<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
-------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE EXCHANGE ACT OF 1934
For the transition period from to
-------------
Commission File Number 000-27949
----------
LA INVESTMENT ASSOCIATES, INC.
-------------
(Exact name of small business issuer as specified in its charter)
Florida 88-0406903
(State of other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
LA Investment Associates, Inc.
2949 East Desert Inn Road, Suite 1
Las Vegas, Nevada 89121
(702) 914-6092
-------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the 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
State number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date. As of March 31, 2000, 5,255,000 shares
of the registrant's no par value common stock were issued and outstanding.
Transmittal Small Business Disclosure Format (check one):
Yes X No
<PAGE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
AS OF MARCH 31, 2000
<PAGE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
-----------------------------
CONTENTS
--------
PAGE 1 INDEPENDENT ACCOUNTANTS' REPORT
PAGE 2 BALANCE SHEET AS OF MARCH 31, 2000
PAGE 3 STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED
MARCH 31, 2000 AND FOR THE PERIOD FROM JUNE 19, 1990
(INCEPTION) TO MARCH 31, 2000
PAGE 4 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE PERIOD
FROM JUNE 19, 1990 (INCEPTION) TO MARCH 31, 2000
PAGE 5 - 6 STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED
MARCH 31, 2000 AND FOR THE PERIOD FROM JUNE 19, 1990
(INCEPTION) TO MARCH 31, 2000
PAGES 7 - 8 NOTES TO FINANCIAL STATEMENTS AS OF MARCH 31, 2000
<PAGE>
INDEPENDENT ACCOUNTANTS' REPORT
-------------------------------
To the Board of Directors of:
LA Investment Associates, Inc.
We have reviewed the accompanying balance sheet of LA Investment Associates,
Inc. (a development stage company) as of March 31, 2000 and the related
statements of operations, changes in stockholders' equity and cash flows for the
three months then ended and for the period from June 19, 1990 (inception) to
March 31, 2000. These financial statements are the responsibility of the
Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.
/S/ WEINBERG & COMPANY, P.A.
Boca Raton, Florida
May 1, 2000
<PAGE>
<TABLE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
-------------
<CAPTION>
ASSETS
------
March 31, 2000
(Unaudited) December 31, 1999
--------------------- -------------------
<S> <C> <C>
CURRENT ASSETS
Cash $ 109,852 $ 1,896
Subscriptions receivable 10,000 -
Prepaid attorney fees 12,795 12,795
--------------------- -------------------
TOTAL ASSETS $ 132,647 $ 14,691
- ------------ ===================== ===================
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Due to shareholders $ - $ 5,000
--------------------- -------------------
Total Current Liabilities - 5,000
--------------------- -------------------
STOCKHOLDERS' EQUITY
Common stock, $.001 par value, 25,000,000 shares
authorized, 5,255,000 and 5,110,000 shares issued
and outstanding at March 31, 2000 and December
31, 1999, respectively 5,255 5,110
Common stock to be issued, $.001 par value, 4,000
shares 4 -
Additional paid in capital 173,661 24,810
Accumulated deficit during development stage (38,773) (20,229)
--------------------- -------------------
140,147 9,691
Less treasury stock at cost (5,000 shares) (7,500) -
--------------------- -------------------
Total Stockholders' Equity 132,647 9,691
--------------------- -------------------
TOTAL LIABILITIES AND STOCKHOLDERS'
- -----------------------------------
EQUITY $ 132,647 $ 14,691
------ ===================== ===================
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
-----------------------
<CAPTION>
Cumulative from June
19, 1990 (Inception) to Three Months Ended March
March 31, 2000 31, 2000
------------------------ ---------------------------
<S> <C> <C>
INCOME $ - $ -
------------------------ ---------------------------
EXPENSES:
General and administrative 6,327 1,352
Professional fees 30,196 17,069
Telephone 3,208 935
------------------------ ---------------------------
Total Expenses 39,731 19,356
------------------------ ---------------------------
OTHER INCOME
Dividend income 958 812
------------------------ ---------------------------
NET LOSS $ (38,773) $ (18,544)
- --------
======================== ===========================
NET LOSS PER SHARE - BASIC AND
DILUTED $ (.017) $ (.004)
======================== ===========================
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING DURING THE PERIOD -
BASIC AND DILUTED 2,250,921 5,177,308
======================== ===========================
</TABLE>
See accompanying notes to financial statements
<PAGE>
<TABLE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM JUNE 19, 1990 (INCEPTION) TO MARCH 31, 2000
---------------------------------------------------------------
<CAPTION>
ACCUMULATED
COMMON STOCK ADDITIONAL DEFICIT DURING
COMMON STOCK TO BE ISSUED PAID IN DEVELOPMENT
SHARES AMOUNT SHARES AMOUNT CAPITAL STAGE TOTAL
-------- --------- -------- ---------- ---------- --------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
Common stock issued for cash 100 $ 100 - $ - $ - $ - $ 100
----------- ---------- ----------- ---------- ---------- ----------------- ------------
Balance, December 31, 1990 100 100 - - - - 100
Common stock issued for cash 950 950 - - - - 950
Net loss for the year ended 1991 - - - - - (1,050) (1,050)
----------- ---------- ----------- ---------- ---------- ----------------- ------------
Balance, December 31, 1991 1,050 1,050 - - - (1,050) -
January 1, 1992 - December 31, 1997 - - - - - - -
----------- ---------- ----------- ---------- ---------- ----------------- ------------
Balance, December 31, 1997 1,050 1,050 - - - (1,050) -
October 1998, change in par value - (1,049) - - 1,049 - -
October 1998, forward stock split
2000:1 2,098,950 2,099 - - (2,099) - -
Net loss for the year ended December
31, 1998 - - - - - - -
----------- ---------- ----------- ---------- ---------- ----------------- ------------
Balance, December 31, 1998 2,100,000 2,100 - - (1,050) (1,050) -
Capital contribution - - - - 5,870 - 5,870
Common stock issued for cash 3,000,000 3,000 - - - - 3,000
Common stock issued for services 10,000 10 - - 19,990 - 20,000
Net loss for the year ended December
31, 1999 - - - - - (19,179) (19,179)
----------- ---------- ----------- ---------- ---------- ----------------- ------------
Balance, December 31, 1999 5,110,000 5,110 - - 24,810 (20,229) 9,691
Common stock issued for cash and
subscriptions 145,000 145 4,000 4 148,851 - 149,000
Net loss for the three months ended
March 31, 2000 - - - - - (18,544) (18,544)
----------- ---------- ----------- ---------- ---------- ----------------- ------------
BALANCE, MARCH 31, 2000 5,255,000 $ 5,255 4,000 $ 4 $ 173,661 $ (38,773) $ 140,147
- ----------------------- =========== ========== =========== ========== ========== ================= ============
See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
------------------------
<CAPTION>
CUMULATIVE
FROM JUNE 19, 1990 THREE MONTHS ENDED
(INCEPTION) TO MARCH 31, 2000 MARCH 31, 2000
----------------------------- ------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (38,773) $ (18,544)
Adjustments to reconcile net loss to net
cash used by operating activities:
Decrease in prepaid expenses 7,205 -
----------------------------- ------------------------------
Net cash used by operating activities (31,568) (18,544)
----------------------------- ------------------------------
CASH FLOWS FROM INVESTING
ACTIVITIES - -
----------------------------- ------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Due to shareholder - (5,000)
Increase in paid in capital 4,820 -
Purchase of treasury shares (7,500) (7,500)
Proceeds from common stock issuances 144,100 139,000
----------------------------- ------------------------------
Net cash provided by financing
activities 141,420 126,500
----------------------------- ------------------------------
INCREASE IN CASH AND CASH
EQUIVALENTS 109,852 107,956
CASH AND CASH EQUIVALENTS - BEGINNING OF
PERIOD - 1,896
----------------------------- ------------------------------
CASH AND CASH EQUIVALENTS - END OF PERIOD $ 109,852 $ 109,852
- -------------------------------------------- ============================= ==============================
See accompanying notes to financial statements.
</TABLE>
<PAGE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
------------------------
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
- -----------------------------------------------------------------------
During 1998, the Company issued 10,000 shares of common stock for services
valued at $20,000.
During March 2000, the Company received $10,000 in exchange for 10,000 shares of
common stock. The funds were returned by the bank and the individual reimbursed
the Company in April 2000 (See Note 2).
See accompanying notes to financial statements
<PAGE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF MARCH 31, 2000
--------------------
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ------ ------------------------------------------
(A) ORGANIZATION AND BUSINESS OPERATIONS
----------------------------------------
LA Investment Associates, Inc. (a development stage company) ("the
Company") was incorporated in Nevada on June 19,1990 to serve as a
vehicle to effect a merger, exchange of capital stock, asset
acquisition or other business combination with a domestic or foreign
private business. At March 31, 2000, the Company had not yet commenced
any formal business operations, and all activity to date relates to the
Company's formation and proposed fund raising.
The Company's ability to commence operations is contingent upon its
ability to identify a prospective target business and raise the capital
it will require through the issuance of equity securities, debt
securities, bank borrowings or a combination thereof.
(B) BASIS OF PRESENTATION
-------------------------
Comparative financial statements for the three-month period ended March
31, 1999 have not been presented since the Company had no revenues,
expenses, or cash flows during that period. Activity began in May 1999.
(C) USE OF ESTIMATES
--------------------
In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and the disclosure of contingent assets and liabilities at the date of
the financial statements and revenues and expenses during the reported
period. Actual results could differ from those estimates.
(D) CASH AND CASH EQUIVALENTS
-----------------------------
For purposes of the statement of cash flows, the Company considers all
highly liquid investments purchased with an original maturity of three
months or less to be cash or equivalents.
(E) INCOME TAXES
----------------
The Company accounts for income taxes under the Financial Accounting
Standards Board of Financial Accounting Standards No. 109, Accounting
for Income Taxes (Statement 109). Under Statement 109, deferred tax
assets and liabilities are recognized for the future tax consequences
attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax
basis. Deferred tax assets and liabilities are measured using enacted
tax rates expected to apply to taxable income in the years in which
<PAGE>
LA INVESTMENT ASSOCIATES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF MARCH 31, 2000
--------------------
those temporary differences are expected to be recovered or settled.
Under Statement 109, the effect on deferred tax assets and liabilities
of a change in tax rates is recognized in income in the period that
includes the enactment date. There was no current income tax expense
due to the Company's operating loss. The deferred tax asset of
approximately $5,850 arising from the Company's net operating loss
carryforward of approximately $39,000 at March 31, 2000 has been fully
offset by a valuation allowance.
(F) LOSS PER SHARE
------------------
Net loss per common share for the three months ended March 31, 2000 and
for the period from June 19, 1990 (inception) to March 31, 2000 is
computed based upon the weighted average common shares outstanding as
defined by Financial accounting Standards No. 128 "Earnings Per Share".
There were no common stock equivalents outstanding at March 31, 2000.
NOTE 2 - SUBSCRIPTTION RECEIVABLE
- ---------------------------------
During March 2000, the Company received $10,000 in exchange for 10,000
shares of common stock. The check was returned for insufficient funds
due to an error on the part of the signor. This was corrected in April
2000 when the Company received payment for the stock and the common
stock was issued. The amount owed from the individual is shown as a
subscription receivable at March 31, 2000 since the cash was received
by the Company prior to the issuance of the accompanying independent
accountants' report.
NOTE 3 - STOCKHOLDERS' EQUITY
- -----------------------------
COMMON STOCK
------------
The Company is authorized to issue 25,000,000 shares of common stock at
$.001 par value. The Company has issued 5,255,000 shares through March
31, 2000.
<PAGE>
ITEM II MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS:
The following discussion of the results of operations and financial condition
should be read in conjunction with the audited financial statements and related
notes appearing under the caption "Financial Statements".
The Company did not have any revenues during the period from inception (June 9,
1990) to March 31, 2000. The Company incurred aggregate expenses of $39,731 from
inception and $19,356 in the most recent quarter. These expenses relate to
evaluation of proposed transactions. The Company had minor amounts of dividend
income which slightly reduced its loss from the amount of expenses incurred.
Liquidity and Capital Resources
The Company had total assets of $132,647 on March 31, 2000 which came primarily
from the sale of stock in private transactions. The Company believes is has
sufficient resources to meet its needs while evaluating business opportunities.
The Company will need to raise additional substantial capital in order to
effectuate any of the transactions it is evaluating. There is no assurance that
these efforts to raise additional capital will be successful nor any assurance
that the Company's actual capital needs will not be greater than anticipated, or
that the Company will generate revenues to fund its operations in the absence of
other sources.
PART II-OTHER INFORMATION
The statements in this quarterly report on Form 10-QSB that are not historical
constitute "forward-looking statements". Said forward-looking statements involve
risks and uncertainties which may cause the actual results, performance or
achievements of the Company and its subsidiaries to be materially different from
any future results, performance or achievements, expressed or implied by such
forward-looking statements. These forward-looking statements are identified by
their use of such terms and phrases as "expects", "intends", "goals",
"estimates", "projects", "plans", "anticipates", "should", "future", "believes",
and "scheduled".
The variables which may cause differences include, but are not limited to, the
following: general economic and business conditions; competition; success of
operating initiatives; operating costs; advertising and promotional efforts; the
existence or absence of adverse publicity; changes in business strategy or
development plans; the ability to retain management; availability, terms, and
deployment of capital; business abilities and judgment of personnel;
availability of qualified personnel; labor and employment benefit costs;
availability and costs of raw materials and supplies; and changes in, or failure
to comply with various government regulations. Although the Company believes
that the assumptions could be inaccurate, and therefore, there can be no
assurance that the forward-looking statements included in this filing will prove
to be accurate. In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such information
should not be regarded as a representation by the Company or any person that the
objectives and expectations of the Company will be achieved.
<PAGE>
ITEM 2. CHANGES IN SECURITIES
In March 2000, the Company sold 10,000 shares of its Common Stock for
$10,000. The sale was exempt from registration under the Securities Act of 1933,
as amended (the "Act") by reason of Section 4(2) of the Act as a transaction by
an issuer not involving a public offering. The shares issued in the transaction
are restricted securities under the Act.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
Exhibit Description of Exhibits
- ------- -----------------------
(b) Reports on Form 8-K
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
LA Investment Associates, Inc.
Date: May 22, 2000 /s/ Randall Prouty
- ------------------- -----------------------------------
Randall Prouty
President, Secretary, and Director
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 109,852
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 132,647
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 132,647
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 5,259
<OTHER-SE> 134,888
<TOTAL-LIABILITY-AND-EQUITY> 132,647
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 39,731
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (38,773)
<INCOME-TAX> 0
<INCOME-CONTINUING> (38,773)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (38,773)
<EPS-BASIC> (.017)
<EPS-DILUTED> (.017)
</TABLE>
