UNITED STATES 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 December 31, 1999.
[ ] Transition report under Section 13 or 15(d) of the Securities
Exchange
Act of 1934 (No fee required) for the transition period from _____ to
______.
Commission file number: 0-26755
BLACK STALLION MANAGEMENT, INC.
(Name of Small Business Issuer in Its Charter)
Nevada 88-0409147
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
7432 South Carling Circle, Salt Lake City, Utah 84121
(Address of Principal Executive Offices)(Zip Code)
801-944-0701
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities 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 issuers involved in bankruptcy proceedings during
the past five years:
Check whether the issuer has 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: The number of
shares outstanding of the Company's common stock ($0.001 par
value), as of February 10, 2000, was 27,750,000 shares.
PART I
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS AND EXHIBITS
(a) The unaudited financial statements of registrant as of and
for the period ending December 31, 1999 follow.
BLACK STALLION MANAGEMENT, INC.
FINANCIAL STATEMENTS
Period ended December 31, 1999
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
Index to Financial Statements
[C]
Balance Sheet 5
Statements of Operations 7
Statements of Cash Flows 9
Notes to Financial Statements 11
<PAGE>
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
BALANCE SHEET for December 31, 1999
(unaudited)
<TABLE>
<CAPTION>
December 31, 1999
<S> <C>
ASSETS
CURRENT ASSETS
Cash $ 1,330
Total current assets 1,330
TOTAL ASSETS 1,330
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Notes payable - (Note 5) 5,500
Accrued interest - (Note 5) 412
Total current liabilities 5,912
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value,
5,000,000 shares authorized;
no shares issued and outstanding -
Common stock, $0.001 par value;
25,000,000 shares authorized;
2,200,000 shares issued and
outstanding 2,200
Deficit accumulated during the
development state (6,872)
Total stockholders' equity
(deficit) (4,582)
TOTAL LIABILITIES AND
STOCKHOLDERS'
EQUITY $ 1,330
</TABLE>
The accompanying notes are an integral part of the financial
statements.
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND SIX
MONTHS ENDED DECEMBER 31, 1999 AND 1998, AND FOR THE
PERIOD FROM JULY 10, 1996 THROUGH DECEMBER 31, 1999.
(Page 1 of 2)
(unaudited)
<TABLE>
<CAPTION>
For the period For the
from inception Six months ended
(July 10, 1996) December 31,
to December 31, 1999 1999 1998
<S> <C> <C> <C>
NET SALES $ - - -
COST OF SALES - - -
GROSS MARGIN - - -
EXPENSES
General and administrative 6,370 3,330 -
Interest expense 412 289 -
Total expenses 6,782 3,619 -
LOSS FROM
OPERATIONS (6,782) (3,619) -
NET LOSS (6,782) (3,619) -
BASIC LOSS PER SHARE $ NIL NIL NIL
WEIGHTED AVERAGE
NUMBER OF SHARES
OF COMMON STOCK
OUTSTANDING 2,200,000 2,200,000 2,200,000
</TABLE>
The accompanying notes are an integral part of the financial statements.
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND SIX
MONTHS ENDED DECEMBER 31, 1999 AND 1998, AND FOR THE
PERIOD FROM JULY 10, 1996 THROUGH DECEMBER 31, 1999.
(Page 2 of 2)
(unaudited)
<TABLE>
<CAPTION>
For the
three months ended
December 31,
1999 1998
<S> <C> <C>
NET SALES - -
COST OF SALES - -
GROSS MARGIN - -
EXPENSES
General and administrative 104 -
Interest expense 138 -
Total expenses 242 -
LOSS FROM
OPERATIONS (242) -
NET LOSS (242) -
BASIC LOSS PER SHARE NIL NIL
WEIGHTED AVERAGE
NUMBER OF SHARES
OF COMMON STOCK
OUTSTANDING 2,200,000 2,200,000
</TABLE>
The accompanying notes are an integral part of the financial statements.
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED
DECEMBER 31, 1999 AND 1998, AND FOR THE PERIOD FROM JULY
10, 1996 THROUGH DECEMBER 31, 1999.
(unaudited)
<TABLE>
<CAPTION>
For the period
from inception For the six months ended
(July 10, 1996) December 31,
to December 31, 1999 1999 1998
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (6,782) (3,619) -
Adjustments to reconcile
net loss to net cash used
by operating activities:
Common stock issued for
services 2,200 - -
Accrued interest 412 - 289
Net cash used by
operating activities (4,170) (3,330) -
CASH FLOWS FROM
INVESTING ACTIVITIES: - - -
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from note payable 5,500 - -
Net cash provided by financing
activities 5,500 - -
NET INCREASE (DECREASE)
IN CASH 1,330 (3,330) -
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD - 4,660 -
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 1,330 1,330 -
</TABLE>
The accompanying notes are an integral part of the financial statements
BLACK STALLION MANAGEMENT, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 1999
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Basis of Presentation
The information included in the condensed financial statements is
unaudited, but includes all adjustments (consisting of normal recurring
items) which are, in the opinion of management, necessary for a fair
representation of the interim period presented.
Organization
Black Stallion Management, Inc. (the "Company") was organized
under the laws of the State of Nevada on July 10, 1996. The
Company has not commenced planned principal operations and is
considered a development stage company as defined in SFAS No. 7.
The Company is seeking potential business ventures. The Company
has, at the present time, not paid any dividends and any dividends that
may be paid in the future will depend upon the financial requirements
of the Company and other relevant factors.
Accounting Method
The financial statements are prepared using the accrual method of
accounting. The Company has elected a June 30 year end.
Organization Costs
Organization costs, which reflect amounts expended to organize the
Company, amounted to $2,200 and were expensed during the period
ended June 30, 1997.
Loss Per Share
The computation of loss per share is based on the weighted average
number of shares outstanding during the period presented in
accordance with Statement of Financial Accounting Standards No.
128, "Earnings Per Share."
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers
all highly liquid debt investments purchased with a maturity of three
months or less to be cash equivalents.
Accounting Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities, the disclosures of contingent assets and liabilities at the date
of the financial statements, and the reported amount of revenues and
expenses during the reported period. Actual results could differ from
those estimated.
Recently Enacted Accounting Standards
SFAS No. 130, "Reporting Comprehensive Income", SFAS No. 131,
"Disclosures about Segments of an Enterprise and Related
Information", SFAS No. 132, "Employer's Disclosure about Pensions
and Other Postretirement Benefits", SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities", and SFAS No. 134,
"Accounting for Mortgage-Backed Securities" were recently
issued. SFAS No. 130, 131, 132, 133 and 134 have no current
applicability to the Company or their effect on the financial statements
would not have been significant.
NOTE 2 - NOTE PAYABLE - RELATED PARTY
As of December 31, 1999, the Company owed a related party $5,500.
The note is due in full on March 31, 2000 and accrues interest at 10%
per annum beginning April 1, 1999. As of December 31, 1999, the
Company owed accrued interest on this note of $412.50.
NOTE 3 - CAPITAL STOCK
Common Stock
During July, 1996, in connection with its organization, the Company
issued 2,200,000 shares of its previously authorized, but unissued
common stock. The amount was issued for services rendered at
$2,200 (or $.001 per share).
NOTE 4 - INCOME TAXES
The Company accounts for income taxes in accordance with Statement
of Financial Accounting Standards No. 109 "Accounting for Income
Taxes." FASB 109 requires the Company to provide a net deferred
tax asset/liability equal to the expected future tax benefit/expense of
temporary reporting differences between book and tax accounting
methods and any available operating loss or tax credit carry forwards.
The Company has available at December 31, 1999, unused operating
loss carry forwards of approximately $6,800 which may be applied
against future taxable income and which expire in various years
through 2018. The amount of and ultimate realization of the benefits
from the operating loss carry forwards for income tax purposes is
dependent, in part, upon the tax laws in effect, the future earnings of
the Company, and other future events, the effects of which cannot be
determined.
Because of the uncertainty surrounding the realization of the loss
carry forwards the Company has established a valuation allowance
equal to the amount of the loss carry forwards and, therefore, no
deferred tax asset has been recognized for the loss carry forwards.
NOTE 5 - RELATED PARTY TRANSACTIONS
Management Compensation
During June 1999, the Company paid directors fees of $500 payable
to an officer/director of the Company.
Office Space
The Company has not had a need to rent office space. An
officer/shareholder of the Company is allowing the Company to use
his/her home as a mailing address, as needed, at no expense to the
Company.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATION
Results of Operations
Three month Periods Ended December 31, 1999 and 1998.
The Company had no revenue from continuing operations for the
Three month periods ended December 31, 1999 and 1998.
General and administrative expenses for the Three month period
ended December 31, 1999, consisted of general corporate
administration, legal and professional expenses, and accounting and
auditing costs. These expenses were $104 for the Three month period
ended December 31, 1999. There were no such costs for the
comparable period in 1998.
Interest expense in the Three month period ended December 31, 1999,
was $138 on a note payable to a third party in the principal amount of
$5,500 due March 31, 2000. There was no interest expense during
the comparable period in 1998.
As a result of the foregoing factors, the Company realized a net loss
of $242 for the Three months ended December 31, 1999, as compared
to no gain or loss for the same period in 1998.
Six month Periods Ended December 31, 1999 and 1998.
The Company had no revenue from continuing operations for the
Six month periods ended December 31, 1999 and 1998.
General and administrative expenses for the Six Month period ended
December 31, 1999, consisted of general corporate administration,
legal and professional expenses, and accounting and auditing costs.
These expenses were $3,330 for the Six Month period ended
December 31, 1999. There were no such costs for the comparable
period in 1998.
Interest expense in the Six month period ended December 31, 1999,
was $289 on a note payable to a third party in the principal amount of
$5,500 due March 31, 2000. There was no interest expense during
the comparable period in 1998.
As a result of the foregoing factors, the Company realized a net loss
of $3,619 for the Six months ended December 31, 1999, as compared
to no gain or loss for the same period in 1998.
Liquidity and Capital Resources
At December 31, 1999, the Company had a working capital deficit of
$4,582. The Company's cash in the amount of $1,330 resulted from a
loan from a related party, which bears interest at the rate of 10% per
annum and is due March 31, 2000. The funds were loaned to the
Company to fund its revival and finance its becoming a reporting
company under the Securities Exchange Act of 1934.
Plan of Operations and Subsequent Events
From inception through the period ending December 31,1999, the
Company had no revenues or profits and its plan of operations was to
seek out and acquire a business opportunity.
On January 28, 2000, a change in control of the Company occurred in
conjunction with closing under a Reorganization and Stock Purchase
Agreement (the "Reorganization Agreement") between the Company,
Digital Bridge, Inc., a Nevada corporation ("DBI") and the individual
shareholders of Digital Bridge, Inc. This change of control was
reported by the Company in a report on Form 8K dated January 28,
2000 and filed with the Securities and Exchange Commission on
February 9, 2000.
Pursuant to the Reorganization, the Company's plan of operations
beginning January 28, 2000 shifted from seeking out and acquiring a
business opportunity to operating its wholly-owned subsidiary, DBI.
DBI is a Nevada corporation engaged in the business of providing
e-commerce solutions to businesses offering products and services
over the Internet.
It is currently unknown whether the Company will have enough cash
to satisfy its operating requirements or if it will have to raise
additional funds in the next twelve months. Moreover, the Company
has not investigated the availability, source, or terms for additional
capital and will not do so until it determines such a need.
Additionally, there is no assurance that funds will be available from
any source or, if available, obtainable on terms acceptable to the
Company. If not available, the Company's operations will be
limited to those that can be financed with its limited capital.
The shift in the Company's plan of operations may also result in a
substantial change in the number of employees of the Company, and a
substantial change in the amount of plant and equipment owned by the
Company. Exact amounts are currently unknown.
Audited financial statements of DBI and proforma consolidated
financial statements reflecting the business combination between the
Company and DBI will be provided on an amendment to the
Company's report on form 8K as soon as reasonably possible, but in
any event not later than April 12, 2000, which is 60 days after the
due date of the Company's initial report on Form 8K.
PART II - EXHIBITS
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 27. Financial Data Schedule
No reports on Form 8-K have been filed during the last quarter of the
period covered by this report.
SIGNATURES
In accordance with the Exchange Act, this report has been
signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
BLACK STALLION MANAGEMENT, INC.
By: /s/ __________________________
Charles Bronitsky, President
Date: February 15, 2000
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-END> DEC-31-1999
<CASH> 1,330
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,330
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,330
<CURRENT-LIABILITIES> 5,912
<BONDS> 0
0
0
<COMMON> 2,200
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,330
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,370
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 412
<INCOME-PRETAX> (6,782)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,782)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
