Company's Articles of
Incorporation is attached to the Company's Amended Form 10-SB,
filed on November 24, 1999. This exhibit is incorporated by
reference to that Form.
b) The exhibit consisting of the Company's Bylaws is attached
to the Company's Amended Form 10-SB, filed on November 24, 1999.
This exhibit is incorporated by reference to that Form.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
AimRite Holdings Corp.
By: /s/ Mary Kay Koldeway-Coleman
Mary Kay Koldeway-Coleman,
Secretary/Interim President
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<PERIOD-TYPE> 9-MOS 9-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998 DEC-31-1998
<PERIOD-END> SEP-30-1999 SEP-30-1998 DEC-31-1998
<CASH> 0 0 0
<SECURITIES> 0 0 0
<RECEIVABLES> 0 0 0
<ALLOWANCES> 0 0 0
<INVENTORY> 0 0 0
<CURRENT-ASSETS> 447,097 0 28
<PP&E> 132,425 0 0
<DEPRECIATION> 0 0 0
<TOTAL-ASSETS> 579,522 0 28
<CURRENT-LIABILITIES> 281,327 0 67,508
<BONDS> 0 0 0
0 0 0
2,228 0 0
<COMMON> 298,195 0 (67,480)
<OTHER-SE> 0 0 0
<TOTAL-LIABILITY-AND-EQUITY> 579,522 0 28
<SALES> 0 0 0
<TOTAL-REVENUES> 0 0 0
<CGS> 0 0 0
<TOTAL-COSTS> 0 0 0
<OTHER-EXPENSES> 1,079,197 311,991 0
<LOSS-PROVISION> 0 0 0
<INTEREST-EXPENSE> 0 0 0
<INCOME-PRETAX> (1,079,197) (311,991) 0
<INCOME-TAX> 0 0 0
<INCOME-CONTINUING> (1,079,197) (311,991) 0
<DISCONTINUED> 0 0 0
<EXTRAORDINARY> 0 0 0
<CHANGES> 0 0 0
<NET-INCOME> (1,097,197) (311,991) 0
<EPS-BASIC> 0 0 0
<EPS-DILUTED> 0 0 0
