U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000
[ ] Transition report under section 13 or 15(d)
of the Exchange Act.
COMMISSION FILE NUMBER 0-28603
VEDA CORPORATION
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(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-4737510
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(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
14724 VENTURA BLVD., FLOOR 2, SHERMAN OAKS, CA 91403
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(818) 971-5184
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(ISSUER'S TELEPHONE NUMBER)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days.
YES X NO
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As of August 15, 2000, there were 1,029,400 shares of Common Stock, $0.001
par value, of the issuer outstanding.
Transitional Small Business Disclosure Format (check one)
YES NO X
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<PAGE>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
INDEX
PART I. FINANCIAL INFORMATION PAGE NUMBER
Item 1. Financial Statements
BALANCE SHEET AS OF JUNE 30, 2000 (UNAUDITED) 2
AND DECEMBER 31, 1999
STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
AND SIX MONTHS ENDED JUNE 30, 2000 AND JUNE
30, 1999 AND FROM SEPTEMBER 15, 1998
(INCEPTION) TO JUNE 30, 2000 (UNAUDITED) 3
STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS
ENDED JUNE 30, 2000 AND JUNE 30, 1999 AND FOR
THE PERIOD FROM SEPTEMBER 15, 1998 (INCEPTION)
TO JUNE 30, 2000 (UNAUDITED) 4
NOTES TO FINANCIAL STATEMENTS AS OF JUNE 30,
2000 (UNAUDITED) 5-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports filed on Form 8-K 8
Signatures 9
1
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
ASSETS
June 30,
2000 December 31,
(unaudited) 1999
------------ ---------------
TOTAL ASSETS $ - $ -
------------ ============ ===============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
LIABILITIES
Loan payable to stockholder $ 16,395 $ 95
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TOTAL LIABILITIES 16,395 95
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STOCKHOLDERS' DEFICIENCY
Preferred stock, $0.001 par value,
8,000,000 shares authorized, none
issued and outstanding - -
Common stock, $0.001 par value,
100,000,000 shares authorized,
1,029,400 issued and outstanding 1,029 1,029
Accumulated deficit during development
stage (17,424) (1,124)
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TOTAL STOCKHOLDERS' DEFICIENCY (16,395) (95)
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TOTAL LIABILITIES AND STOCKHOLDERS'
------------------------------------
DEFICIENCY $ - $ -
---------- ============ ===============
See accompanying notes to financial statements
2
<PAGE>
<TABLE>
<CAPTION>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
For the
Period
From
For the For the For the For the September
Three Three Six Six 15, 1998
Months Months Months Months (Inception)
Ended Ended Ended Ended to
June 30, June 30, June 30, June 30, June 30,
2000 1999 2000 1999 2000
----------- --------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C>
REVENUES $ - $ - $ - $ - $ -
----------- --------- ---------- ----------- ------------
EXPENSES
Accounting fees 2,000 500 4,000 500 4,500
Bank charges - 30 - 30 95
Consulting fees - 29 - 29 29
Legal fees 3,000 500 6,000 500 6,500
Office & postage expense 750 - 1,500 - 1,500
Rent 2,400 - 4,800 - 4,800
----------- --------- ---------- ----------- ------------
NET LOSS $ (8,150) $ (1,059) $(16,300) $ (1,059) $ (17,424)
-------- =========== ========= ========== =========== ============
Net loss per share - basic and
diluted $ (0.0079) $(0.0011) $(0.0158) $ (0.0021) $ (0.0243)
=========== ========= ========== =========== ============
Weighted average number of shares
outstanding during the period -
basic and diluted 1,029,400 962,733 1,029,400 496,067 717,473
=========== ========= ========== =========== ============
</TABLE>
See accompanying notes to financial statements
3
<PAGE>
<TABLE>
<CAPTION>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the For the
six six September
months months 15, 1998
ended ended (inception)
June 30, June 30, to June 30,
2000 1999 2000
----------- ----------- -----------
<S> <C> <C> <C>
Cash flows from operating activities
Net loss $ (16,300) $ (1,059) $ (17,424)
Adjustments to reconcile net loss to
net cash used in operating activities:
Stock issued for services - 29 29
----------- ----------- -----------
Net cash used in operating activities (16,300) (1,030) (17,395)
----------- ----------- -----------
Cash flows from financing activities
Proceeds from issuance of common stock - 1,000 1,000
Loan proceeds from stockholder 16,300 270 16,395
----------- ----------- -----------
Net cash provided by financing
activities 16,300 1,270 17,395
----------- ----------- -----------
Net increase in cash - 240 -
Cash and cash equivalents - Beginning - - -
----------- ----------- -----------
Cash and cash equivalents - ending $ - $ 240 $ -
=========== =========== ===========
</TABLE>
See accompanying notes to financial statements
4
<PAGE>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) Organization and Description of Business
Veda Corporation (a development stage company) ("the Company") was
incorporated in Delaware on September 15, 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. At June 30, 2000, the Company had not yet commenced any
formal business operations, and all activity to date relates to the
Company's formation and proposed fund raising.
The Company's ability to commence 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) Basis of Presentation
The accompanying unaudited financial statements have been prepared
in accordance with generally accepted accounting principles and the
rules and regulation of the Securities and Exchange Commission for
interim financial information necessary for a comprehensive
presentation of financial position and results of operations.
In Management's opinion, however that all material adjustments
(consisting of normal recurring adjustments) have been made which
are necessary for a fair financial statement presentation. The
results for the interim period are not necessarily indicative of the
results to be expected for the year.
For further information, refer to the financial statements and
footnotes included in the Company's Form 10-KSB for the year ended
December 31, 1999.
(C) Use of Estimates
In preparing financial statements in conformity with generally
accepted accounting principles, management is required 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 reported period. Actual results could differ
from those estimates.
5
<PAGE>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
(D) Cash and Cash Equivalents
For purposes of the cash flow statements, the Company considers all
highly liquid investments with original maturities of three months
or less at time of purchase to be cash equivalents.
(E) Income Taxes
The Company accounts for income taxes under the Financial Accounting
Standards Board Statement of Financial Accounting Standards No. 109.
"Accounting for Income Taxes" ("Statement No.109"). Under Statement
No. 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
expenses or benefits due to the Company not having any material
operations for the six months ended June 30, 2000.
(F) Loss Per Share
Net loss per common share for the periods presented is computed
based upon the weighted average common shares outstanding as
defined by Financial Accounting Standards No. 128 "Earnings Per
Share". There were no common stock equivalents outstanding at
June 30, 2000.
NOTE 2 LOAN PAYABLE TO STOCKHOLDER
The loan payable to stockholder is a non-interest-bearing loan
payable to PageOne Business Productions, LLC. The amount is due and
payable on demand.
6
<PAGE>
VEDA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 2000
(UNAUDITED)
NOTE 3 STOCKHOLDERS' DEFICIENCY
The Company was originally authorized to issue 100,000 shares of
preferred stock at $.01 par value, with such designations,
preferences, limitations and relative rights as may be determined
from time to time by the Board of directors. It was also originally
authorized to issue 10,000,000 shares of common stock at $.001 par
value.
The Company issued 914,700 and 114,700 common shares to Appletree
Investment Company, Ltd. and PageOne Business Productions, LLC,
respectively. No preferred shares have been issued as of June 30,
2000.
Management filed a restated certificate of incorporation with the
State of Delaware in June of 1999 which increased the number of
authorized common shares to 100,000,000, increased the number of
authorized preferred shares to 8,000,000 and decreased the par value
of the preferred shares to $.001 per share.
The financial statements at June 30, 2000 give effect to common and
preferred stock amounts and par values enumerated in the restated
certificate of incorporation.
NOTE 4 GOING CONCERN
As reflected in the accompanying financial statements, the Company
has accumulated losses of $17,424, a working capital deficiency of
$16,395 and has not generated any revenues since it has not yet
implemented its business plan. The ability of the Company to
continue as a going concern is dependent on the Company's ability to
raise additional capital and implement its business plan. The
financial statements do not include any adjustments that might be
necessary if the Company is unable to continue as a going concern.
The Company intends to implement its business plan and is seeking
funding through the private placement of its equity or debt
securities or may seek a combination with another company already
engaged in its proposed business. Management believes that actions
presently being taken provide the opportunity for the Company to
continue as a going concern.
7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The following discussion and analysis below should be read in conjunction
with the financial statements, including the notes thereto, appearing elsewhere
in this report.
The Company was formed on September 15, 1998 and is in the development
stage. To date, the Company has not conducted any business operations or had any
sales revenue. To accomplish its business objectives, the Company intends to
locate and enter into strategic business combinations in the internet
telecommunications industry.
Results of Operations
---------------------
During the period from September 15, 1998 (inception) through June 30,
2000, the Company has engaged in no significant operations other than
organization activities, acquisition of capital and preparation for registration
of its securities under the Securities Exchange Act of 1934, as amended (the
"'34 Act"). No revenues were received by the Company during this period. For the
period from September 15, 1998 (inception) through June 30, 2000, the Company
has $0 assets, and has accumulated losses of ($17,424).
Liquidity and Capital Resources
-------------------------------
The Company currently believes that it has adequate cash resources to fund
current operations. There can be no assurance, however, that the Company's
actual capital needs will not exceed anticipated levels, or that the Company
will generate sufficient revenues to fund its operations in the absence of other
sources. Operating costs for the current period were funded by a loan from a
stockholder.
The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholders' equity other than the receipt of proceeds in the amount of $1,000
from the offer and sale of its Common Stock and $16,395 of cash advances from a
stockholder. The Company had a working capital deficiency of $16,395 as of June
30, 2000. Substantially all of such funds have been used to pay expenses
incurred by the Company.
Since its organization, VEDA has satisfied its cash requirements through
sales of Common Stock and cash advances from its stockholders.
PART II OTHER INFORMATION
Item 6. Exhibits and Reports filed on Form 8-K
(a) Exhibits
Exhibit No. Description
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27 Financial Data Schedule
(b) Reports on Form 8-K
None.
8
<PAGE>
SIGNATURES
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In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
VEDA CORPORATION
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Registrant
August 28, 2000 By: /s/ James Walters
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James Walters
Chief Financial Officer
(Principal Financial Officer)
9
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
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27 Financial Data Schedule
