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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D. C. 20549
FORM 10-QSB
( X ) Quarterly report pursuant to Section 13 or 15(d) of the Securities
and Exchange Act of 1934.
For the quarterly period ended June 30, 2000.
( ) Transition report pursuant to Section 13 or 15(d) of the Exchange
Act for the transition period from _________ to _________ .
Commission File Number:
ARBER HOLDINGS
(Exact name of registrant as specified in charter)
Delaware Pending
(State of Incorporation) (I.R.S. Employer I.D. No)
1490 Blue Jay Circle, Weston, FL 33327
(Address of Principal Executive Offices)
(954) 385-2553
(Registrant's Telephone Number, Including Area Code)
Check whether the registrant: (1) has filed all reports required to be filed by
Section 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 such filing requirements for
the past 90 days.
YES (x ) NO ( )
Indicate the number of shares outstanding of each of the issuer's classes of
stock as of March 30, 2000.
5,000,000 Common Shares
Transitional Small Business Disclosure Format:
YES ( ) NO (X)
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ARBER HOLDINGS
INDEX TO FORM 10-QSB
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Balance Sheets as of June 30, 2000 and December 31, 1999.............. 3
Statements of Operations for the three and six month ended June 30, 2000
and the period November 8, 1999 (date of incorporation)
to June 30, 2000...................................................... 4
Statement of Stockholders' Equity for the six months ended
June 30, 2000......................................................... 5
Statements of Cash Flows for the three and six month ended June 30, 2000
and the period November 8, 1999 (date of incorporation) to
June 30, 2000......................................................... 6
Notes to Financial Statements......................................... 7
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations or Plan of Operations......................... 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................................... 8
Item 2. Changes in Securities............................................... 8
Item 3. Defaults Upon Senior Securities..................................... 8
Item 4. Submission of Matters to a Vote of SecuritiesHolders ............... 8
Item 5. Other Information................................................... 8
Item 6. Exhibits and Reports on Form 8-K.................................... 8
Signatures
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ARBER HOLDINGS
(A Development Stage Enterprise)
BALANCE SHEET
<TABLE>
<CAPTION>
June 30, December
2000 31, 1999
(Unaudited)
ASSETS
<S> <C> <C>
TOTAL ASSETS - CASH $ 500 $ 500
= === = ===
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES -Accrued liabilities 0 1,500
STOCKHOLDERS' EQUITY:
Preferred stock - $.0001 par value:5,000,000 shares
authorized; zero shares issued and outstanding
Common stock - $.0001 par value; 20,000,000 shares
authorized; 5,000,000 shares issued and outstanding 500 500
Additional paid-in capital 4,253 2,057
Deficit accumulated during the development stage (4,253) (3,557)
----------- ----------
Total stockholders' deficit 500 (1,000)
----------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 500 $ 500
= === = ===
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS.
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ARBOR HOLDINGS
(A Development Stage Enterprise)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Three Months November 8,1999
Ended June 30, Ended June 30, (date of incorporation)
2000 2000 to June 30, 2000
------------- ------------- ------------------
<S> <C> <C> <C>
EXPENSES:
Professional fees and
Expenses $ 696 $ 696 $ 3,954
Organization costs $ 0 $ 0 $ 299
---------- ------ --------
NET LOSS $ (696) $ (696) $ (4,253)
======= ======= =========
NET LOSS PER SHARE $ 0.00 $ 0.00 $ 0.00
====== ====== ======
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS.
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ARBOR HOLDINGS
(A Development Stage Enterprise)
STATEMENT OF STOCKHOLDERS' EQUITY
For the three months ended June 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid in Development
Shares Value Capital Stage Total
--------- -------- ----------- ---------- ---------
<S> <C> <C> <C> <C> <C>
Balances,December 31,1999 5,000,000 $ 500 $ 2,057 $ (3,557) $ (1,000)
Capital contribution - - 2,196 - 2,196
Capital Contribution of Service - - - - -
Net loss for the six months
ended June 30, - - - (696) (696)
-------- --------- ---------- --------- ----------
Balances June 30, 2000 5,000,000 $ 500 $ 4,253 $ (4,253) $ 500
========= ========= ========== ========= ==========
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS.
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ARBOR HOLDINGS
(A Development Stage Enterprise)
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Three Months November 8,1999
Ended June30, Ended June 30, (date of incorporation)
2000 2000 to June 30, 2000
----------------- ----------------- -----------------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES - Net loss $(696) $(696) $(4,253)
-- -- -------
Adjustments to reconcile net loss to net cash
used by operating activities - contributed
expenses 696 696 4,253
Decrease in accrued liabilities (1,500) (1,500) -
----- ------ -------
NET CASH USED IN OPERATING ACTIVITIES (1,500) (1,500) (0)
-------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from the issuance of common stock 1,500 1,500 500
Capital contributions 1,500 1,500 0
-------
CASH PROVIDED BY FINANCING ACTIVITIES - - 500
-------
NET INCREASE IN CASH AND CASH EQUIVALENTS - - 500
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 500 500 0
------ ------ -------
CASH AND CASH EQUIVALENTS, END OF PERIOD $500 $500 $500
====== ====== =======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid $0 $0 -
== == =
Taxes paid $0 $0 -
== == =
</TABLE>
SEE NOTES TO FINANCIAL STATEMENTS.
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Arbor Holdings
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
NOTE A - FORMATION AND OPERATIONS OF THE COMPANY
Aguay Corporation ("we", "us", "our") was incorporated under the laws of the
state of Delaware on November 8, 1999. We are considered to be in the
development stage, as defined in Financial Accounting Standards Board Statement
No. 7. We intend to investigate and, if such investigation warrants, engage in
business combinations. Our planned principal operations have not commenced,
therefore accounting policies and procedures have not yet been established.
The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the financial statements and
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
Our accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principals for interim financial information
and the instructions to Form 10-QSB and Rule 10-1 of Regulation S-X of the
Securities and Exchange Commission (the"SEC"). Accordingly, these financial
statements do not include all of the footnotes required by generally accepted
accounting principals. In the opinion of management, all adjustments (consisting
of normal and recurring adjustments) considered necessary for a fair
presentation have been included. Operating results for the three and six months
ended June 30, 2000 are not necessarily indicative of the results that may be
expected for the year ended December 31, 2000.
NOTE B - GOING CONCERN
The accompanying financial statements have been prepared on a going concern
basis, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. We have an accumulated deficit of
$4,253 as of June 30, 2000. We do not currently engage in business activities
that provide any cash flow, accordingly our ability to continue as a going
concern is dependent on our management's ability to fund our cash requirements
until a business combination is closed. These factors among others may indicate
that we will be unable to continue as a going concern for a reasonable period of
time.
The financial statements do not include any adjustments that might be necessary
if we are unable to continue as a going concern.
NOTE C - INCOME TAXES
During the period November 8, 1999 (date of incorporation) to December 31, 1999,
we recognized losses for both financial and tax reporting purposes. Accordingly,
no deferred taxes have been provided for in the accompanying statement of
operations.
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NOTE D - RELATED PARTY TRANSACTION
Our President, who is also a shareholder, has agreed, in writing, to fund all of
our expenses until such time as an acquisition transaction is closed. None of
these funds expended on our behalf will be reimbursable to our President,
accordingly these amounts will be reflected in our financial statements as
contributed capital.
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The following discussion and analysis should be read in conjunction with
financial statements as of and for the period ended June 30, 2000 included with
this Form 10-QSB.
We are considered to be in the development stage as defined in Financial
Accounting Standards Board Statement No. 7, and have neither engaged in any
operations nor generated any revenues to date. We have $500 in assets. Our
expenses from inception through June 30, 2000, all funded by a capital
contribution from management, are $4,253.
Substantially all of our expenses that must be funded by management will be from
our efforts to identify a suitable acquisition candidate and close the
acquisition. Management has agreed in writing to fund our cash requirements
until an acquisition is closed. So long as management does so, we will have
sufficient funds to satisfy our cash requirements. This is primarily because we
anticipate incurring no significant expenditures. Before the closing of an
acquisition, we anticipate our expenses to be limited to accounting fees, legal
fees, telephone, mailing, filing fees and occupational license fees.
We do not intend to seek additional financing. At this time we believe that the
funds to be provided by management will be sufficient for funding our operations
until we find an acquisition and therefore do not expect to issue any additional
securities before the closing of a business combination.
Readers are referred to the cautionary statement, which addresses forward-
looking statements made by the Company.
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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 Securities Holders
NONE
Item 5. Other Information
NONE
Item 6. Exhibits and Reports on Form 8-K
NONE
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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.
August 14, 2000 /s/ Alfred Arberman
Date Alfred Arberman, President
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