UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended: March 31, 2000 Commission File Number 0-27337
-------------- -------
MAX DEVELOPMENT, INC.
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
COLORADO 84-1474940
- -------------------------------- ----------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
6025 S. Quebec Street, Suite 150, Englewood, Colorado 80111
- ----------------------------------------------------- ---------
(Address of Principal Executive Office) (Zip Code)
(720) 489-8873
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(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check 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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common stock, $.001 par value 2,322,000
- ----------------------------- --------------------------------------------
Class Number of shares outstanding at May 10, 2000
- --------------------------------------------------------------------------------
This document is comprised of 8 pages.
<PAGE>
FORM 10-QSB
1ST QUARTER
INDEX
Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements *
Condensed balance sheet, March 31, 2000 (Unaudited)........................3
Condensed statements of operations, three months ended
March 31, 2000 (Unaudited) and 1999 (Unaudited), and
April 23, 1998 (inception) through March 31, 2000 (Unaudited)...........4
Condensed statements of cash flows, three months ended
March 31, 2000 (Unaudited) and 1999 (Unaudited), and
April 23, 1998 (inception) through March 31, 2000 (Unaudited)...........5
Notes to condensed financial statements (Unaudited)........................6
Item 2. Plan of Operation.................................................7
PART II - OTHER INFORMATION...................................................7
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures...............................................................8
* The accompanying financial statements are not covered by an Independent
Certified Public Accountant's report.
2
<PAGE>
Part I. Item 1. Financial information
MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Balance Sheet
(Unaudited)
March 31, 2000
ASSETS
CASH.........................................................$ 24,585
INVESTMENT, less allowance of $15,000........................ -
EQUIPMENT, less accumulated depreciation of $119............. 739
---------
$ 25,324
=========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
Accounts payable and accrued liabilities................$ 3,700
---------
TOTAL LIABILITIES 3,700
---------
SHAREHOLDERS' EQUITY:
Preferred stock, $.01 par value; 1,000,000 shares
authorized; -0- shares issued and outstanding......... -
Common stock, $.001 par value; 10,000,000 shares
authorized; 2,322,000 shares issued and outstanding.. 2,322
Additional paid-in capital.............................. 73,743
Deficit accumulated during development stage............ (54,441)
---------
TOTAL SHAREHOLDERS' EQUITY 21,624
---------
$ 25,324
=========
See accompanying notes to condensed financial statements
3
<PAGE>
<TABLE>
<CAPTION>
MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Statements of Operations
(Unaudited)
April 23,
1998
Three Months Ended (Inception)
March 31, through
------------------------- March 31,
2000 1999 2000
---------- ---------- ----------
<S> <C> <C> <C>
COSTS AND EXPENSES:
Rent....................................................$ 3,000 $ - $ 12,000
Professional fees....................................... 2,078 - 22,313
Stock transfer fees..................................... 213 - 1,751
Other................................................... 1,354 38 3,377
--------- ---------- ----------
OPERATING LOSS (6,645) (38) (39,441)
NON-OPERATING EXPENSE:
Loss on write-down of
investment........................................... - - (15,000)
--------- ---------- ----------
LOSS BEFORE
INCOME TAXES (6,645) (38) (54,441)
INCOME TAXES (Note C)........................................ - - -
--------- ---------- ----------
NET LOSS $ (6,645) $ (38) $ (54,441)
========= ========== ==========
Basic and diluted loss
per common share........................................$ * $ *
--------- ----------
Basic and diluted weighted
average common shares
outstanding.............................................2,322,000 2,000,000
========= ==========
</TABLE>
* Less than $.01 per common share
See accompanying notes to condensed financial statements
4
<PAGE>
<TABLE>
<CAPTION>
MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Statements of Cash Flows
(Unaudited)
April 23,
1998
Three Months Ended (Inception)
March 31, through
------------------------- March 31,
2000 1999 2000
---------- ---------- ----------
<S> <C> <C> <C>
NET CASH (USED IN)
OPERATING ACTIVITIES $ (4,673) $ - $ (35,344)
---------- ---------- ----------
INVESTING ACTIVITIES
Purchase of equipment................................... - - (858)
Purchase of investment.................................. - - (15,000)
NET CASH (USED IN) ---------- ---------- ----------
INVESTING ACTIVITIES - - (15,858)
---------- ---------- ----------
FINANCING ACTIVITIES
Proceeds from sale of common stock...................... - - 83,000
Payments for offering costs............................. - - (7,213)
NET CASH PROVIDED BY ---------- ---------- ----------
FINANCING ACTIVITIES - - 75,787
---------- ---------- ----------
NET CHANGE IN CASH........................................... (4,673) - 24,585
Cash, beginning of period............................... 29,258 - -
---------- ---------- ----------
CASH, END OF PERIOD..........................................$ 24,585 $ - $ 24,585
========== ========== ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest..................................$ $ - $ -
---------- ---------- ----------
Cash paid for income taxes..............................$ - $ - $ -
========== ========== ==========
</TABLE>
See accompanying notes to condensed financial statements
5
<PAGE>
MAX DEVELOPMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
March 31, 2000
Note A: Basis of presentation
---------------------
The financial statements presented herein have been prepared by the Company in
accordance with the accounting policies in its Form 10-KSB dated December 31,
1999 and should be read in conjunction with the notes thereto.
In the opinion of management, all adjustments (consisting only of normal
recurring adjustments) which are necessary to provide a fair presentation of
operating results for the interim period presented have been made. The results
of operations for the periods presented are not necessarily indicative of the
results to be expected for the year.
Interim financial data presented herein are unaudited.
Note B: Related party transactions
--------------------------
The Company leased office space from an affiliate on a month-to-month basis
during the three months ended March 31, 2000. Rent expense for the period
totaled $3,000.
Note C: Income taxes
------------
The Company records its income taxes in accordance with Statement of Financial
Accounting Standard No. 109, "Accounting for Income Taxes". The Company incurred
net operating losses during the three months ended March 31, 2000 resulting in a
deferred tax asset, which was fully allowed for; therefore, the net benefit and
expense resulted in $-0- income taxes.
6
<PAGE>
Part I. Item 2. Plan of operation
- ------- -----------------
MAX DEVELOPMENT, INC.
-----------------------------
(A DEVELOPMENT STAGE COMPANY)
PLAN OF OPERATION
- -----------------
The plan of the Company's management, for the next twelve months, is to search
for diamond mining prospects in South Africa to be identified by the Company's
contacts located in South Africa. Additionally, the Company is open to the
evaluation of mining investments located in the United States and has opened its
spectrum of possible investments and/or business combinations to companies that
may be operating outside of the Company's original business plan.
At March 31, 2000 the Company had one employee (its sole officer and director)
and, except for any potential mergers and/or acquisitions, does not anticipate
materially increasing the number of employees in the next twelve months.
RESULTS OF OPERATIONS
- ---------------------
No income producing operations were conducted during the most recent quarter.
Expenses, since year-end consisted of rent, legal, accounting and audit fees,
transfer agent fees, travel and general and administrative costs.
FINANCIAL CONDITION
- -------------------
There have been no material changes to the Company's financial condition during
the three months ended March 31, 2000. The common stock offering conducted
during 1999 has funded all development stage activity.
PART II - OTHER INFORMATION
- ---------------------------
Items 1 through 5 - No response required.
Item 6 - Exhibits and reports on Form 8-K.
(a) Exhibits 27 - Financial Data Schedule.
There were no reports on Form 8-K.
7
<PAGE>
SIGNATURES
The financial information furnished herein has not been audited by an
independent accountant; however, in the opinion of management, all adjustments
(only consisting of normal recurring accruals) necessary for a fair presentation
of the results of operations for the three months and nine months ended March
31, 2000 have been included.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MAX DEVELOPMENT, INC.
(Registrant)
DATE: May 10, 2000 BY: /s/ David Olson
------------ ----------------
David C. Olson
President
8
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 24,585
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 24,585
<PP&E> 858
<DEPRECIATION> (119)
<TOTAL-ASSETS> 25,324
<CURRENT-LIABILITIES> 3,700
<BONDS> 0
0
0
<COMMON> 2,322
<OTHER-SE> 19,302
<TOTAL-LIABILITY-AND-EQUITY> 25,324
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 6,645
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,645)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,645)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,645)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
