UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For Quarter Ended September 30, 2000
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[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _______________ to ______________
Commission File Number 0-27337
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MAX DEVELOPMENT, INC.
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(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.)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANBKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
Yes [ ] 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 practicable date.
Common stock, $.001 par value 1,161,000
------------------------------ ------------------------------------------------
Class Number of shares outstanding at November 3, 2000
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [ X ]
This document is comprised of 10 pages.
1
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FORM 10-QSB
3RD QUARTER
INDEX
Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements *
Condensed balance sheet, September 30, 2000 (Unaudited)...............3
Condensed statements of operations, three and nine months
ended September 30, 2000 and 1999 (Unaudited), and April 23,
1998 (inception) through September 30, 2000 (Unaudited)............4
Condensed statements of cash flows, nine months ended
September 30, 2000 and 1999 (Unaudited), and April 23,
1998 (inception) through September 30, 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
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MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Balance Sheet
(Unaudited)
September 30, 2000
Assets
Cash................................................ $ 6,545
Equipment, less accumulated depreciation of $262.... 596
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$ 7,141
=============
Liabilities and Shareholders' Equity
Liabilities:
Accounts payable, related party (Note B)....... $ 146
Accrued liabilities............................ 500
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Total liabilities 646
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Shareholders' equity:
Preferred stock................................ -
Common stock................................... 1,161
Additional paid-in capital..................... 78,904
Deficit accumulated during development stage... (73,570)
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Total shareholders' equity 6,495
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$ 7,141
=============
See accompanying notes to condensed financial statements
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<TABLE>
MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Statements of Operations
(Unaudited)
<CAPTION>
April 23,
1998
Three Months Ended Nine Months Ended (Inception)
September 30, September 30, through
--------------------------- ----------------------------- Sept. 30,
2000 1999 2000 1999 2000
----------- ------------ ------------- ------------ ---------------
<S> <C> <C> <C> <C> <C>
Operating expenses:
Rent and administrative
services, related party
(Note B).......................... $ 3,000 $ 3,000 $ 9,000 $ 6,000 $ 18,000
Professional fees................... 7,975 7,085 11,488 14,085 31,723
Travel.............................. 2,156 - 2,767 - 2,767
Stock transfer fees................. 250 175 613 1,045 2,151
Other............................... 805 370 1,906 4,646 3,929
----------- ------------ ------------- ------------ ---------------
Operating loss (14,186) (10,630) (25,774) (25,776) (58,570)
Non-operating expense:
Loss on write-down of
investment....................... - - - (15,000) (15,000)
----------- ------------ ------------- ------------ ---------------
Loss before income taxes (14,186) (10,630) (25,774) (40,776) (73,570)
Income taxes (Note C)................. - - - - -
----------- ------------ ------------- ------------ ---------------
Net loss $ (14,186) $ (10,630) $ (25,774) $ (40,776) $ (73,570)
=========== ============ ============= ============ ===============
Basic and diluted loss
per common share................. $ (0.01) $ (0.01) $ (0.02) $ (0.04)
=========== ============ ============= ============
Basic and diluted weighted
average common shares
outstanding * ................... 1,161,000 1,161,000 1,161,000 1,098,389
=========== ============ ============= ============
</TABLE>
* Restated for 1:2 reverse stock split (see Note D)
See accompanying notes to condensed financial statements
4
<PAGE>
<TABLE>
MAX DEVELOPMENT, INC.
(A Development Stage Company)
Condensed Statements of Cash Flows
(Unaudited)
<CAPTION>
April 23,
1998
Nine Months Ended (Inception)
September 30, through
----------------------------- Sept. 30,
2000 1999 2000
------------ ------------- ------------
<S> <C> <C> <C>
Net cash used in operating activities................ $ (22,713) $ (25,335) $ (53,384)
------------ ------------- ------------
Cash flows from investing activities:
Purchase of equipment........................... - - (858)
Purchase of investment.......................... - (15,000) (15,000)
------------ ------------- ------------
Net cash used in investing activities................ - (15,000) (15,858)
------------ ------------- ------------
Cash flows from financing activities:
Proceeds from sale of common stock.............. - 80,500 83,000
Payments for offering costs..................... - (5,000) (7,213)
------------ ------------- ------------
Net cash used in financing activities................ - 75,500 75,787
------------ ------------- ------------
Net change in cash (22,713) 35,165 6,545
Cash, beginning of period............................ 29,258 - -
------------ ------------- ------------
Cash, end of period $ 6,545 $ 35,165 $ 6,545
============ ============= ============
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)
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 on a month-to-month basis and purchased
administrative services from an affiliate during the nine months ended September
30, 2000. The affiliate charged the Company $1,000 per month from January
through May 2000 for the rent and services. Effective June 1, 2000, the
affiliate began providing the office space and services at no charge. The rent
and services were valued at $1,000 per month for the period from June 1, 2000
through September 30, 2000, based on the costs incurred in prior periods. The
rent and administrative services contributed from June 1, 2000 through September
30, 2000 are included in the accompanying statements as "rent and administrative
services, related party" with a corresponding credit to additional paid-in
capital.
The Company owed the affiliate $146 for administrative expenses at September 30,
2000, which is included in the accompanying balance sheet as accounts payable,
related party.
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 nine months ended September 30, 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>
MAX DEVELOPMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Note D: Shareholders' equity
--------------------
On September 15, 2000, the Company's directors and shareholders approved a one
for two reverse stock split of the Company's outstanding common shares. As a
result of the reverse split, which was effective on September 26, 2000, the
Company's outstanding shares of common stock were reduced from 2,322,000 to
1,161,000. The accompanying financial statements have been restated to reflect
the reverse split.
7
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Part I. Item 2. Plan of operation
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MAX DEVELOPMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
PLAN OF OPERATION
-----------------
The Company is open to the evaluation of mining investments located in the
United States and is pursuing possible oil and gas exploration investments. The
Company has also opened its spectrum of possible investments and/or business
combinations to companies that may be operating outside of the Company's
original business plan. The Company is currently negotiating with a healthcare
company for a possible business combination. As of November 3, 2000, no
agreement had been reached between the companies and shareholders or perspective
shareholders should not assume that an agreement with this or any other outside
company would ever result in a business combination of any type.
At September 30, 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.
The Company's net loss totaled $25,774 for the nine months ended September 30,
2000 as compared to $40,776 for the nine months ended September 30, 1999. The
decrease in the net loss was due to the write-down of the Company's $15,000
investment.
FINANCIAL CONDITION
-------------------
There have been no material changes to the Company's financial condition during
the nine months ended September 30, 2000. Proceeds from the common stock
offering conducted during 1999 have funded all development stage activity.
The Company's working capital decreased from $34,415 at September 30, 1999 to
$5,899 at September 30, 2000. The decrease was due to cash disbursements for
professional and administrative expenses and a lack of cash proceeds from
financings and operations.
8
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PART II - OTHER INFORMATION
Item 1 - No response required.
Item 2 - No response required.
Item 3 - No response required.
Item 4 - On September 15, 2000, the Company's directors and shareholders
approved a one for two reverse stock split of the Company's
outstanding common shares.
Item 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.
9
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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 and nine months ended September 30,
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: November 3, 2000 BY: /s/ David C. Olson
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David C. Olson
President
