SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10QSB
Quarterly Report under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For Quarter Ended Commission File Number
September 30, 1999 0-27311
HI-PLAINS ENERGY CORP.
(Exact name of registrant as specified in its charter)
Wyoming 84-1413868
(State of incorporation) (I.R.S. Employer
Identification No.)
10200 W. 44th Avenue, Suite 400, Wheat Ridge, CO 80033
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 422-8127
Indicate by check mark 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 the filing
requirements for at least 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.
780,000 as of September 30, 1999
<PAGE>
<TABLE>
<CAPTION>
HI-PLAINS ENERGY CORP.
(A Development Stage Company)
BALANCE SHEET
September 30, 1999 and December 31, 1998
(Unaudited - See Note 1)
September 30, December 31,
1999 1998
------------------ -----------------
ASSETS
Current Assets:
<S> <C> <C>
Cash and cash equivalents $ 327 $ 612
Total Current Assets $ 327 $ 612
Other Assets-Investment $ 750 $ 750
================== =================
TOTAL ASSETS $ 1,077 $ 1,362
================== =================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable $ - $ -
Accounts payable, related parties $ - $ -
------------------ -----------------
Total current liabilities $ - $ -
------------------ -----------------
Stockholder's Equity:
Common stock, $0.001 stated $ 780 $ 480
value Authorized 50,000,000
shares Issued and outstanding
700,000 shares (480,000 @ 12/31/98)
Preferred stock, no par value, $ - $ -
100,000,000 shares authorized, no
shares outstanding
Contributed capital $ 1,470 $ 1,020
Retained Earnings (deficit) $ (1,173) $ (138)
------------------ -----------------
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY $ 1,077 $ 1,362
================== =================
</TABLE>
The accompanying notes are an integral part of the financial statements.
<PAGE>
<TABLE>
<CAPTION>
HI-PLAINS ENERGY CORP.
(A Development Stage Company)
STATEMENT OF OPERATIONS AND DEFICIT for the
three and nine month period ended September 30, 1999 and 1998
(Stated in US Dollars)
(Unaudited - See Note 1)
Three Months Ending Nine Months Ending
September 30, September 30,
1999 1998 1999 1998
----- ----- ----- ----
<S> <C> <C> <C> <C>
Revenue & Interest - - -
Expenses
Accounting and audit fees - - 1,035 -
---------------------------------------------------------
Profit (Loss) - - (1,035) -
---------------------------------------------------------
Net Loss for the period $ - $ - $ (1,035) $ -
============================ ============================
- - - -
Net loss per share
============================ ============================
Weighted average number of
common shares outstanding 780,000 480,000 780,000 480,000
============================ ============================
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HI-PLAINS ENERGY CORP.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
for the nine months ended September 30, 1999 and 1998
(Stated in US Dollars)
(Unaudited - See Note 1)
Nine Months ended
September 30, September 30,
1999 1998
----- ----
Cash flow from
operating activities:
<S> <C> <C>
Net income (loss) (1,035) -
Adjustments to reconcile net income (loss)
to net cash provided (used) by operating
activities:
Amortization
Consulting fees -
Gain on settlement of debt -
Management fees -
Changes in non-cash items:
Prepaid expenses - -
Accounts Payable - -
Due to related party - -
------------------- -----------------
Cash provided (used) by
operating activities - -
Cash flows used in investing activity
Organization costs - -
=================== =================
Net cash used in investing activity - $ -
=================== =================
Cash flows from financing activities:
Proceeds from issuance of common stock - -
Payment of offering costs - -
Contributed capital - -
------------------- -----------------
Net cash provided by financing activities - -
=================== =================
Cash beginning of period 1,387 1,387
------------------- -----------------
Cash, end of period $ 327 $ 1,387
=================== =================
</TABLE>
<PAGE>
HI-PLAINS ENERGY CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Stated in US Dollars)
(Unaudited See Note 1)
Note 1 Interim Reporting
These financial statements have not been audited or reviewed and have been
prepared on a compilation basis only. Readers are cautioned that these
statements may not be appropriate for their purposes. While the information
presented in the accompanying interim nine month financial statements is
unaudited, it includes all adjustments which are in the opinion of management,
necessary to present fairly the financial position, result of operations and
changes in cash flows for the interim period presented. It is suggested that
these financial statements be read in conjunction with the December 31, 1998
audited financial statements and notes thereto.
Note 2 Nature and Continuance of Operations
The company is in the development stage, devoting its efforts to locating merger
candidates, and has no business operations.
These financial statements have been prepared on a going concern basis. The
company has accumulated a deficit of ($1,173) since inception. Its ability to
continue as a going concern is dependent upon the ability of the company to
generate profitable operations in the future and/or to obtain the necessary
financing to meet its obligations and repay its liabilities arising from normal
business operations when they come due.
Note 3 Summary of Significant Accounting Policies
The financial statements of the company have been prepared in accordance with
generally accepted accounting principles in the United States. Because a precise
determination of many assets and liabilities is dependent upon future events,
the preparation of financial statements for a period necessarily involves the
use of estimates which have been made using careful judgement. Actual results
could differ from those estimates.
The financial statements have, in management's opinion, been properly prepared
within reasonable limits of materiality and within the framework of the
significant accounting policies summarized below:
Development Stage Company
The company is a development stage company as defined in Statement of Financial
Accounting Standards No. 7. The company is devoting substantially all of its
present efforts to acquire a new business and none of its planned principal
operations have commenced. All losses accumulated since inception have been
considered as part of the company's development stage activities.
<PAGE>
Income Taxes
The company uses the liability method of accounting for income taxes pursuant to
Statement of Financial Accounting Standards, No. 109 "Accounting for Income
Taxes.
Loss Per Share
Loss per share figures have been calculated based upon the weighted average
number of shares outstanding during the years.
Fair Value of Financial Instruments
The carrying value of cash, accounts payable and due to related parties
approximates fair value because of the short maturity of these instruments.
Note 4 Capital Stock -
Common stock
a) Authorized:
50,000,000, .001 par value
# #
b) Issued: 1999 1998
---- ----
Balance, September 30, 1999 and 1998 80,000 480,000
<PAGE>
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 1999
COMPARED TO SAME PERIOD IN 1998
The Company currently has no business operations and no business revenues. The
Company has experienced expenses for the nine month period of $1,035 and none
1998. The Company had no revenues for the period in 1999 or 1998. The Company
had a net loss of ($1,035) for the period in 1999, $1,000 of which was
accounting expense, and no profit or loss in the same period 1998. The Company
losses will continue until income can be achieved. While the company is seeking
capital sources for investment, there is no assurance that sources can be found.
RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1999 COMPARED TO SAME
QUARTER IN 1998
The Company currently has no business operations and no business revenues. The
Company had no expenses in the period in 1999 and no expenses in the period in
1998. The Company had no revenues in the period in 1999 or 1998. The Company
incurred no profit or loss in the period in 1999 or 1998.
The Company's losses will continue until a business and revenues can be acquired
and achieved. While the Company is seeking a business acquisition and capital
sources for investment, there is no assurance that a business can be acquired,
or that any capital sources for investment will be achieved.
LIQUIDITY AND CAPITAL RESOURCES
The Company had no cash capital at the end of the period and no assets. The
Company will be forced to either borrow or make private placements of stock in
order to fund operations. No assurance exists as to the ability to achieve loans
or make private placements of stock.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULT UPON SENIOR SECURITIES
None
<PAGE>
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
No reports on Form 8-K were made for the period for which this report
is filed.
<PAGE>
HI-PLAINS ENERGY CORP.
(A Development Stage Company)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HI-PLAINS ENERGY CORP.
Date: December 14, 1999
/s/ Z.S. Merritt
--------------------------------------
Z.S. Merritt, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 327
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 327
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1077
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 780
<OTHER-SE> 297
<TOTAL-LIABILITY-AND-EQUITY> 1077
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1035
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1035)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1035)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1035)
<EPS-BASIC> (.0)
<EPS-DILUTED> (.0)
</TABLE>
