SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the year ended December 31, 1999
Commission File No. 000-28095
MCCARTHY GRENACHE, INC.
(Exact name of registrant as specified in its charter)
Nevada 88-0412635
(State of organization) (I.R.S. Employer Identification No.)
3651 Lindell Road, Suite A, Las Vegas, NV 89103
(Address of principal executive offices)
Registrant's telephone number, including area code (702) 873-7404
Securities registered under Section 12(g) of the Exchange Act:
Common stock, $0.001 par value
per share
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. Yes X
Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B not contained in this form, and no
disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendments to this Form 10-KSB. [ X ]
Issuer's Revenue during the year ended December 31, 1999: $0
Aggregate market value of the voting and non-voting common equity
held by non-affiliates based on the price of N/A per share (the
selling or average bid and asked price) as of September 20, 2000:
N/A
DOCUMENTS INCORPORATED BY REFERENCE:
The Company's Form 10-SB/A, filed on February 29, 2000, and the
exhibits attached thereto, are incorporated by reference.
PART I
ITEM 1. DESCRIPTION OF BUSINESS
Background
McCarthy Grenache, Inc., (the "Issuer" or "Company") was
incorporated under the laws of the State of Nevada on December
19, 1997, as McCarthy Grenache, Inc. McCarthy Grenache, Inc., was
initially wholly owned by Gregorian Surgical Instruments, Inc.
("Gregorian"). Gregorian, a corporation formed under the laws of
the Province of British Columbia, Canada in November of 1995, was
the predecessor parent company. In December of 1997, the
shareholders of Gregorian exchanged all the shares of Gregorian
on a one for one basis for shares of Common Stock of the Company
and the resulting successor corporation is McCarthy Grenache,
Inc. The Company has no subsidiaries and no affiliated companies.
The Company is a development stage company which does not
currently have supply contracts and, therefore, does not have
revenues from operations for the last two fiscal years.
Business of Issuer
The Company is engaged in the development of a principally
wholesale medical supplies, surgical instruments, and equipment
supply service. The Company's products are intended to be:
bathroom safety bars for the infirm, canes, colostomy supplies,
crutches, gloves, stethoscopes, nebulizers, oxygen supplies,
walkers, wheel chairs, and wheelchair van modification kits for
the disabled. The Company's products will be marketed to the aged
and the infirm. Management of the Company believes there is a
demand for these products due to the rapid increase in the age of
the population in the US due to better medical care and the baby
boom population reaching retirement age. Management further
believes that the rapid expansion of the Las Vegas area will
create a shortage of the types of products the Company intends to
market.
The Company intends to lease a suitable office/warehouse and will
wholesale products directly to retailers, medical and nursing
home facilities through mail order, Internet order and
advertising in the press and various other media. The Company
anticipates being able to broker orders through utilizing
attainable contacts within the medical supplies industry and
matching vendors with end-users via wholesaling. The Company
intends to generate revenue in the future by being listed in the
yellow pages and by developing its web-site for Internet orders
and inquiries. At this time, the Company does not have any
principal business suppliers.
The Company's competition varies among its business lines.
Competition in these products and services is primarily centered
on styling, quality, price, brand recognition and service with an
emphasis on the latter. In order for the Company to be
competitive in these marketplaces, the Company must effectively
maintain and promote the quality of its services and its products
among consumers and establish strong marketing relationships with
manufacturers and distributors of products which enhance that
quality image. While the Company believes that it will compete
effectively, the Company competes with a number of manufacturers
and marketers of medical supplies and equipment which have
substantially greater resources than the Company and many of
which have well-recognized brand name contracts and broader and
more established distribution networks. The Company anticipates
being able to utilize its smaller size to attract those seeking
more personalized service and to maintain its ability to adapt
with technological changes over the Internet and in the
marketplace. Further, the Company expects to utilize the Internet
to further attract customers via various search engines upon
completion of various web pages. Specific organizations with whom
the Company intends to compete are A to Z Medical Supply, Medical
Mart and Mobility Plus, all located in Las Vegas, Nevada. As the
Company has not started marketing products, it presently has no
share of this market.
ITEM 2. DESCRIPTION OF PROPERTY.
The Company's principal executive and administrative offices are
located in Nevada at 3651 Lindell Road, Suite A, Las Vegas NV
89103 in leased premises under an agreement for a term scheduled
to expire June 1, 2000, at which time the Company will renew the
lease for another 12 month term unless the Company has made other
plans or found suitable office/warehouse space. The Company's
right to renew its lease for another term is guaranteed at the
Company's option, with thirty days' notice. The Company is
obligated to pay $1,200 in rent per year on a shared office
basis. The rent for the next 12 month term, if leased, will be
$1,260 per year. The new lease term will only be executed, if
necessary, for economic reasons until the Company has adequate
financing to develop its business and requires other space. The
Company considers its executive and administrative offices to be
adequate and suitable for its current needs. The Company does not
own or lease any other real estate.
ITEM 3. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action by
or against the Company has been threatened.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the fourth quarter of the
Company's fiscal year ending December 31, 2000.
PART II
ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.
The Company's common stock is not currently quoted on the over-
the-counter. There is no market for the Company's stock at the
present time.
The Company's common stock is considered a "penny stock" under
the Commission rules.
Effective August 11, 1993, the Securities and Exchange Commission
adopted Rule 15g-9, which established the definition of a "penny
stock," for purposes relevant to the Company, as any equity
security that has a market price of less than $5.00 per share or
with an exercise price of less than $5.00 per share, subject to
certain exceptions. For any transaction involving a penny stock,
unless exempt, the rules require: (i) that a broker or dealer
approve a person's account for transactions in penny stocks; and
(ii) the broker or dealer receive from the investor a written
agreement to the transaction, setting forth the identity and
quantity of the penny stock to be purchased. In order to approve
a person's account for transactions in penny stocks, the broker
or dealer must (i) obtain financial information and investment
experience and objectives of the person; and (ii) make a
reasonable determination that the transactions in penny stocks
are suitable for that person and that person has sufficient
knowledge and experience in financial matters to be capable of
evaluating the risks of transactions in penny stocks. The broker
or dealer must also deliver, prior to any transaction in a penny
stock, a disclosure schedule prepared by the Commission relating
to the penny stock market, which, in highlight form, (i) sets
forth the basis on which the broker or dealer made the
suitability determination; and (ii) that the broker or dealer
received a signed, written agreement from the investor prior to
the transaction. Disclosure also has to be made about the risks
of investing in penny stocks in both public offerings and in
secondary trading, and about commissions payable to both the
broker-dealer and the registered representative, current
quotations for the securities and the rights and remedies
available to an investor in cases of fraud in penny stock
transactions. Finally, monthly statements have to be sent
disclosing recent price information for the penny stock held in
the account and information on the limited market in penny
stocks.
The National Association of Securities Dealers, Inc. (the
"NASD"), which administers NASDAQ, has recently made changes in
the criteria for initial listing on the NASDAQ Small Cap market
and for continued listing. For initial listing, a company must
have net tangible assets of $4 million, market capitalization of
$50 million or net income of $750,000 in the most recently
completed fiscal year or in two of the last three fiscal years.
For initial listing, the common stock must also have a minimum
bid price of $4 per share. In order to continue to be included on
NASDAQ, a company must maintain $2,000,000 in net tangible assets
and a $1,000,000 market value of its publicly-traded securities.
In addition, continued inclusion requires two market-makers and a
minimum bid price of $1.00 per share.
Holders
As of September 20, 2000, there were 51 shareholders of record of
the Company's common stock.
Dividends
The Registrant has not paid any dividends to date, and has no
plans to do so in the immediate future.
In December 1997, the Company issued 4,942,000 shares of Common
Stock in connection with the reorganization and exchange of
shares only with the shareholders of Gregorian, the predecessor
company, on a share for share basis with no cash or other
consideration, pursuant to an exemption from registration under
Section 4(2) of the Securities Act of 1933, as amended. These
shares were valued at the par value of $.001 per share. Following
the exchange of shares, the value of the shares of the subsidiary
was written off in the period in which the subsidiary was
liquidated. The Company recognized a loss of $4,942 pursuant to
this transaction.
In December 1997, the Company issued 40,000 shares of Common
Stock for cash proceeds of $4,000 in a private transaction,
pursuant to an exemption from registration under Section 4(2) of
the Securities Act of 1933, as amended.
In February 1998, the Company issued 60,000 shares of Common
Stock for cash proceeds of $6,000 in a private transaction,
pursuant to an exemption from registration under Section 4(2) of
the Securities Act of 1933, as amended.
In September 1999, the Company issued 80,000 shares of Common
Stock for cash proceeds of $20,000 in a private transaction,
pursuant to an exemption from registration under Section 4(2) of
the Securities Act of 1933, as amended.
All of the above issuances of securities were issued in reliance
on Section 4(2) of the Securities Act of 1933, as amended, which
provides an exemption from registration for transactions not
involving any public offering. Each distribution above was very
small for nominal amounts, was made to close friends and
associates and was consistent with normal growth of a small
company. Management of the Company believes that Section 4(2) of
the Securities Act of 1933, as amended, was enacted with the
intent to exempt such small business offerings from registration.
ITEM 6. MANAGEMENT'S PLAN OF OPERATION
NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS
This registration statement contains statements that are forward-
looking statements within the meaning of the federal securities
laws. These include statements about our expectations, beliefs,
intentions or strategies for the future, which we indicate by
words or phrases such as "anticipate," "expect," "intend,"
"plan," "will," "believe" and similar language. These statements
involve known and unknown risks, including those resulting from
economic and market conditions, the regulatory environment in
which we operate, competitive activities, and other business
conditions, and are subject to uncertainties and assumptions set
forth elsewhere in this registration statement. Our actual
results may differ materially from results anticipated in these
forward-looking statements. We base our forward-looking
statements on information currently available to us, and we
assume no obligation to update these statements.
Plan of Operation
The Company is organizing to wholesale medical supplies, surgical
instruments and equipment specializing in ambulatory aids for the
aged. Additional funding through private placement will be
necessary to enable the Company to lease a suitable office
warehouse facility in Las Vegas and to enable the Company to
complete its Web Page and to secure contracts with suppliers and
users.
The Company intends to raise adequate funds from interested local
parties to provide adequate working capital of up to $750,000 for
the next 12 months. When the Company seeks to actually raise such
funds, it is anticipated it will do so by undertaking an offering
of securities pursuant to Regulation D, Rule 505 or 506, which
provides an exemption from registration under the Securities Act
of 1933, as amended. Management will select the exemption at the
time it makes such an offering based upon advice of counsel. At
this time, management has not commenced any such offering. Such
raised funds would be used to develop Internet business, pay
professionals and for advertising in the Yellow Pages and media.
No product research or development is considered necessary; no
new equipment or plant is required, nor is there expected to be a
significant change in the number of employees over the next 12
months.
The Company plans to market and promote its wholesale medical
supplies starting in Nevada. The Company has reserved the
Internet site "www.mccarthymedical.com" which is currently under
development and is expected to be operational by March 15, 2000
or shortly thereafter. Since public interest in health is at an
all time high and growing, our presence on the Internet, along
with increased information on the Internet, and the aging of the
baby boom generation, should result in the development of a
vastly improved medical supply industry. Many items such as
wheelchairs, walkers, and mobility equipment for the aged and
infirm are automatically approved by most medical insurance
programs. There is a shortage of ambulatory equipment in the
United States today due to the increasing age of the population.
Website and E-Commerce
The Company is in the process of developing an Internet Website
located on the World Wide Web at www.mccarthymedical.com. The
Website is in the process of being constructed. The Company
anticipates that the Website, once it is constructed, will
promote the Company's medical supplies and equipment.
Marketing
The Company intends to acquire and market medical supplies and
equipment for the aged direct to the retailers from the
manufacturers. The Company intends to rely on a marketing team
and for the prospects of e-commerce to implement the Company's
marketing objectives. The Company also intends to utilize direct
mailing, and e-mail to solicit manufacturers and retailers.
The Company's marketing and licensing strategy is to (i)
establish and expand the sales of the Company's products; (ii)
selectively establish licensed product lines to be marketed and
promoted on the Company's offline developed website; (iii) expand
the number of representatives; and, (iv) acquire or establish
relationships with major manufacturers businesses, companies,
properties or technologies.
The Company will purchase most of its inventory from existing
manufacturers principally in North America and Asia. To date, no
contracts have been executed and the Company does not anticipate
entering into any contracts due to lack of funding. Upon funding,
letters of credit may be sought.
The Company does not anticipate being dependent on one major or a
few major customers. The Company intends to supply to large
nursing facilities and hospitals as well as to major drug store
chains and emergency clinics. However, at this time, the Company
does not have any contracts with any such organizations. Also,
management of the Company expects that the proliferation of web
pages throughout various search engines on the Internet will
attract customers. However, there is no guarantee that the
Company's web-site, when completed, will have a positive impact
on the Company's business.
Employees
The Company's only employees at the present time are its
president and the 5 members of the Advisory Board, who will
devote as much time as the Board of Directors determine is
necessary to carry out the affairs of the Company.
ITEM 7. FINANCIAL STATEMENTS.
Reports of Independent Accountant, David E. Coffey,
C.P.A. dated February 21, 2000.
Balance Sheet as of December 31, 1999 and December 31,
1998
Statement of Operations for the years then ended and
for the period from December 19, 1997 (inception) to
December 31, 1999
Statement of Stockholders' Equity for the years then
ended and for the period from December 19, 1997
(inception) to December 31, 1999
Statement of Cash Flows for the years then ended and
for the period from December 19, 1997 (inception) to
December 31, 1999
Notes to Consolidated Financial Statements
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of McCarthy Grenache, Inc.
Las Vegas, Nevada
I have audited the accompanyingn balance sheets of McCarthy
Grenache, Inc. (a development stage company) as of December 31,
1999, and December 31, 1998, and the related statements of
operations, cash flows, and changes in stockholders' equity for
the period from December 19, 1997, (date of inception) to
December 31, 1999. These statements are the responsibility of
McCarthy Grenache, Inc.'s management. My responsibility is to
express an opinion on these financial statements based on my
audit.
I conducted my audit in accordance with generally accepted
auditing standards. Those standards require that I plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accountingn principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that my
audit provides a reasonable basis for my opinion.
In my opinion, the accompanying financial statements presetn
fairly, in all material respects, the financial position of
McCarthy Grenache, Inc. as of December 31, 1999, and December 31,
1998, and the results of operations, cash flows, and changes in
stockholders' equity for the years then ended, as well as the
cumulative period from December 19, 1997, in conformity with
generally accepted accounting principles.
/s/ David Coffey, C.P.A.
David Coffey, C.P.A.
Las Vegas, Nevada
February 21, 2000
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
<S> <C> <C>
December December
31, 31,
1999 1998
----------- -----------
- -
ASSETS
Cash $ 18,815 $ 1,417
--------- ---------
-
Total Assets $ 18,815 $ 1,417
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $ 400 $ 400
--------- ---------
-
Total Liabilities 400 400
Stockholders' Equity
Comon stock, authorized 25,000,000
shares at $.001 par value, issued and
outstanding 5,122,000 shares and
5,042,000 shares, respectively 5,122 5,042
Additional paid-in capital 26,820 6,900
Deficit accumulated during the
development stage (13,527) (10,925)
--------- ----------
-
Total Stockholders' Equity 18,415 1,017
TOTAL LIABILITIES AND STOCKHOLDERS' $ 18,415 $ 1,417
EQUITY
======== =======
</TABLE>
The accompanying notes are an integral part of these financial
statements.
-2-
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS AND DEFICIT ACCUMULATED DURING THE
DEVELOPMENT STAGE
(With Cumulative Figures From Inception)
<TABLE>
<S> <C> <C> <C>
From Inception
Jan. 1, 1999, Jan. 1, 1998, Jan. 19, 1997,
to to to
Dec. 31, 1999 Dec. 31, 1998 Dec. 31, 1999
------------ ------------- -------------
-
Income $ 0 $ 0 $ 0
Expenses
Organizational expense 0 400 400
Rent 500 5,100 5,600
Professional fees 1,250 0 1,250
Loss on investment in 0 0 4,942
subsidiary
Office expenses 852 483 1,335
------------ ------------- -------------
--
Total expenses 2,602 5,983 13,527
Net loss (2,602) (5,983) $ (13,527)
=========
Retained earnings,
beginning of period (10,925) (4,942)
---------- ----------
Deficit accumulated
during
the development stage $ (13,527) $ (10,925)
========== ==========
Earnings (loss) per share
assuming dilution:
Net loss $ 0.00 $ 0.00 $ 0.00
========== ========== =========
Weighted average shares
outstanding 5,068,667 5,037,000 5,050,000
========== ========== =========
</TABLE>
The accompanying notes are an integral part of these financial
statements.
-3-
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM DECEMBER 19, 1997, (Date of Inception) TO
DECEMBER 31, 1999
<TABLE>
<S> <C> <C> <C> <C>
Common Stock Additional Total
Shares Amount paid-in
Capital
------- -------- ---------- ---------
$ $ $
Balance, ----- ----- ----- -----
December 19, 1997
Issuance of common stock
for cash
December 24, 1997 40,000 40 3,960 4,000
Exchange of stock (Page 6,
Note D)
December 26, 1997 4,942,0 4,942 0 4,942
00
Less net loss 0 0 0 (4,942)
------- --------- ---------- --------
--
Balance,
December 31, 1997 4,982,0 4,982 3,960 4,000
00
Issuance of common stock
for cash
February, 1998 60,000 60 5,940 6,000
Less offering costs 0 0 (3,000) (3,000)
Less net loss 0 0 0 (5,983)
------- --------- --------- ---------
--
Balance,
December 31, 1998 5,042,0 5,042 6,900 1,017
00
Issuance of common stock
for cash
September 30, 1999 80,000 80 19,920 20,000
Less net loss 0 0 0 (2,602)
------- --------- ---------- ---------
--
Balance,
December 31, 1999 5,122,0 $ 5,122 $ 26,820 $
00 18,415
======= ======== ======== ========
=
</TABLE>
The accompanying notes are an integral part of these financial
statements.
-4-
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(With Cumulative Figures From Inception)
<TABLE>
<S> <C> <C> <C>
From
Inception,
Jan. 1, 1999, Jan. 1, 1998, Dec. 19,
to to 1997, to
Dec. 31, 1999 Dec. 31, 1998 Dec. 31, 1999
------------- ------------- ------------
-
CASH FLOWS PROVIDED BY
OPERATING ACTIVITIES
Net Loss $ (2,602) $ (5,983) $ (13,527)
Non-cash items included in 0 0 0
net loss
Adjustments to reconcile
net loss to
cash used by operating
activity
Prepaid expenses 400
Accounts payable 0 0 400
---------- ---------- -------------
-
NET CASH PROVIDED BY
OPERATING ACTIVITIES (2,602) (5,583) (13,127)
CASH FLOWS USED BY
INVESTING ACTIVITIES 0 0 0
---------- ---------- -------------
-
NET CASH USED BY
INVESTING ACTIVITIES 0 0 0
CASH FLOWS FROM FINANCING
ACTIVITIES
Sale of common stock 80 60 5,122
Paid-in capital 19,920 5,940 29,820
Less offering costs 0 (3,000) (3,000)
NET CASH PROVIDED BY
FINANCING ACTIVITIES 20,000 3,000 31,942
---------- ---------- ----------
NET INCREASE IN CASH 17,398 (2,583) $ 18,815
=========
CASH AT BEGINNING OF PERIOD 1,417 4,000
CASH AT END OF PERIOD $ 18,815 $ 1,417
========= =========
</TABLE>
The accompanying notes are an integral part of these financial
statements.
-5-
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 1999, AND DECEMBER 31, 1998
NOTE A SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
The Company was incorporated on December 19, 1997,
under the laws of the State of Nevada. The business
purpose of the Company is to produce surgical
instruments.
The Company will adopt accounting policies and
procedures based upon the nature of future
transactions.
NOTE B OFFERING COSTS
Offering costs are reported as a reduction in the
amount of paid-in capital received for sale of the
shares.
NOTE C EARNINGS (LOSS) PER SHARE
Basic EPS is determined using net income divided by the
weighted average shares outstanding during the period.
Diluted EPS is computed by dividing net income by the
weighted average shares outstanding, assumuing all
dilutive potential common shares were issued. Since the
Company has no common shares that are potentially
issuable, such as stock options, convertible securities
or warrants, basic and diluted EPS are the same.
NOTE D RELATED PARTY TRANSACTIONS - STOCK EXCHANGE
In December of 1997, the Company was formed by
Gregorian Surgical Instruments, Inc., with McCarthy
Grenache, Inc. as a wholly-owned subsidiary. On
December 26, 1997, the stockholders of Gregorian
Surgical Instruments, Inc. approved an exchange of all
of the outstanding stock in Gregorian Surgical
Instruments, Inc. for an equal number of shares of
McCarthy Grenache, Inc. common stock at a par value of
$.001 per share for a total of $4,942. The excess of
par value over the value of assets acquired was $4,942.
This transaction was accounted for as a reverse merger.
McCARTHY GRENACHE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE FINANCIAL STATEMENTS
DECEMBER 31, 1999, AND DECEMBER 31, 1998
(continued)
NOTE D RELATED PARTY TRANSACTIONS - STOCK EXCHANGE (continued)
Upon the completion of the stock exchange, Gregorian
Surgical Instruments, Inc. became a wholly-owned
subsidiary of McCarthy Grenache, Inc. The Board of
Directors approved the dissolution of Gregorian
Surgical Instruments, Inc. in December of 1997.
NOTE E COMMON STOCK
In December of 1997, the Company sold 40,000 shares of
its common stock at $.10 per share, for a total of
$4,000. In February of 1998, the Company sold another
60,000 shares of its common stock at $.10 per share for
a total of $6,000. Then in September of 1999, the
Company sold 80,000 shares of its common stock at $.25
per share for a total of $20,000. The proceeds were to
be used for the production of surgical instruments.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
There have been no changes in accountants or disagreements on
accounting and financial disclosure matters.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL
PERSONS
The members of the Board of Directors of the Company serve until
the next annual meeting of the stockholders, or until their
successors have been elected. The officers serve at the pleasure
of the Board of Directors.
There are no agreements for any officer or director to resign at
the request of any other person, and none of the officers or
directors named below are acting on behalf of, or at the
direction of, any other person.
Information as to the directors and executive officers of the
Company is as follows:
<TABLE>
<S> <C> <C>
Name/Address Age Position
Sean McCarthy 46 President/Secretary/Treasu
3651 Lindell Rd., Suite rer/
A Director
Las Vegas, NV 89103
</TABLE>
The biography of Mr. McCarthy is included in the Company's
Amended Form 10-SB, and is incorporated by reference to Item 5 of
that document.
ITEM 10. EXECUTIVE COMPENSATION
There has been no executive compensation in any form to date due
to the lack of working capital in the company.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT.
There are no persons known to the Company, as of September 11,
2000, to be a beneficial owner of five percent (5%) or more of
the Company's common stock, and none of the directors or officers
own any of the Company's common stock.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The shareholders of Gregorian Surgical Instruments, Inc.,
exchanged an aggregate of 4,942,000 shares of Gregorian for an
aggregate of 4,942,000 shares of McCarthy Grenache, Inc. on a
share for share basis pursuant to the exchange agreement dated
December 26, 1997. The aggregate value of the shares was $4,942,
or $.001 per share, which accounted for a loss of $4,942 as a
result of the exchange.
There have been no material transactions in the past two years or
proposed transactions to which the Company has been or is
proposed to be a party in which any officer, director, nominee
for officer or director, or security holder of more than 5% of
the Company's outstanding securities is involved.
The Company has no promoters other than its sole executive
officer and director. There have been no transactions which have
benefited or will benefit its sole executive officer and director
either directly or indirectly.
ITEM 13. FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBITS
3.1 The exhibits, consisting of the Company's Articles of
Incorporation are attached to the Company's Amended Form 10-
SB, filed on May 10, 1999. These exhibits are incorporated by
reference to that Form.
3.2 The exhibits, consisting of the Company's Bylaws are
attached to the Company's Amended Form 10-SB, filed on May 10,
1999. These exhibits are incorporated by reference to that
Form.
27 Financial Data Schedule
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange
Act, the Registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
McCarthy Grenache, Inc.
By: /s/ Sean McCarthy
Sean McCarthy,
President/Secretary/Treasurer
Date: September 20, 2000
