U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
TO
FORM 10-SB
GENERAL FORM FOR REGISTRATION OF SECURITIES
OF SMALL BUSINESS ISSUERS
Under Section 12(b) or (g) of the Securities Exchange Act of 1934
JETCO,INC.
---------
(Name of Small Business Issuer in its charter)
DELAWARE 95-4737504
---------------------------- -----------------
(State or other jurisdiction (I.R.S. I.D. No.)
of incorporation or organization)
860 VIA DE LA PAZ, SUITE E-1, PACIFIC PALISADES, CA 90272
--------------------------------------------------- ------
(Address of principal executive offices) (Zip code)
(310) 230-6100
--------------
(Issuer's telephone number)
Securities to be registered under Section
12(b) of the Act:
Title of each class Name of each exchange on which
To be so registered each class is to be registered
None Not applicable
Securities to be registered under Section
12(g) of the Act:
COMMON STOCK PAR VALUE $.001 AND PREFERRED STOCK PAR VALUE $.001
(Title of class)
<PAGE>
JETCO, INC.
FORM 10-SB
Table of Contents
-----------------
PART I
Item 1. Description of Business 1
Item 2. Management's Discussion and Analysis
Of Financial Conditions and Results of Operation 2
Item 3. Description of Property 3
Item 4. Security Ownership of Certain Beneficial
Owners and Management 4
Item 5. Directors, Executive officers, Promoters
And Control Persons 5
Item 6. Executive Compensation 6
Item 7. Certain Relationships and Related Transactions 6
Item 8. Description of Securities 6
PART II
Item 1. Market Price of and Dividends on the Registrant's
Common Equity and other Stockholder Matters 7
Item 2. Legal Proceedings 8
Item 3. Changes in and Disagreements with Accountants 8
Item 4. Recent Sales of Unregistered Securities 8
Item 5. Indemnification of Directors and Officers 8
PART F/S 10
Independent Auditors Report and Financial Statements F-1
PART III
Item 1. Index to Exhibits 11
i
<PAGE>
PART I
ITEM 1. DESCRIPTION OF BUSINESS.
JETCO, INC. is a development stage company incorporated on April 27, 1998.
The Company commenced operations on April 7, 1999. The Company's principal
business consists of a proprietary technology designed to solve the problem
related to slow Internet transmission speed (and other forms of high rate, data
transmission) at the subscriber end - which is called the "last mile". JETCO's
technology provides for a last mile cable system that includes the cable, the
interface devices and special interior, premises wiring as an additional option.
This last mile cable system is capable of an electrical transmission rate
simultaneously, in both directions of 622 Megabits per second. This delivery
rate is sixty times faster than the current cable modem based Internet delivery
system.
The Company generally has been inactive since inception. Its activities have
been directed at developing its business plan and conducting a preliminary
search into acquisition of the proprietary technology for last mile delivery
systems.
The Data Transmission Industry
- ------------------------------
All digital communications are made up of l's and O's. A "l" is a digital
"bit" and a "0" is a digital "bit". A computer's ability rests in being able to
process l's and O's at a fast rate. Voice transmission such as voice data (i.e.,
an actual telephone call from one person to another) represents a rate of 32
Kilobits per second (32 x 1,000 bits) from one caller to another and an
additional 32 Kilobits per second from the recipient back to the caller. Thus
the total bandwidth for one telephone call equals 64 Kilobits per second. Voice
data is transmitted over the national telephone network utilizing a grid of
fiber optic lines installed by AT&T and others. These lines connect all of the
cities in the U.S. Digital data is transmitted over the Internet; this is a
separate national grid system. Final connections to and from the Internet
typically are made through the local telephone companies. Although the Internet
operates at a nominal transmission speed of 155 Megabits per second (155 x 1
million bits), the typical transmission rate experienced by the subscriber is
28.8 kilobits per second slightly less than the date rate for voice data. This
reduction in "rate" (or "through put") between the Internet grid and the
subscriber is due to out-of-date equipment and the slow transmission rate of
digital data through obsolete, twisted pair copper wiring in local telephone
systems.
1
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JETCO Products
- --------------
JETCO has taken a "systems" approach for developing and engineering every
aspect of the last mile delivery systems - from the local node to, from and
inside the user's premises. The proprietary JETCO designed products are (in
order of installation from the local node to the user):
1. The Network Interface Device (NID) is located at the local node and
connects the user to the telecommunications system for all incoming
and outgoing signal transmissions.
2. The 622 Megabit per second last mile cable will connect the
telecommunication system (at the local node) to the user. This last
mile cable will be factory terminated and will be one pre-determined,
continuous run of cable from the local node to the user's premises
where it will connect to the User's Interface Device (UID).
3. The User Interface Device (UID) is an interface/junction device to
connect the last mile cable at the user's premises. The UID also will
act as a router for telephone calls to telephones, fax transmissions
to fax machines, digital television signals to televisions and data to
computers.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion of the results of operations and financial
condition should be read in conjunction with the audited financial statements
and related notes appearing subsequently in Part F/S under the caption
"Independent Auditor's Report and Financial Statements".
Results of Operations
- ---------------------
From inception to April 6, 1999 the Company was totally inactive and had
not commenced any formal business operations. On April 7, 1999, the Company
commenced certain limited business operations and all such activity to date
relates to the Company's formation, proposed fund raising and identification of
the proprietary technology and last mile cable system.
For the current fiscal year, the Company anticipates incurring a loss as a
result of expenses associated with registration and compliance under the
Securities Exchange Act of 1934 and expenses associated with developing and
marketing its technology and cable system.
2
<PAGE>
Liquidity and Capital Resources
- -------------------------------
On the date of incorporation, 100 shares were issued to PageOne Business
Productions, LLC for consulting services. On March 22, 1999, the Company entered
into two Stock Purchase Agreements for the sale of its Common Stock which were
exempt from registration pursuant to Regulation D of the Securities Act of 1933,
as amended. PageOne Business Productions, LLC purchased 100 shares of Common
Stock at a price of $1.00 per share. Appletree Investment Company, Ltd.
Purchased 900 shares of Common Stock at a price of $1.00 per share.
The Company received a non-interest bearing loan of $7,245 from PageOne
Business Productions, LLC to fund expenses, including legal and accounting fees
incurred in conjunction with the preparation and filing of this registration
statement and future compliance with its ongoing reporting obligations. George
Todt sits on the management of both JETCO and PageOne. See Item 7. "Certain
Relationships and Related Transactions."
The Company remains in the development stage and since inception has
experienced no significant change in liquidity, capital resources or
stockholder's equity other than the sale of 1,000 shares of Common Stock and a
non-interest bearing loan to the Company.
Need for Additional Financing
- -----------------------------
The Company's existing capital will not be sufficient to meet the Company's
cash needs, including costs of its registration and complying with its
continuing reporting obligations under the Securities Act of 1934. Accordingly,
additional capital will be required.
No commitments to provide additional funds have been made by management or
other stockholders, and the Company has no plans, proposals, arrangements or
understandings with respect to the sale or issuance of additional securities.
Accordingly, there can be no assurance that any additional funds will be
available to the Company to allow it to cover its expenses.
Regardless of whether the Company's cash assets prove to be inadequate to
meet the Company's operational needs, the Company might seek to compensate
providers of services by issuing stock in lieu of cash.
ITEM 3. DESCRIPTION OF PROPERTY
The Company maintains executive offices at 860 Via de la Paz, Suite E-1,
Pacific Palisades, California, which is the office of its President. The Company
pays no rent for the use of this mailing address. The Company does not believe
that it will need to maintain an office at any time in the foreseeable future in
order to carry out its plan of operations described herein.
3
<PAGE>
ITEM 4. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
As of August 31, 1999, JETCO had 412,500 shares of Common Stock issued and
outstanding. The following table sets forth As of August 31, 1999, certain
information regarding beneficial ownership of the Common Stock by (i) those
persons beneficially holding more than five percent of the Company's Common
Stock, (ii) the Company's directors who beneficially own shares of the Common
Stock, (iii) the officers named in the Compensation table below, and (iv) all of
the Company's directors and officers as a group.
Name and Address Amount of Shares Percent
Of Beneficial Owner of Beneficial Owner(1) of Class
- ------------------- ------------------- --------
AppleTree Investment 412,500(2) 100.0%
Company Limited
69 Athol Street
Douglas, Isle of Man IM1 1JE
PageOne Business 75,000 18.2%
Productions, LLC
860 Via de la Paz
Pacific Palisades, CA 90272
George Todt 75,000(3) 18.2%
23741 Harbor Vista
Malibu, CA 90265
Mary Elizabeth Rowbottom 75,000(3) 18.2%
22147 Pacific Coast Hwy.
Malibu, CA 90265
All officers and directors 75,000(3) 18.2%
As a group (2 persons)
- --------------------
(1) For purposes of this table, a person is considered to "beneficially own"
any shares with respect to which he/she directly or indirectly has or
shares voting or investment power or of which he or she has the right to
acquire the beneficial ownership within 60 days. Unless otherwise indicated
and subject to applicable community property law, voting power any
investment power are exercised solely by the person named above or shared
with members of his or her household.
(2) Consists of 337,500 shares held of record by Appletree Investment Company,
Ltd., an Isle of Man corporation, and 75,000 shares held of record by
PageOne Business Productions, LLC, a Delaware limited liability company, of
which Appletree is a managing member.
(3) Consists solely of 75,000 shares of common stock held by PageOne Business
Productions, LLC, a Delaware limited liability company, of which Mr. Todt
and Appletree are managing members and Ms. Rowbottom is Vice President.
4
<PAGE>
ITEM 5. DIRECTORS, EXECUTIVE OFFICER, PROMOTERS AND CONTROL PERSONS
The directors and executive officers of the Company and their ages as of
the date of this document are as follows:
Name Age Position
- ---- --- --------
George Todt 46 President, Director
Mary Elizabeth Rowbottom. 28 Secretary
The Director named above will serve until the next annual meeting of the
Company's stockholders or until his successors are duly elected and have
qualified. Directors will be elected for a one-year term at the annual
stockholders' meeting. Officers will hold their positions at the pleasure of the
board of directors, absent any employment agreement, of which none currently
exist or are contemplated. There are no arrangements, agreements or
understandings between non-management shareholders and management under which
non-management shareholders may directly or indirectly participate in or
influence the management of the Company's affairs.
The directors and officers will devote their time to the Company's affairs
on an "as needed" basis. This could mean as little as two hours per month or as
much as forty hours per month, but more likely fall within the range of five to
ten hours per month. There are no agreements or understandings for any officer
or director to resign at the request of another person, and none of the officers
or director are acting on behalf of, or will act at the direction of any other
person.
Biographical Information
- ------------------------
George Todt has been Managing Member of PageOne Business Productions, LLC
since its formation in March 1996. PageOne is an Internet based financial and
consulting firm specializing in high-tech start-up and emerging growth
companies. Mr. Todt's experience over the past 15 years includes working with 10
start up companies, raising venture capital and arranging strategic partnerships
and initial public offerings. He has researched, developed and implemented
marketing and sales training programs in several industries. Mr. Todt also
gained extensive experience in management in various companies. He was Chief
Executive Officer of Todt Companies, Cape Girardeau, Missouri, from 1987 to
1990. During this time, his company grew from 29 to 130 employees and annual
sales grew from $2 million to $8 million. Mr. Todt also has been an
international consultant in the areas of technology exchanges and rights. 5
Betsy Rowbottom joined JETCO as Secretary in June 1999 from PageOne
Business Productions, LLC where she worked beginning in 1997 and became Vice
President in March 1999. From 1994 to 1997, Ms. Rowbottom served as a talent
agent at HIS Productions, a Chicago, Illinois-based video production company,
5
<PAGE>
Conflicts of Interest
- ---------------------
None of the officers of the Company will devote more than a portion of
his/her time to the affairs of the Company. There will be occasions when the
time requirements of the Company's business conflict with the demands of the
officers' other business and investment activities. Such conflicts may require
that the Company attempt to employ additional personnel. There is no assurance
that the services of such persons will be available or that they can be obtained
upon terms favorable to the Company.
ITEM 6. EXECUTIVE COMPENSATION
No executive officer of the Company receives compensation for services
rendered to the company. However, such persons are entitled to be reimbursed for
expenses incurred by them in pursuit of the Company's business objectives.
ITEM 7. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Company received a non-interest bearing loan of $7,245 from PageOne
Business Productions, LLC to fund expenses, including legal and accounting fees
incurred in conjunction with the preparation and filing of this registration
statement and future compliance with its ongoing reporting obligations. George
Todt sits on the management of both JETCO and PageOne.
ITEM 8. DESCRIPTION OF SECURITIES
Common Stock
- ------------
At inception on April 27, 1998, the Company was authorized to issue 2,000
shares of Common Stock ($.Ol par value) of which 100 shares were issued and
outstanding. Upon amendment to the Articles of Incorporation effective June 29,
1999, the Company increased its total authorized shares of capital stock to
108,000,000 shares, consisting of 100,000,000 shares of Common Stock ($.001 par
value) and 8,000,000 shares of Preferred Stock ($.001 par value).
The June 29, 1999 amendment included an immediate 375 for 1 stock split
whereby each issued share of Common Stock was split up and converted into 375
shares of Common Stock. The relative rights and preferences of the issued shares
of Common Stock remained unchanged; only the number of issued shares increased.
The holders of Common Stock (i) have equal ratable rights to dividends from
funds legally available therefor, when, and if declared by the Board of
Directors of the Company; (ii) are entitled to share ratably in all of the
assets of the Company available for distribution to holders of Common Stock upon
liquidation, dissolution or winding up of the affairs of the Company; (iii) do
not have preemptive right, subscription or conversion rights, or redemption or
sinking fund provisions applicable thereto; and (iv) are entitled to one
non-cumulative vote per share on all matters on which stockholders may vote at
all meetings of stockholders.
6
<PAGE>
All of the issued and outstanding shares of Common Stock are, and all
unissued shares when sold will be, duly authorized, validly issued, fully paid
and non-assessable. To the extent that additional shares of the Company's Common
Stock are issued, the relative interests of the then existing shareholders may
be diluted.
As of the June 29, 1999 amendment, the Board of Directors was authorized to
issue up to 8,000,000 shares of one or more series of Preferred Stock. A
majority of the Directors in office may determine (i) the designation of a
series of Preferred Stock; (ii) the rate, terms and conditions for payment of
dividends, relation of such dividends to other classes of capital stock and
whether such dividends will be cumulative or non-cumulative; (iii) redemption
rights including provisions for any sinking funds and rights upon the voluntary
or involuntary liquidation, dissolution or winding up of the Company; (iv) the
availability of conversion or exchange-rates and any terms and conditions; and
(v) provisions as to voting and other rights and preferences.
PART II
ITEM 1. MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S
COMMON EQUITY AND OTHER SHAREHOLDER MATTERS
Market Information
- ------------------
The Company's Common Stock ($.001 par value), all of which are one class,
is not publicly traded. The Company's Preferred Stock ($.001 par value) is not
publicly traded.
Holders
- -------
The approximate number of record holders of the Company's Common Stock as
of August 31, 1999 was two, inclusive of those brokerage firms and/or clearing
houses holding the Company's common shares for their clientele (with each
brokerage house and/or clearing house being considered as one holder). The
aggregate number of shares of Common Stock outstanding as of August 31, 1999 was
412,500. There were no shares of Preferred Stock outstanding as of August 31,
1999.
7
<PAGE>
Dividends
- ---------
The Company has not paid or declared any dividends upon its Common or
Preferred Stock since inception and, due to its present financial status and its
contemplated financial requirements, does not contemplate or anticipate paying
any dividends upon its Common Stock in the foreseeable future.
ITEM 2. LEGAL PROCEEDINGS
The Company is not presently a party to any material litigation, nor is any
such litigation threatened to the Company's knowledge.
ITEM 3. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
The Company has had no changes in or disagreements with accountants on
accounting or financial disclosure.
ITEM 4. RECENT SALES OF UNREGISTERED SECURITIES
The following unregistered securities of the Company have been issued since
inception:
1. On May 11, 1998, the Company issued 100 restricted shares of Common
Stock to PageOne Business Productions, LLC. The shares were exempt
from registration pursuant to Section 4(2) of the Securities Act of
1933, as amended.
2. On March 22, 1999, the Company issued 100 restricted shares of Common
Stock to PageOne Business Productions, LLC. The shares were exempt
from registration pursuant to Section 4(2) of the Securities Act of
1933, as amended.
3. On March 22, 1999, the Company issued 900 restricted shares of Common
Stock to Appletree Investment Company, Ltd. The shares were exempt
from registration pursuant to Section 4(2) of the Securities Act of
1933, as amended.
8
<PAGE>
ITEM 5. INDEMNIFICATION OF DIRECTORS AND OFFICERS
The Certificate of Incorporation and Bylaws of the Company contain certain
provisions limiting or eliminating the liability of directors of the Company to
the Company or its stockholders to the fullest extent permitted by the General
Corporation Law of Delaware. Likewise officers and directors of the Company are
indemnified pursuant to the Certificate of Incorporation and Bylaws of the
Company to the fullest extent permitted by the General Corporation Law of
Delaware. Insofar as indemnification for liabilities arising under the Act may
be permitted to directors, officers and controlling persons of the Company
pursuant to the foregoing provisions, or otherwise, the Company has been advised
that in the opinion of the Commission such indemnification is against public
policy as expressed in the Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other than the
payment by the Company of expenses incurred or paid by a director, officer or
controlling person of the Company in the successful defense of any action, suit
or proceeding) is asserted by such director officer or controlling person in
connection with the securities being registered, the Company will, unless in the
opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question of whether such
indemnification by it is against public policy as expressed in the Act, and will
be governed by the final adjudication of such issue.
9
<PAGE>
PART F/S INDEPENDENT AUDITORS REPORT AND FINANCIAL STATEMENTS
JETCO, INC.
A DEVELOPMENT STAGE COMPANY)
INDEX TO FINANCIAL STATEMENTS
INDEPENDENT AUDITORS' REPORT..........................................F-1
BALANCE SHEET AS OF AUGUST 31, 1999...................................F-2
STATEMENT OF OPERATIONS FOR THE PERIOD FROM
APRIL 7, 1999 (DATE OPERATIONS COMMENCED)
TO AUGUST 31, 1999..................................................F-3
STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIENCY
FOR THE PERIOD FROM APRIL 7, 1999 (DATE OPERATIONS
COMMENCED) TO AUGUST 31, 1999.......................................F-4
STATEMENT OF CASH FLOWS FOR THE PERIOD FROM
APRIL 7, 1999 (DATE OPERATIONS COMMENCED) TO
AUGUST 31, 1999.....................................................F-5
NOTES TO FINANCIAL STATEMENTS AS OF AUGUST 31, 1999...................F-6
10
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Board of Directors of:
Jetco, Inc.
(A Development Stage Company)
We have audited the accompanying balance sheet of Jetco, Inc. (a development
stage company) as of August 31, 1999 and the related statements of operations,
changes in stockholders' deficiency and cash flows for the period from April 7,
1999 (date operations commenced) to August 31, 1999. These financial statements
are the responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we 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 accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
we believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly in all
material respects, the financial position of Jetco, Inc. (a development stage
company) as of August 31, 1999, and the results of its operations and its cash
flows for the period from April 7, 1999 (date operations commenced) to August
31, 1999, in conformity with generally accepted accounting principles.
WEINBERG & COMPANY, P.A.
Boca Raton, Florida
October 7, 1999
F-1
<PAGE>
JETCO, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
AS OF AUGUST 31, 1999
---------------------
ASSETS
Cash $ 29
---------------
TOTAL ASSETS $ 29
- ------------ ===============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
LIABILITIES
Loan payable - related party $ 7,245
---------------
Total liabilities 7,245
---------------
STOCKHOLDERS' DEFICIENCY
Preferred stock, $.001 par value 8,000,000
shares authorized, none issued and
outstanding -
Common stock, $.001 par value, 100,000,000
shares authorized, 412,500 issued and
outstanding 413
Additional paid-in capital 588
Accumulated deficit during development stage (8,217)
---------------
Total Stockholders' Deficiency (7,216)
---------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY $ 29
===============
See accompanying notes to financial statements.
F-2
<PAGE>
JETCO, INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
FOR THE PERIOD FROM APRIL 7, 1999
(DATE OPERATIONS COMMENCED) TO AUGUST 31, 1999
----------------------------------------------
Income $ -
Expenses
Accounting fees 500
Consulting fees 1
Legal fees 6,500
Bank service fees 60
Telephone 406
Transfer fees 750
---------
NET LOSS $ (8,217)
=========
See accompanying notes to financial statements.
F-3
<PAGE>
JETCO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN
STOCKHOLDERS' DEFICIENCY
FOR THE PERIOD FROM APRIL 7, 1999
(DATE OPERATIONS COMMENCED) TO AUGUST 31, 1999
----------------------------------------------
Deficit
Additional Accumulated
Common Paid-In During Development
Stock Capital Stage Total
------- --------- --------------- --------
Common stock
issuance $ 413 $ 588 $ - $ 1,001
Net loss for
the period
ended
August
31, 1999 - - (8,217) (8,217)
------- -------- -------- --------
BALANCE AT
AUGUST 31, 1999 $ 413 $ 588 $ (8,217) $ (7,216)
======= ======== ======== ========
See accompanying notes to financial statements.
F-4
<PAGE>
JETCO, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM APRIL 7, 1999
(DATE OPERATIONS COMMENCED) TO AUGUST 31, 1999
----------------------------------------------
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss $ (8,217)
Adjustments to
reconcile net loss
to net cash used
by operating activities:
Consulting services performed for
issuance of stock 1
-------------
Net cash used in
operating activities (8,216)
-------------
CASH FLOWS FROM INVESTING
ACTIVITIES -
-------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Loan payable - related party 7,245
Proceeds from issuance
of common stock 1,000
-------------
Net cash provided by
financing activities 8,245
-------------
INCREASE IN CASH AND
CASH EQUIVALENTS 29
-------------
CASH AND CASH EQUIVALENTS -
BEGINNING OF PERIOD -
-------------
CASH AND CASH EQUIVALENTS -
END OF PERIOD $ 29
------------- =============
See accompanying notes to financial statements.
F-5
<PAGE>
JETCO, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF AUGUST 31, 1999
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Organization and Business Operations
Jetco, Inc. (a development stage company) ("the Company") was
incorporated in Delaware on April 27, 1998 to serve as a vehicle to
effect a merger, exchange of capital stock, asset acquisition or other
business combination with a domestic or foreign private business. From
April 27, 1998 to April 6, 1999 the Company was totally inactive and had
not commenced any formal business operations. On April 7,1999, the
Company commenced certain limited business operations and all such
activity to date relates to the Company's formation and proposed fund
raising.
The Company's ability to commence full operations is contingent upon its
ability to identify a prospective target business and raise the capital
it will require through the issuance of equity securities, debt
securities, bank borrowings or a combination thereof.
B. 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.
C. 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.
F-6
<PAGE>
JETCO, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF AUGUST 31, 1999
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONT'D)
D. Income Taxes
The Company accounts for income taxes under the Financial Accounting
Standards Board 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 period ending August 31, 1999.
NOTE 2 - STOCKHOLDERS' DEFICIENCY
The Company was originally authorized to issue 2,000 shares of common
stock at $.01 par value. The Company issued 900 and 200 shares to
AppleTree Investment Company, Ltd. and PageOne Business Productions,
LLC, respectively.
Management subsequently filed a restated certificate of incorporation
with the state of Delaware which increased the number of authorized
common shares from 2,000 at $.01 par value to 100,000,000 at $.001 par
value and effected a 375 to 1 split of the 1,100 previously issued
common shares. In addition, the Company was authorized to issue
8,000,000 shares of preferred stock at $.001 par value.
The financial statements at August 31, 1999 give effect to capital
stock amounts and par values enumerated in the restated certificate of
incorporation.
NOTE 3 - LOAN PAYABLE - RELATED - PARTY
The loan payable - related party is a non-interest bearing loan due to
PageOne Business Productions, LLC arising from funds advanced to the
Company.
F-7
<PAGE>
PART III
ITEM 1. INDEX TO EXHIBITS
Exhibit
Number Description
- -------- -----------
3.(i) Restated Certificate of Incorporation*
3.(ii) Bylaws*
27 Financial Data Schedule*
* Previously filed
SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
JETCO, INC.
Amendment No. 1 /s/ George Todt
Date: January 21, 2000 By: _______________________
George Todt, President
11
