U. S. 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 THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO ___________.
Commission File No. 0-27435
GAMEPLAN, INC.
(Name of Small Business Issuer in its Charter)
Nevada 87-0493596
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3701 Fairview Road
Reno, Nevada 98511
(Address of Principal Executive Offices) (Zip Code)
(775) 853-3980
(Issuer's Telephone Number)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Sections 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____
As of November 13, 2000, there were 15,225,000 shares of the Registrant's common
stock issued and outstanding.
Transitional Small Business Disclosure Format
(Check One): Yes __ No X
1
<PAGE>
PART I-FINANCIAL INFORMATION
Item 1. Financial Statements
GAMEPLAN, INC.
[A Development Stage Company]
Condensed Consolidated Balance Sheet
ASSETS
<TABLE>
<CAPTION>
Unaudited Audited
September 30, December 31,
2000 1999
--------------------- ---------------------
Current Assets
<S> <C> <C>
Cash $ 124 $ 3,400
--------------------- ---------------------
Total Current Assets 124 3,400
Equipment, net 5,037 8,051
Other Assets 0 0
--------------------- ---------------------
TOTAL ASSETS $ 5,161 $ 11,451
===================== =====================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accrued liabilities $ 0 $ 0
--------------------- ---------------------
Total Current Liabilities 0 0
Long-term liabilities
Notes payable 346,153 291,904
--------------------- ---------------------
Total Liabilities 346,153 291,904
Stockholders' Equity
Common stock 15,225 15,225
Additional paid in capital 727,566 727,566
Accumulated deficit during development stage (1,083,783) (1,023,244)
--------------------- ---------------------
Total Stockholders' Equity (340,992) (280,453)
--------------------- ---------------------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 5,161 $ 11,451
===================== =====================
</TABLE>
See accompanying notes
2
<PAGE>
GAMEPLAN, INC.
[A Development Stage Company]
Condensed Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
For the Three For the Three
Months Ended Months Ended
September 30, 2000 September 30, 1999
---------------------------- ----------------------------
<S> <C> <C>
Revenues $ -0- $ -0-
---------------------------- ----------------------------
General and administrative
expense 7,643 14,772
---------------------------- ----------------------------
Operating Loss (7,643) (14,772)
Interest expense 7,317
---------------------------- ----------------------------
Net Loss $ (14,960) $ (14,772)
============================ ============================
Net Loss per Share $ (0.01) $ (0.01)
============================ ============================
Weighted Average Number
of Shares Outstanding
15,225,000 15,225,000
============================ ============================
</TABLE>
See accompanying notes
3
<PAGE>
GAMEPLAN, INC.
[A Development Stage Company]
Condensed Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
For the Nine For the Nine
Months Ended Months Ended
September 30, 2000 September 30, 1999
---------------------------- ----------------------------
<S> <C> <C>
Revenues $ -0- $ -0-
---------------------------- ----------------------------
General and administrative
expense 37,489 35,601
---------------------------- ----------------------------
Operating Loss (37,489) (35,601)
Interest expense 23,049
---------------------------- ----------------------------
Net Loss $ (60,538) $ (35,601)
============================ ============================
Net Loss per Share $ (0.01) $ (0.01)
============================ ============================
Weighted Average Number
of Shares Outstanding
15,225,000 15,216,667
============================ ============================
</TABLE>
See accompanying notes
4
<PAGE>
GAMEPLAN, INC.
[A Development Stage Company]
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the Three For the Three
Months Ended Months Ended
September 30, 2000 September 30, 1999
---------------------------- -----------------------------
Cash Flows Used for Operating Activities:
<S> <C> <C>
Net Loss $ (14,960) $ (14,772)
Adjustments to reconcile net loss to
net cash used for operating activities:
Depreciation 1,004
Increase in Accrued Interest Payable 7,317
---------------------------- -----------------------------
Net Cash Flows Used for Operating Activities (6,639) (14,772)
Cash Flows Used for Investing Activities: -0- -0-
---------------------------- -----------------------------
Net Cash Flows Used for Investing Activities -0- -0-
Cash Flows Provided by Financing Activities
Increase in shareholder loan 3,500 21,500
Issued stock for cash (option) -0- -0-
---------------------------- -----------------------------
Net Cash Flows Provided by Financing 3,500 21,500
Activities
Net Increase (Decrease) in Cash (3,139) 6,728
Beginning Cash Balance 3,263 (2,872)
---------------------------- -----------------------------
Ending Cash Balance $ 124 $ 3,856
============================ =============================
</TABLE>
See accompanying notes
5
<PAGE>
GAMEPLAN, INC.
[A Development Stage Company]
Condensed Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
For the Nine For the Nine
Months Ended Months Ended
September 30, 2000 September 30, 1999
---------------------------- -----------------------------
Cash Flows Used for Operating Activities:
<S> <C> <C>
Net Loss $ (60,538) $ (35,601)
Adjustments to reconcile net loss to
net cash used for operating activities:
Depreciation 3,013 3,764
Increase in Accrued Interest Payable 23,049
---------------------------- -----------------------------
Net Cash Flows Used for Operating Activities (34,476) (31,837)
Cash Flows Used for Investing Activities: -0- -0-
---------------------------- -----------------------------
Net Cash Flows Used for Investing Activities -0- -0-
Cash Flows Provided by Financing Activities
Increase in shareholder loan 31,200 33,000
Issued stock for cash (option) -0- 2,500
---------------------------- -----------------------------
Net Cash Flows Provided by Financing 31,200 35,500
Activities
Net Increase (Decrease) in Cash (3,276) 3,663
Beginning Cash Balance 3,400 193
---------------------------- -----------------------------
Ending Cash Balance $ 124 $ (3,856)
============================ =============================
</TABLE>
See accompanying notes
6
<PAGE>
GAMEPLAN, INC.
[A Development Stage Company]
Notes to Condensed Consolidated Financial Statements
September 30, 2000
PRELIMINARY NOTE
The accompanying condensed consolidated financial statements have been prepared
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these condensed
financial statements be read in conjunction with the financial statements and
notes thereto included in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 1999.
ORGANIZATION AND MERGER
GamePlan, Inc. ("GamePlan" or "Company") was originally incorporated under the
laws of the State of Utah on August 26, 1981, as Sunbeam Solar, Inc. The Company
was dormant until April 27, 1984, at which time common stock was issued. On
December 23, 1991, the Company entered into a plan of merger with GamePlan,
Inc., a Nevada corporation. GamePlan, Inc. was the surviving corporation. The
Company is in the development stage and is exploring new ideas for its planned
principal operations.
On September 22, 1999, the Company created a wholly-owned subsidiary, in the
State of Nevada, under the name "Gameplaninc.com". The consolidated financial
statements of the Company include the accounts of GamePlan, Inc. and its
subsidiary. All significant intercompany transactions have been eliminated.
COMMON STOCK
On February 4, 1999, a director exercised options to purchase 25,000 shares of
common stock at $0.10 per share. The Company received $2,500 on March 25, 1999.
7
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not had revenues from business operations since before April
1986. Over the past several years, the Company's President, Robert G. Berry, has
been actively developing a comprehensive business plan for the Company. In
connection with the filing of the Company's Quarterly Report for the quarter
ended June 30, 2000, the Company announced the completion of an expanded,
comprehensive new business plan (the "New Plan"). The New Plan builds upon the
Company's former concepts related to providing legal services and products.
However, the New Plan envisions the creation of multiple new subsidiaries and/or
divisions of the Company for the purpose of providing, in addition to web-based
tools for locating and engaging legal counsel, a variety of other new integrated
products and services, including finance and lending services, insurance
products, escrow services, and member legal service organizations to be
comprised of licensed attorneys.
All proposed services of the Company are to be developed and provided to the
consumer based upon strict adherence to a business and professional model
developed by Mr. Berry. This model, known as "integrative law/integrative
dispute resolution techniques", is the subject of two new books authored by Mr.
Berry. The Company anticipates that the new books, Jurisdocracy to Netocracysm,
will be published and available for sale to the public within the next several
months. Jurisdocracy focuses on the many serious problems facing clients,
lawyers and insurance companies and offers three solutions. Netocracysm broadens
the scope considerably and offers many educational, special interest,
twenty-three legislative and thirteen practice reforms, all calculated to bring
selected disputes to early resolution with "win-win" solutions.
Reference is made to the full summary of the New Plan, which is set forth in the
Company's Quarterly Report on Form 10-QSB for the quarter ended June 30, 2000.
To date, no elements of the New Plan have been implemented, and the Company has
no revenues from business operations. Implementation of the New Plan is
contingent upon the Company raising substantial amounts of working capital,
locating and hiring a qualified management team, engaging multiple third-party
service providers to design and implement a complex, internet-based, information
handling system for the Company and its proposed family of subsidiaries, and to
enter into agreements and alliances with attorneys, lending and financial
service providers, insurance providers, and other risk-management professionals.
To date, however, no agreements have been made, nor potential investors
identified, regarding additional capital for the Company. There can be no
assurance that the Company will be able to raise the capital necessary to pursue
its present Plan. Significant aspects of the Company's New Plan are new and
unproven in the marketplace. Accordingly, there are substantial risks and
uncertainties associated with investment in the Company which are more fully set
forth in the "Risk Factor" section of the New Plan summary description contained
in the Company's June 30, 2000 Form 10-QSB.
8
<PAGE>
There may be market or other barriers to entry or unforeseen factors which make
the New Plan unfeasible. Accordingly, the Company may refine, rewrite, or
abandon some or all elements of the New Plan. In conjunction with the New Plan,
or as an alternative thereto, the Company will continue to consider acquisition
or merger opportunities with existing businesses which might benefit the Company
and its shareholders. Such acquisitions may create business opportunities for
the Company completely unrelated to the New Plan.
Apart from any cash requirements necessary to implement the New Plan, the
Company will continue to incur expenses relating to maintenance of the Company
in good standing, filing required reports with the SEC and other regulatory
agencies, and investigating potential business ventures. The Company believes
that such additional maintenance expenses will be advanced by management or
principal stockholders as loans to the Company.
PART II--OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Number Description
27 Financial Data Schedule for Quarterly Report on Form 10-QSB
for September 30, 2000
(b) Forms 8-K. The Company filed no Current Reports on Form 8-K
during the quarter for which this report is filed.
9
<PAGE>
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.
GAMEPLAN, INC.
/s/ Robert G. Berry
Date: November 14, 2000 --------------------------------
Robert G. Berry,
President and Director