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 JUNE 30, 2000
[ ] Transition report under section 13 or 15(d)
of the Exchange Act.
COMMISSION FILE NUMBER 0-27995
EINSURE NETWORKS CORPORATION
--------------------------------------
(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-4714549
-------- ----------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
14724 Ventura Blvd. Floor 2, Sherman Oaks, CA 91403
----------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(818) 971-5184
--------------
(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
--- ---
As of August 15, 2000, there were 1,000,000 shares of Common Stock, $0.001
par value, of the issuer outstanding.
Transitional Small Business Disclosure Format (check one)
YES NO X
--- ---
<PAGE>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
INDEX
PART I. FINANCIAL INFORMATION PAGE NUMBER
Item 1. Financial Statements
BALANCE SHEET AS OF JUNE 30, 2000 (UNAUDITED) AND
DECEMBER 31, 1999 2
STATEMENTS OF OPERATIONS FOR THE THREE MONTHS AND
SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999 AND
FROM NOVEMBER 25, 1998 (INCEPTION) TO JUNE 30, 2000
(UNAUDITED) 3
STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED
JUNE 30, 2000 AND JUNE 30, 1999 AND FOR THE PERIOD
FROM NOVEMBER 25, 1998 (INCEPTION) TO JUNE 30, 2000
(UNAUDITED) 4
NOTES TO FINANCIAL STATEMENTS AS OF JUNE 30, 2000
(UNAUDITED) 5-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports filed on Form 8-K 8
Signatures 9
1
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
ASSETS
June 30,
2000 December 31,
(unaudited) 1999
----------- --------------
CURRENT ASSETS
Cash $ 260 $ 350
----------- --------------
TOTAL ASSETS $ 260 $ 350
------------ =========== ==============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
LIABILITIES
Loan payable to stockholder $ 25,228 $ 8,928
----------- --------------
TOTAL LIABILITIES 25,228 8,928
----------- --------------
STOCKHOLDERS' DEFICIENCY
Preferred stock, $0.01 par value, 100,000
shares authorized, none issued and
outstanding - -
Common stock, $0.001 par value, 10,000,000
shares authorized, 1,000,000 issued and
outstanding 1,000 1,000
Accumulated deficit during development stage (25,968) (9,578)
----------- --------------
TOTAL STOCKHOLDERS' DEFICIENCY (24,968) (8,578)
----------- --------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY $ 260 $ 350
---------------------------------------------- =========== ==============
See accompanying notes to financial statements
2
<PAGE>
<TABLE>
<CAPTION>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
For the
For the For the For the Period From
For the Three Six Six November 25,
Three Months Months Months 1998
Months Ended Ended Ended (Inception)
Ended June June 30, June 30, June 30, to
30, 2000 1999 2000 1999 June 30, 2000
------------ ---------- ---------- ----------- --------------
<S> <C> <C> <C> <C> <C>
REVENUES $ - $ - $ - $ - $ -
------------ ---------- ---------- ----------- --------------
EXPENSES
Accounting fees 2,000 500 4,000 500 4,500
Bank charges 45 30 90 30 210
Consulting fees - - - - 388
Legal fees 3,000 7,000 6,000 7,000 13,000
License, fees and permits - - - - 362
Office & postage expense 750 1,958 1,500 1,958 2,708
Rent 2,400 - 4,800 - 4,800
------------ ---------- ---------- ----------- --------------
NET LOSS $ (8,195) $ (9,488) $(16,390) $ (9,488) $ (25,968)
--------
============ ========== ========== =========== ==============
Net loss per share - basic and diluted $ (0.0082) $(0.0103) $(0.0164) $ (0.0204) $ (0.0337)
============ ========== ========== =========== ==============
Weighted average number of shares
outstanding during the period - basic
and diluted 1,000,000 932,077 1,000,000 464,088 770,548
============ ========== ========== =========== ==============
</TABLE>
See accompanying notes to financial statements
3
<PAGE>
<TABLE>
<CAPTION>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
November
For the For the 25, 1998
six months six months (inception)
ended June ended June to June
30, 2000 30, 1999 30, 2000
------------- ------------ ------------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (16,390) $ (9,488) $ (25,968)
Adjustments to reconcile net loss to net cash
used in operating activities:
Increase in accrued expenses - 500 -
------------ ------------ ------------
Net cash used in operating activities (16,390) (8,988) (25,968)
------------ ------------ ------------
Cash flows from financing activities
Proceeds from issuance of common stock - 1,000 1,000
Loan proceeds from stockholder 16,300 8,078 25,228
------------ ------------ ------------
Net cash provided by financing activities 16,300 9,078 26,228
------------ ------------ ------------
Net (DECREASE) increase in cash (90) 90 260
Cash and cash equivalents - Beginning 350 - -
------------ ------------ ------------
Cash and cash equivalents - ending $ 260 $ 90 $ 260
============ ============ ============
</TABLE>
See accompanying notes to financial statements
4
<PAGE>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) Organization and Business Operations
eInsure Networks Corporation (a development stage company) ("the
Company") was incorporated in Delaware on November 25, 1998 to
engage in an internet-based business. At June 30, 2000, the
Company had not yet commenced any revenue-generated operations,
and all activity to date relates to the Company's formation,
proposed fund raising, and business plan development.
The Company's ability to commence revenue-generating operations
is contingent upon its ability to implement its business plan 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
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles and the rules and regulation of the Securities and
Exchange Commission for interim financial information necessary
for a comprehensive presentation of financial position and
results of operations.
In Management's opinion, however that all material adjustments
(consisting of normal recurring adjustments) have been made which
are necessary for a fair financial statement presentation. The
results for the interim period are not necessarily indicative of
the results to be expected for the year.
For further information, refer to the financial statements and
footnotes included in the Company" Form 10-KSB for the year ended
December 31, 1999.
(C) Use of Estimates
The preparation of the 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 and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
5
<PAGE>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(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 equivalents.
(E) Income Taxes
The Company accounts for income taxes under the Financial
Accounting Standards Board Statement 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 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 were no
current or deferred income tax expense or benefits due to the
Company not having any material operations for the six months
ended June 30, 2000.
(F) Loss Per Share
Net loss per common share for the periods presented 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
June 30, 2000.
NOTE 2 LOAN PAYABLE TO STOCKHOLDER
The loan payable to stockholder is a non-interest-bearing loan
payable to PageOne Business Productions, LLC arising from funds
advanced to the Company.
The amount is due and payable upon demand.
6
<PAGE>
EINSURE NETWORKS CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 3 STOCKHOLDERS' DEFICIENCY
(A) Preferred Stock
The Company is authorized to issue 100,000 shares of preferred
stock at $.01 par value, with such designations, preferences,
limitations and relative rights as may be determined from time to
time by the Board of directors. No preferred shares have been
issued as of June 30, 2000.
(B) Common Stock
The Company is authorized to issue 10,000,000 shares of common
stock at $.001 par value. The Company issued 900,000 and 100,000
shares to Apple Tree Investment Company, Ltd. and PageOne
business Productions, LLC, respectively.
NOTE 4 GOING CONCERN
As reflected in the accompanying financial statements, the
Company has accumulated losses of $25,968 since inception, a
working capital deficiency of $24,968, and has not generated any
revenues since it has not yet implemented its business plan. The
ability of the Company to continue as a going concern is
dependent on the Company's ability to raise additional capital
and implement its business plan. The financial statements do not
include any adjustments that might be necessary if the Company is
unable to continue as a going concern.
The Company intends to implement its business plan and is seeking
funding through the private placement of its equity or debt
securities or may seek a combination with another company already
engaged in its proposed business. Management believes that
actions presently taken provide the opportunity for the Company
to continue as a going concern.
7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
RESULTS OF OPERATIONS
The following discussion and analysis below should be read in conjunction
with the financial statements, including the notes thereto, appearing elsewhere
in this report. For the period since inception (November 25, 1998) through June
30, 2000, during the Company's development stage, the Company has a positive
cash balance of $260.00, and has accumulated losses of ($25,968).
FINANCIAL CONDITION AND LIQUIDITY
The Company has a working capital deficiency of $24,968 and has an ongoing
need to finance its activities. To date, the Company has funded these cash
requirements by offering and selling its Common Stock, in addition to cash
advances from current stockholders, and has issued 1,000,000 shares of Common
Stock for net proceeds of $1,000. The Company expects to fund its immediate
needs through private placements of its securities and may seek a suitable
business combination. Operating costs for the current period were funded by a
loan from a stockholder.
PLAN OF OPERATION
The Company has registered a dot.com name and has determined it can begin
conducting its business with limited financing that it has arranged.
PART II OTHER INFORMATION
Item 6. Exhibits and Reports filed on Form 8-K
(a) Exhibits
Exhibit No. Description
---------- -----------
27 Financial Data Schedule
(b) Reports on Form 8-K
None.
8
<PAGE>
SIGNATURES
----------
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
EINSURE NETWORKS CORPORATION
----------------------------
Registrant
August 21, 2000 By: /s/ James P. Walters
--------------- --------------------------------
James P. Walters
Chief Financial Officer
(Principal Financial Officer)
9
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
---------- -----------
27 Financial Data Schedule
