U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
Commission File Number:
Springfield Acquisitions Corporation
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(Exact name of small business issuer as specified in its charter)
Colorado 84-1088455
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(State of other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
8891 East Easter Place Englewood, CO 80112
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(Address of principal executive offices including zip code)
(303) 741-0745
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(Issuer's telephone number)
N/A
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Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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
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As of September 30, 2000 the Registrant had 500,000 shares of common stock, no
par value per share, outstanding.
Transitional Small Business Disclosure Format (check one): Yes No X
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INDEX
PAGE
NUMBER
Part I. Financial Information
Item I. Financial Statements
Review Report of Independent Certified
Public Accountant 3
Balance Sheets as of September 30, 2000
and December 31, 1999 4
Statement of Operations, Three Months
Ended September 30, 2000 and 1999 5
Statement of Operations, Nine Months
Ended September 30, 2000 and 1999 6
Statement of Cash Flows, Nine Months
Ended September 30, 2000 and 1999 7
Notes to Financial Statements 8
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 9
Part II. Other Information 10
This report contains forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of the Securities Act of 1933, as amended, and is subject to the safe harbors
created by those sections. These forward-looking statements are subject to
significant risks and uncertainties which may cause actual results to differ
materially from those discussed in such forward-looking statements. The
forward-looking statements within this Form 10-QSB are identified by words such
as "believes," "anticipates," "expects," "intends," "may," "will" and other
similar expressions. However, these words are not the exclusive means of
identifying such statements. In addition, any statements which refer to
expectations, projections or other characterizations of future events or
circumstances are forward-looking statements. The Company undertakes no
obligation to publicly release the results of any revisions to these
forward-looking statements which may be made to reflect events or circumstances
occurring subsequent to the filing of this Form 10-QSB with the Securities and
Exchange Commission ("SEC"). Readers are urged to carefully review and consider
the various disclosures made by the Company in this report and in the Company's
other reports filed with the SEC that attempt to advise interested parties of
the risks and factors that may affect the Company's business.
2
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REVIEW REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT
The Board of Directors
Springfield Acquisitions Corporation
Boulder, CO
We have reviewed the accompanying balance sheet of Springfield Acquisitions
Corporation as of September 30, 2000, and the related statements of operations
and cash flows for the three and nine months then ended, in accordance with
Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants. All information included in
these financial statements is the representation of the management of
Springfield Acquisitions Corporation.
A review of interim financial statements consists principally of inquiries of
Company personnel responsible for financial matters and analytical procedures
applied to financial data. 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.
As discussed in the notes to the financial statements, certain conditions
indicate that the Company may be unable to continue as a going concern. The
accompanying financial statements do not include any adjustments to the
financial statements that might be necessary should the Company be unable to
continue as a going concern.
Schumacher & Associates, Inc.
Certified Public Accountants
2525 Fifteenth Street, Suite 3H
Denver, Colorado 80211
November 10, 2000
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<TABLE>
<CAPTION>
SPRINGFIELD ACQUISITIONS CORPORATION
BALANCE SHEETS
(Unaudited)
ASSETS
September 30, December 31,
2000 1999
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Current Assets
<S> <C> <C>
Accounts receivable, related party $ 205 $ 205
------- -------
Total Current Assets 205 205
Total Assets $ 205 $ 205
======= =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable 5,738 3,403
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Total Liabilities 5,738 3,403
======= =======
Stockholders' (Deficit):
Preferred Stock, no par value,
10,000,000 shares authorized
none issued and outstanding -- --
Common Stock, no par value,
800,000,000 shares authorized
500,000 shares issued and
outstanding 300 300
Accumulated deficit (5,833) (3,498)
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Total Stockholders' (Deficit) (5,533) (3,198)
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Total Liabilities and Stockholders' (Deficit) $ 205 $ 205
======= =======
The accompanying notes are an integral part of the financial statements.
4
</TABLE>
<PAGE>
SPRINGFIELD ACQUISITIONS CORPORATION
STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended
September 30,
2000 1999
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Revenues $ -- $ --
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Operating Expenses:
Audit fees 250 --
Legal fees -- --
Other 225 --
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Total Operating Expenses 475 --
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Net Loss (475) --
--------- ---------
Net Loss Per Share $ 0.00095 $ 0.00000
========= =========
Weighted Average Number of Shares
Outstanding 500,000 500,000
========= =========
The accompanying notes are an integral part of the financial statements.
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SPRINGFIELD ACQUISITIONS CORPORATION
STATEMENT OF OPERATIONS
(Unaudited)
Nine Months Ended
September 30,
2000 1999
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Revenues $ -- $ --
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Operating Expenses:
Audit fees 2,000 --
Legal fees -- --
Other 335 --
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Total Operating Expenses 2,335 --
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Net Loss $ (2,335) $ --
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Net Loss Per Share $ 0.00467 $ nil
========= =========
Weighted Average Number of Shares
Outstanding 500,000 500,000
========= =========
The accompanying notes are an integral part of the financial statements.
6
<PAGE>
SPRINGFIELD ACQUISITIONS CORPORATION
STATEMENT OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30,
2000 1999
--------------------------
Cash Flows from Operating Activities:
Net (loss) $ (2,335) $ --
(Decrease) in accounts payable -- --
Increase in accounts payable 2,335 --
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Net Cash (Used in) Operating Activities -- --
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Cash Flows from Investing Activities -- --
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Cash Flows from Financing Activities
Proceeds from issuance of stock --
Net Cash Provided by Financing Activities --
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(Decrease) in Cash -- --
Cash, Beginning of Period -- --
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Cash, End of Period $ -- $ --
=========== ==========
Interest Paid $ -- $ --
=========== ==========
Income Taxes Paid $ -- $ --
=========== ==========
The accompanying notes are an integral part of the financial statements.
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SPRINGFIELD ACQUISITIONS CORPORATION
NOTES TO FINANCIAL STATEMENTS
September 30, 2000 (Unaudited)
(1) Condensed Financial Statements
------------------------------
The financial statements included herein have been prepared by Springfield
Acquisitions Corporation without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in the financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted as
allowed by such rules and regulations, and Springfield Acquisitions Corporation
believes that the disclosures are adequate to make the information presented not
misleading. It is suggested that these financial statements be read in
conjunction with the December 31, 1999 audited financial statements and the
accompanying notes thereto. While management believes the procedures followed in
preparing these financial statements are reasonable, the accuracy of the amounts
are in some respect's dependent upon the facts that will exist, and procedures
that will be accomplished by Springfield Acquisitions Corporation later in the
year.
The management of Springfield Acquisitions Corporation believes that the
accompanying unaudited condensed financial statements contain all adjustments
(including normal recurring adjustments) necessary to present fairly the
operations and cash flows for the periods presented.
(2) Basis of Presentation - Going Concern
-------------------------------------
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern. However, the Company has sustained operating losses
since its inception and has a net capital deficiency. This fact raises
substantial doubt about the Company's ability to continue as a going concern.
Management is attempting to raise additional capital.
In view of these matters, realization of certain of the assets in the
accompanying balance sheet is dependent upon continued operations of the
Company, which in turn is dependent upon the Company's ability to meet its
financial requirements, raise additional capital, and the success of its future
operations.
Management is in the process of attempting to raise additional capital and
reduce operating expenses. Management believes that its ability to raise
additional capital and reduce operating expenses provide an opportunity for the
Company to continue as a going concern.
8
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Springfield Acquisitions Corporation (the "Company") was organized as a Colorado
corporation on March 15, 1989, in order to evaluate, structure and complete a
merger with, or acquisition of, prospects consisting of private companies,
partnerships or sole proprietorships. The Company may seek to acquire a
controlling interest in such entities in contemplation of later completing an
acquisition. The Company is not limited to any operation or geographic area in
seeking out opportunities. Management has not identified any particular business
or industry within which the Company will seek an acquisition or merger. The
Company has not conducted, nor have others made available to it, market research
supporting the viability of the Company's proposed operations.
The Company generated no revenues during the quarter ended September 30, 2000,
and management does not anticipate any revenues until following the conclusion
of a merger or acquisition, if any, as contemplated by the Company's business
plan.
The Company's capital is limited. The Company anticipates operational costs will
be limited until such time as significant evaluation work is undertaken
regarding prospective mergers or acquisitions.
At September 30, 2000, the Company had no material commitments for capital
expenditures.
9
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
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
The Company was not required to file a report on Form 8-K during
the nine months ended September 30, 2000.
Exhibit 27. Financial Data Schedule
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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.
SPRINGFIELD ACQUISITIONS CORPORATION
Date: November 10, 2000 By: /s/ Robert Hirsekorn
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Robert Hirsekorn
President
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