[As adopted in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]
U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[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
For the transition period from to
------------------- ---------------------
Commission file number 0-730
-----------------------------
FAR REACH HOLDINGS, LTD.
--------------------------------------------------
(Exact name of small business issuer as
specified in its charter)
Nevada 33-0885763
--------------------------------------------------------------------------------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
44489 Town Center Way, #D415 Palm Desert, CA 92260
----------------------------------------------------------------
(Address of principal executive offices)
(760) 773-9227
Issuer's telephone number
(Former name, former address and former fiscal year,
if changed since last report.)
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
<PAGE>
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes No -----
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practical date: June 30, 2000 1,000,000
-----------------------------
Transitional Small Business Disclosure Format (check one).
Yes ; No X
---- ---
<PAGE>
PART I
Item 1. Financial Statements
INDEPENDENT ACCOUNTANT'S REPORT
Far Reach Holding, Ltd.
(A Development Stage Company)
We have reviewed the accompanying balance sheet of Far Reach Holding,
Ltd.(a development stage company) as of June 30, 2000 and December 31, 1999, and
the related statements of operations for the three and six months, and cash
flows for the six month periods ended June 30, 2000 and 1999. These financial
statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by
the American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying financial statements for them to be in
conformity with generally accepted accounting principles.
Respectfully submitted
/S/ ROBISON, HILL & CO.
Certified Public Accountants
Salt Lake City, Utah
July 21, 2000
3
<PAGE>
FAR REACH HOLDINGS, LTD.
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
June 30, December 31,
----------------------
2000 1999
------- -------
ASSETS ................................................... $ -- $ --
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts Payable ....................................... $ -- $ --
Accrued expenses ....................................... -- --
------- -------
Total Liabilities .............................. -- --
------- -------
Stockholders' Equity ..................................... -- --
Common stock (par value $.001), 100,000,000 shares
authorized, issued 1,000,000 shares at June 30,
2000 and December 31, 1999 ............................. 1,000 1,000
Paid-In Capital .......................................... 1,890 440
Retained deficit ......................................... (1,200) (1,200)
Deficit accumulated during development stage ............. (1,690) (240)
------- -------
Total Stockholders' Equity ..................... -- --
------- -------
Total Liabilities and Stockholders' Equity ..... $ -- $ --
======= =======
See accompanying notes and accountants' report
4
<PAGE>
FAR REACH HOLDINGS, LTD.
(A Development Stage Company)
STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Cumulative
For the Three Months For the Six Months Since
Ended Ended Inception of
June 30, June 30, Development
------------------------ ------------------------
2000 1999 2000 1999 Stage
----------- ----------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C>
Revenues .................. $ -- $ -- $ -- $ -- $ --
----------- ----------- ----------- ---------- -----------
Expenses
Selling, general and
administrative expenses -- 240 1,450 240 1,690
----------- ----------- ----------- ---------- -----------
Operating Loss ............ -- -- -- -- --
Other income (expense):
Interest expense ....... -- -- -- -- --
Reorganization items:
Administrative fees .... -- -- -- -- --
----------- ----------- ----------- ---------- -----------
Loss before taxes
Income taxes .............. -- -- -- -- --
----------- ----------- ----------- ---------- -----------
Net Loss ........... $ -- $ (240) $ (1,450) $ (240) $ (1,690)
=========== =========== =========== ========== ===========
Per Share Amounts
Net Loss .................. $ -- $ -- $ -- $ -- $ --
============== =========== =========== =========== ===========
Weighted Average Shares
Outstanding ............... 1,000,000 1,000,000 1,000,000 1,000,000
</TABLE>
See accompanying notes and accountants' report.
5
<PAGE>
FAR REACH HOLDINGS, LTD.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Cumulative
Since
For the six months ended Inception of
June 30, Development
-----------------------
2000 1999 Stage
--------- ----------- ---------
Cash Flows from Operating Activities:
<S> <C> <C> <C>
Net Loss .................................... $ (1,450) $ -- $ (1,690)
--------- ----------- ---------
Increase (Decrease) in Accounts Payable ..... -- -- (200)
Net cash used in operating activities ... (1,450) -- (1,890)
--------- ----------- ---------
Cash Flows from Investing Activities:
Net cash provided by investing activities -- -- --
--------- ----------- ---------
Cash Flows from Financing Activities:
Capital contributed by shareholder .......... 1,450 -- 1,890
Issuance of Common Stock .................... -- -- --
--------- ----------- ---------
Net cash provided by
financing activities ................... 1,450 -- 1,890
--------- ----------- ---------
Net change in cash and cash equivalents ......... -- -- --
Cash and cash equivalents at beginning of year .. -- -- --
--------- ----------- ---------
Cash and cash equivalents at end of year ........ $ -- $ -- $ --
========= =========== =========
Supplemental Disclosure of Cash Flow
Information:
Cash paid during the year for:
Interest ................................ $ -- $ -- $ --
Franchise and income taxes .............. $ -- $ -- $ --
Supplemental Disclosure of Non-Cash Investing
and Financing Activities: None
</TABLE>
See accompanying notes and accountants' report
6
<PAGE>
FAR REACH HOLDINGS, LTD.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000
(Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF ACCOUNTING POLICIES
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles and with Form 10-QSB
requirements. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for a fair presentation have been included. Operating results for the
six month period ended June 30, 2000, are not necessarily indicative of the
results that may be expected for the year ended December 31, 2000.
Organization and Basis of Presentation
The Company was incorporated under the laws of the state of Nevada on
May 23, 1996. The Company ceased all operating activities during the period from
May 23, 1996 to June 5, 1999 and was considered dormant. Since June 5, 1999, the
Company is in the development stage, and has not commenced planned principal
operations.
Nature of Business
The Company has no products or services as of June 30, 2000. The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.
Cash and Cash Equivalents
For the purpose of reporting cash flows, the Company considers all
highly liquid debt instruments purchased with maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.
Pervasiveness of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles required 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.
7
<PAGE>
FAR REACH HOLDINGS, LTD
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000 (continued)
(Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Loss per Share
The reconciliations of the numerators and denominators of the basic
loss per share computations are as follows:
Per-Share
Income Shares Amount
------ ------ ------
(Numerator) (Denominator)
For the three months ended June 30, 2000
----------------------------------------
Basic Loss per Share
Loss to common shareholders $ - 1,000,000 $ -
=============== ================ ==============
For the six months ended June 30, 2000
--------------------------------------
Basic Loss per Share
Loss to common shareholders $ (1,450) 1,000,000 $ -
=============== ================ ==============
For the three months ended June 30, 1999
----------------------------------------
Basic Loss per Share
Loss to common shareholders $ (240) 1,000,000 $ -
=============== ================ ==============
For the six months ended June 30, 1999
--------------------------------------
Basic Loss per Share
Loss to common shareholders $ (240) 1,000,000 $ -
=============== ================ ==============
The effect of outstanding common stock equivalents are anti-dilutive
for June 30, 2000 and 1999 and are thus not considered.
8
<PAGE>
FAR REACH HOLDINGS, LTD
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED June 30, 2000 (continued)
NOTE 2 - INCOME TAXES
As of June 30, 2000, the Company had a net operating loss carryforward
for income tax reporting purposes of approximately $1,000 that may be offset
against future taxable income through 2011. Current tax laws limit the amount of
loss available to be offset against future taxable income when a substantial
change in ownership occurs. Therefore, the amount available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements, because the Company believes there is a 50% or greater chance the
carryforwards will expire unused. Accordingly, the potential tax benefits of the
loss carryforwards are offset by a valuation allowance of the same amount.
NOTE 3 - DEVELOPMENT STAGE COMPANY
The Company has not begun principal operations and as is common with
a development stage company, the Company has had recurring losses during its
development stage.
NOTE 4 - COMMITMENTS
As of June 30, 2000 all activities of the Company have been conducted
by corporate officers from either their homes or business offices. Currently,
there are no outstanding debts owed by the company for the use of these
facilities and there are no commitments for future use of the facilities.
NOTE 5 - STOCK SPLIT
On November 11, 1999 the Board of Directors authorized 1,000 to 1
stock split, changed the authorized number of shares to 100,000,000 shares and
the par value to $.001 for the Company's common stock. As a result of the split,
999,000 shares were issued. All references in the accompanying financial
statements to the number of common shares and per-share amounts for 2000 and
1999 have been restated to reflect the stock split.
9
<PAGE>
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 Security Holders.
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
The Company did not file a report on Form 8-K during the three months
ended June 30, 2000.
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
FAR REACH HOLDINGS, LTD.
(Registrant)
DATE: July 21, 2000 By: /s/
--------------------- ----
David Sitko, CEO/President
(Principal Financial and
Accounting Officer)
11
