FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter ended March 31, 2000
COMMISSION FILE NUMBER: 0-30470
BBB-HUNTOR ASSOCIATES, INC.
Nevada 91-2006973
(Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
PMB 318, 24843 Del Prado Dana Point, CA 92629
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (949) 248-1765
The following Securities are to be registered pursuant to Section 12(b) of the
Act: None
The following Securities are to be registered pursuant to Section 12(g) of the
Act: 10,000,000
Class-A Common Voting Equity Stock
10,000,000
Yes [X] No [ ] (Indicate by check mark whether the Registrant (1) has filed
all report required to be filed 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.)
As of March 31, 2000, the number of shares outstanding of the Registrant's
Common Stock was 10,000,000.
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PART I: FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS.
Attached hereto and incorporated herein by this reference are consolidated
unaudited financial statements (under cover of Exhibit FQ1-00) for the three
months ended March 31, 2000.
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
(A) PLAN OF OPERATION. This Registrant has recently revived following a period
of dormancy for the past seven years and has no current business. Its business
plan is to seek one or more profitable business combinations or acquisitions to
secure profitability for shareholders.
(1) PLAN OF OPERATION FOR THE NEXT TWELVE MONTHS. This Registrant's Plan
of Operation for the next twelve months was two-fold: first, to qualify its
common stock for quotation on the OTC Bulletin Board; and second, to search for
and secure a profitable business combination. The first was accomplished by (a)
the effectiveness of our 1934 Act Registration, and (b) the submission and
qualification of these common shares for quotations on the OTCBB.
The second, the search for an acquisition target, has now commenced. We
would expect to identify an acquisition target within the next six to twelve
months.
Mr. James, the President of this Registrant, and of this Registrant's
Principal shareholder HJS Financial Services, Inc., will be responsible for
seeking and evaluating potential targets for acquisition, when and if this
Registrant begins its search and evaluation. Please refer to Item 7 of this
Part, Directors, Executive Officers, Promoters and Control Persons for more
information concerning Mr. James experience in evaluating businesses for
acquisition and for other purposes.
The Registrant does believe it to be necessary for this Registrant to
advertise, or for management to travel in search of candidates. It is likely
that management might travel in connection with a candidate it intends to select
and with which it intends to enter into a committed relationship, to conduct due
diligence before finalizing an acquisition on behalf of shareholders.
(I) CASH REQUIREMENTS AND OF NEED FOR ADDITIONAL FUNDS, TWELVE MONTHS.
This Company has no immediate or forseeable need for additional funding, from
sources outside of its principal shareholder, in the next twelve months. The
expenses of its audit, legal and professional requirements, have been and
continue to be advanced by its management and principal shareholder. No
significant cash or funds are required for its Management to evaluate possible
transactions. The Registrant enjoys the non-exclusive use of office,
telecommunication and incidental supplies of stationary, provided by its
Officers and Attorneys. These Officers, Directors, and Attorneys of these
Registrant are substantially the same as those of its principal shareholder,
such that its maintenance expenses are minimal and manageable during this period
and for the foreseeable future.
The following language is found in the notes of the independent auditor,
Note 2, Going Concern: The Company has no assets and has had substantial
operating losses for the past several years and is dependant upon outside
financing to start operations. Management plans to find an operating company to
merge with, thus creating the necessary revenue.
As previously stated, this Registrant does not foresee the need for funding
during the next twelve months from sources outside of its principal shareholder.
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The following language is found in the notes of the independent auditor,
Note 3, Development Stage Company: The Company is a development stage company
defined in Financial Standards Board Statement No. 7. It is concentrating
substantially all of its efforts in raising capital and developing its business.
This standard definition of a "Development Stage Company" should not be
misread to indicate that the Registrant is engaged or will engage in any capital
formation or fund raising activities before an acquisition target is identified
and confirmed. It is unlikely that this company could attract capital before it
identified an acquisition target. It is likely that this company can attract
capital when it has done so, based upon the attractiveness of businesses and
assets to be acquired.
In the event, contrary to the expectation of management, that no
combination is made within the next twelve months, this Registrant may be forced
to effect some additional advances from its Principal Shareholder, for costs
involved in maintenance of corporate franchise and filing reports as may be
required. Should this become necessary, the maximum amount of such advances is
estimated not to exceed $20,000.00. No agreement by the Principal shareholder to
make such advances is in place, and no guarantee can presently be given that
additional funds, if needed, will be available. It is by far more likely that
advances will take the form of providing services on a deferred compensation
basis. Should further auditing be required, such services by the Independent
Auditor may not be the subject of deferred compensation.
As reflected in the Financial Statements of this Registrant, it has not
been necessary for the any shareholder to advance operational funds to this
Registrant, from inception through the three months ended September 30, 1999. In
as much as this period was a period of substantial dormancy, it may not be
reflective of the next twelve months. While Management presently serves without
compensation, certain expenses of audit, filing fees, copying and printing, and
certain legal and professional expenses are currently being incurred. There
being no cash in the Registrant, these expenses are being discharged by advances
from the principal shareholder.
This Registrant does not anticipate any contingency upon which it would
voluntarily cease filing reports with the SEC, even though it may cease to be
required to do so. It is in the compelling interest of this Registrant to report
its affairs quarterly, annually and currently, as the case may be, generally to
provide accessible public information to interested parties.
(II) SUMMARY OF PRODUCT RESEARCH AND DEVELOPMENT. None.
(III) EXPECTED PURCHASE OR SALE OF PLANT AND SIGNIFICANT EQUIPMENT. None.
(IV) EXPECTED SIGNIFICANT CHANGE IN THE NUMBER OF EMPLOYEES. None.
(B) DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
The following discusses this small business Registrant's financial condition,
and results of operation for each of the past two fiscal years, with emphasis on
the future prospects.
(I) OPERATIONS AND RESULTS FOR THE PAST TWO FISCAL YEARS. None. This
Company has been dormant and inactive for the past seven years without any
operation or activity. It has incurred only nominal accrued expenses, without
revenues to date.
(II) FUTURE PROSPECTS. The Company is unable to predict definitively when
it may participate in a business opportunity. The reason for this uncertainty
arises from its limited resources, and competitive disadvantages with respect to
other public or semi-public Registrants. Notwithstanding the foregoing
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cautionary statements, assuming the continuation of current conditions, this
Registrant would expect to proceed to select a business combination within no
sooner than six months and complete an acquisition within he next twelve months.
The Registrant has predicted that it will participate in a business
opportunity within the next twelve months, not withstanding its limited
resources, and competitive disadvantages with respect to other public or
semi-public Registrants. Such a forward looking statement must be recognized as
such. Unexpected events, changes in market conditions, loss of experienced
management personnel, and the like, certainly require that management's
expectations be evaluated in the light of the basis for such forward looking
statements. There are no guaranties of success at any stage.
(C) REVERSE ACQUISITION CANDIDATE. The Registrant is searching for a
profitable business opportunity. The acquisition of such an opportunity could
and likely would result in some change in control of the Registrant at such
time. This would likely take the form of a reverse acquisition. That means that
this Registrant would likely acquire businesses and assets for stock in an
amount that would effectively transfer control of this Registrant to the
acquisition target company or ownership group. It is called a
reverse-acquisition because it would be an acquisition by this Registrant in
form, but would be an acquisition of this Registrant in substance. Capital
formation issues for the future of this Registrant would arise only when
targeted business or assets have been identified. Until such time, this
Registrant has no basis upon which to propose any substantial infusion of
capital from sources outside of its circle of affiliates.
Targeted acquisitions for stock may be accompanied by capital formation
programs, involving knowledgeable investors associated with or contacted by the
owners of a target company. While no such arrangements or plans have been
adopted or are presently under consideration, it would be expected that a
reverse acquisition of a target company or business would be associated with
some private placements and/or limited offerings of common stock of this
Registrant for cash. Such placements, or offerings, if and when made or
extended, would be made with disclosure of and reliance on the businesses and
assets to be acquired, and not upon the present or future condition of this
Registrant as without revenues or assets.
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PART II: OTHER INFORMATION
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ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGE IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
William Stocker retired as Secretary and Director on January 17, 2000. He
remains special securities counsel to this corporation.
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ITEM 6. REPORTS ON FORM 8-K
The retirement of Mr. Stocker was reported on From 8-K, dated January 17,
2000.
EXHIBIT INDEX
FINANCIAL STATEMENTS AND DOCUMENTS
FURNISHED AS A PART OF THIS REGISTRATION STATEMENT
Exhibit FQ1-00: Un-Audited for the three months ended March 31, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, this
Form 10-Q Report for the Quarter ended March 31, 2000, has been signed below by
the following person on behalf of the Registrant and in the capacity and on the
date indicated.
BBB-HUNTOR ASSOCIATES, INC.
Dated: March 31, 2000
by
/s/
Kirt W. James
president/sole director
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EXHIBIT FQ1-00
UN-AUDITED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2000
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BBB-HUNTOR ASSOCIATED, INC.
BALANCE SHEET (UNAUDITED)
For the fiscal year ended December 31, 1999
And the three month period ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 0 $ 0
Total Current Assets
TOTAL ASSETS $ 0 $ 0
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Accounts payable $ 10,724 $ 4,168
STOCKHOLDERS' EQUITY
Common Stock, $.001 par value; authorized 100,000,000
shares; issued and outstanding, 10,000,000 shares 10,000 10,000
Accumulated Surplus (Deficit) (20,724) (14,168)
--------- ---------
Total Stockholders' Equity (10,724) (4,168)
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 0 $ 0
========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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BBB-HUNTOR ASSOCIATED, INC.
STATEMENTS OF OPERATIONS (UNAUDITED)
For the fiscal year ended December 31, 1999
And the three month period ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
March 31, December 31,
------------
2000 1999 1999
------------ ----------- --------------
Revenues $ 0 $ 0 $ 0
------------ ----------- --------------
Expenses -0- -0- -0-
General and administrative 6,556 -0- 4,168
Total Expenses 6,556 -0- 4,168
------------ ----------- --------------
Net Income (Loss) ($6,556) $ 0 ($4,168)
============ =========== ==============
Earnings (Loss) per Share ($0.0007) $ 0 ($0.0004)
============ =========== ==============
Weighted number of shares outstanding 10,000,000 10,000,000 10,000,000
============ =========== ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
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BBB-HUNTOR ASSOCIATED, INC.
STATEMENT OF STOCKHOLDERS' (DEFICIT) EQUITY
For the period from inception (July 2, 1990) through December 31, 1990
For the fiscal year ended December 31, 1999
And the three month period ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Common Stock Additional Accumulated Total Stock-
------------
Number of Par Paid-In Surplus holders' Equity
Shares Value Capital (Deficit) (Deficit)
------------ ------- ----------- ------------- -----------------
Inception (July 2, 1990) 0 $ 0 $ 0 $ 0 $ 0
Inception through December
31, 1990: Stock issued for
cash and services 10,000,000 10,000 -0- (997) 9,003
Year ended December 31, 1991 -0- -0- -0- (2,000) 7,003
Year ended December 31, 1992 -0- -0- -0- (2,000) 5,003
Year ended December 31, 1993 -0- -0- -0- (2,000) 3,003
Year ended December 31, 1994 -0- -0- -0- (2,000) 1,003
Year ended December 31, 1995 -0- -0- -0- (1,003) -0-
Year ended December 31, 1996 -0- -0- -0- -0- -0-
Year ended December 31, 1997 -0- -0- -0- -0- -0-
Year ended December 31, 1998 -0- -0- -0- -0- -0-
Balances, December 31, 1998 10,000,000 10,000 -0- (10,000) -0-
Loss during fiscal year ended
December 31, 1999 (4,168)
-------------
Balances, December 31, 1999 10,000,000 10,000 -0- (14,168) (4,168)
Loss during three month period
ended March 31, 2000 (6,556)
-------------
Balances, March 31, 2000 10,000,000 $10,000 $ 0 ($20,724) ($10,724)
============ ======= =========== ============= =================
</TABLE>
The accompanying notes are an integral part of these financial statements.
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BBB-HUNTOR ASSOCIATED, INC.
STATEMENTS OF CASH FLOW (UNAUDITED)
For the fiscal year ended December 31, 1999
And the three month period ended March 31, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
March 31, December 31,
-----------
2000 1999 1999
----------- ----- --------------
Operating Activities
Net Income (Loss) ($6,556) -0- ($4,168)
Total working capital (used) (6,556) -0- (4,168)
Financing Activities
Increase (decrease) in accounts payable 6,556 0 4,168
Increase (Decrease) in
working capital $ 0 $ 0 $ 0
=========== ===== ==============
Cash at Beginning of Period -0- -0- -0-
Cash at End of Period $ 0 $ 0 $ 0
----------- ----- --------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
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BBB-HUNTOR ASSOCIATES, INC.
(a Development Stage Company)
Notes to the Financial Statements
for December 31, 1999 and the periods ended March 31, 1999 and 2000
NOTE 1 - SUMMARY OF ACCOUNTING POLICIES
a. Organization
BBB-Huntor Associates, Inc. (the Company) was incorporated in the state of
Nevada on July 2, 1990. The Company was organized for the purpose of engaging
in any lawful business activity. The Company currently has no operations and
is searching for a merger candidate or business opportunity in which to generate
necessary revenues.
b. Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting.
c. Fiscal Year
The Company has a calendar year end for financial reporting.
d. Earnings (Loss) Per Share
The computations of earnings (loss) per share of common stock are based on the
weighted average number of share outstanding at the date of the financial
statements.
e. Provision for Taxes
No provision for income taxes has been made due to net operating loss
carryforwards totaling $10,000 and $20,724 at March 31, 1999 and 2000
respectively. Net operating loss carryforwards begin expiring in 2005. No tax
benefit has been reported in the financial statements because the management
believes there is a 50% or greater chance the carryforward will expire unused.
f. Cash and Cash Equivalents
The Company considers all highly liquid investments with maturities of three
months or less when purchased to be cash equivalents.
NOTE 2 - Going Concern
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has no assets and has had
substantial operating losses for the past several years and is dependant upon
outside financing to start operations. Management plans to find an operating
company to merge with, thus creating necessary operating revenue.
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BBB-HUNTOR ASSOCIATES, INC.
(a Development Stage Company)
Notes to the Financial Statements
for December 31, 1999 and the periods ended March 31, 1999 and 2000
NOTE 3 - Development Stage Company
The Company is a development stage company as defined in Financial Standards
Board Statement No. 7. It is concentrating substantially all of its efforts in
raising capital and developing its business operations.
NOTE 4 - Stockholders' Equity
During the year ended December 31, 1990 the Company issued 10,000,000 shares of
common stock in exchange for organizational costs valued at $10,000.
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