UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(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 Securities Exchange Act
of 1934 (No fee required) for the transition period from _____________ to
_______________.
Commission file number:
TRIPLE S PARTS, INC.
-------------------------------
(Name of Small Business Issuer in Its Charter)
Nevada 88-0354194
------------------------------------ --------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
413 Petroleum St., Florence, Colorado 81226
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(Address of Principal Executive Offices) (Zip Code)
303-404-9904
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(Issuer's Telephone Number, Including Area Code)
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 [ ]
The number of shares outstanding of Registrant's common stock ($0.0005 par
value) 285,000 shares as of the latest practicable date October 12, 2000.
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TABLE OF CONTENTS
PART 1
Page
ITEM 1. FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PART II
ITEM 5. OTHER
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
<PAGE>
Item 1. Financial Statements
Unless otherwise indicated, the term "Company" refers to Triple S Parts, Inc.
The accompanying amended unaudited financial statements have been prepared in
accordance with the instructions to Form 10-Q and, therefore, do not include all
information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' equity in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the quarter
ended June 30, 2000, are not necessarily indicative of the results that can be
expected for the year ending December 31, 2000. The statements herein should be
read in connection with audited financial statements for the 6 months ended June
30, 2000 and June 30, 1999 and for the years ended December 1999 and December
1998.
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<TABLE>
<CAPTION>
TRIPLE S PARTS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
------
June 30 December 31,
---------------- ----------------
2000 1999 1999 1998
-------- ------ ------- --------
ASSETS
<S> <C> <C> <C> <C>
Cash $147,832 $ - $ 8,036 $ -
--------- ------ -------------- ------
TOTAL ASSETS $147,832 $ - $ 8,036 $ -
========= ======== ========== ========
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
----------------------------------------
CURRENT LIABILITIES
Accounts payable $ 5,000 $ - $ - $ -
Demand loan payable to a stockholder 139,840 - - -
--------- -------- -------- --------
Total Current Liabilities 144,840 - - -
--------- -------- -------- --------
CONTINGENCIES
STOCKHOLDERS' (DEFICIT)
Common stock: $0.0005 par value,
50,000,000 shares authorized; shares
issued and outstanding were 285,500
shares at June 30, 2000 at
Capital in excess of par 43,037 217 43,037 217
(Deficit) accumulated during the
development stage (40,188) (355) (35,144) (355)
---------- ------- ---------- --------
Total Stockholders' (Deficit) 2,992 - 8,036 -
---------- ------- ---------- --------
TOTAL LIABILITIES
AND STOCKHOLDERS' (DEFICIT) $147,832 $ - $ 8,036 $ -
========== ======= ========== ========
</TABLE>
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<TABLE>
<CAPTION>
TRIPLE S PARTS, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED )
FOR THE NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
FOR THE PERIOD FROM INCEPTION (FEBRUARY 26, 1996) TO SEPTEMBER 30, 2000
FROM
NINE MONTHS THREE MONTHS INCEPTION TO
------------- -------------- SEPTEMBER
2000 1999 2000 1999 30, 2000
------------ ---------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Revenue $ - $ - $ - $ - $ -
------------- --------- -------------- --------- ------------
Operating expenses
Professional fees:
Director - - - - 30,000
Website - - - - 1,750
Legal and accounting 5,000 1,925 - 1,925 7,425
Consultants 60,000 - 60,000 - 60,000
General and administration 44 480 - 480 1,013
------------- --------- -------------- ----------- ------------
Total operating expenses 65,044 2,405 60,000 2,405 100,188
------------- --------- -------------- ----------- ------------
(Loss) from operations (65,044) (2,405) (60,000) (2,405) (100,188)
------------- --------- -------------- ----------- ------------
Net (loss) $ (65,044) $ (2,405) $ (60,000) $ (2,405) (100,188)
============ ========= ============== ========= ------------
Basic (loss) per share $ (0.07) $ (0.00) $ (0.05) $ (0.00) N/A
============ ========= ============== ========= ============
Weighted average shares
outstanding during the period 950,850 825,000 1,200,000 825,000 N/A
============ ========= ============== ========= =============
</TABLE>
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<TABLE>
<CAPTION>
TRIPLE S PARTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
From
Inception on
For the For the February 22, 1996
Six Months Ended Years Ended 1996
June 30, December 31, Through
2000 1999 1999 1998 June 30, 2000
------------------ ------------------ ------------------
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (5,044) $ (34,789) $ (85) $ (40,188)
Changes in operating asset and liability accounts:
Stock issued for services - - 31,500 - 31,500
Accounts payable 5,000 - - - 5,000
------------------ ------------------- -------------------
Net Cash (Used) in Operating Activities (44) - (3,289) (85) (3,688)
CASH FLOWS FROM INVESTING ACTIVITIES - - - - -
------------------ ------------------- -------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Contribution of capital - - 11,325 85 11,680
Stockholder demand loan 139,840 - - - 139,840
------------------ ------------------- -------------------
Net Cash Provided by Financing Activities 139,840 - 11,325 85 151,520
------------------ ------------------- -------------------
NET INCREASE IN CASH 139,796 - 8,036 - 147,832
CASH AT BEGINNING OF PERIOD 8,036 - - - -
------------------ ------------------- -------------------
CASH AT END OF PERIOD $ 147,832 $ - $ 8,036 $ - $ 147,832
================== ===== ============== ====== ===================
</TABLE>
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<TABLE>
<CAPTION>
TRIPLE S PARTS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF STOCKHOLDERS' (DEFICIT)
(Deficit)
Accumulated
During the
Common Stock Capital in Development
Shares Amount Excess of Par Stage
----------- --------- ------------- ------------
<S> <C> <C> <C> <C>
Balance at inception
(February 22, 1996) $ - $ - $ - $ -
Founders shares issued at par 264,000 132 132 -
Net (loss) for the period ended
December 31, 1996 - - 185 (185)
----------- --------- -------------- -----------
Balance, December 31, 1996 264,000 132 317 (185)
----------- --------- -------------- -----------
Additional founders shares issued at par 11,000 6 (6) -
Net (loss) for the year ended
December 31, 1997 - - 85 (85)
----------- --------- -------------- -----------
Balance, December 31, 1997 275,000 138 132 (270)
Net (loss) for the year ended
December 31, 1998 - - 85 (85)
----------- --------- --------------- -----------
Balance, December 31, 1998 275,000 138 217 (355)
Net (loss) for the six months ended
June 30, 1999 - - - -
----------- --------- --------------- -----------
Balance, June 30, 1999 275,000 138 217 (355)
----------- --------- --------------- -----------
Stock issued for services 10,500 5 31,495 -
Contribution of capital - - 11,325 -
Net (loss) for the six months ended
December 31, 1999 - - - (34,789)
----------- --------- --------------- ------------
Balance, December 31, 1999 285,500 143 43,037 (35,144)
----------- --------- --------------- -------------
Net (loss) for the six months ended
June 30, 2000 - - - (5,044)
----------- --------- --------------- -------------
Balance, June 30, 2000 $ 285,500 $ 143 $ 43,037 $(40,188)
============= ======= =============== =============
</TABLE>
See accompanying notes.
<PAGE>
TRIPLE S PARTS, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
June 30, 2000
8
8
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Triple S Parts, Inc. (the "Company") was organized under the laws of the State
of Nevada on February 22, 1996. The purpose of the corporation is to engage in
any lawful activity.
In August 1999, the Company amended its Certificate of Incorporation to increase
the authorized number of shares to 50,000,000 and to change from no par stock to
$0.0005 per share par value.
Currently, the Company is a development stage company with no operations or
significant assets but is seeking business opportunities or to merge with an
existing company.
ACCOUNTING METHOD
The Company's financial statements are prepared using the accrual method of
accounting. The Company has adopted a December 31 year-end.
BASIC (LOSS) PER SHARE
The computations of basic (loss) per share of common stock are based on the
weighted average number of shares issued and outstanding during the periods.
USE 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 statement and the
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
INTERIM PERIOD RESULTS
The results of operations for the interim periods are not necessarily indicative
of the results to be expected for the full fiscal year.
PROVISION FOR TAXES
At June 30, 2000 the Company had net operating (loss) carryforwards of
approximately $42,000 that may be offset against future taxable income. No tax
benefit has been reported in the financial statements, because the potential tax
benefit of the net operating (loss) carryforwards are offset by a valuation
allowance of the same amount because of the uncertainty of the Company realizing
future taxable income.
<PAGE>
2. GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company does not have any substantial and continuing
sources of revenue or material assets sufficient to allow it to continue as a
going concern. It is the intent of the Company to seek a merger with an
existing, operating company. In the interim, shareholders of the Company have
committed to meeting its minimal operating expenses.
3. NONCASH FINANCING ACTIVITIES
In December 1999, the Company issued 10,500 shares as compensation for services
valued at $31,500.
4. CONTINGENCIES
At June 30, 2000, the Company's cash account is in excess of available Federal
Deposit Insurance Corporation (FDIC) limits.
5. SUBSEQUENT EVENTS
The Company and its shareholders are currently negotiating the exchange of their
100% ownership interest for a 30% interest in an operating company. The
President of the acquiree is expected to sign a two year employment contract at
an annual salary of approximately $96,000. A substantive agreement has not yet
been negotiated or agreed to.
The following unaudited pro forma data summarizes the results of operations of
the Company for the years ended December 1999 and 1998, and for the six months
ended June 30, 2000 and 1999, as if the acquisition had been completed on
January 1, 1998. The pro forma data gives effect to the actual operating
results prior to acquisition. The pro forma results do not purport to be
indicative of the results that would have actually been achieved if the
acquisition had occurred on January 1, 1998 or that may be achieved in the
future.
UNAUDITED
---------
Year Ended Six Months Ended
December 31, June 30,
-------------- ----------------
1999 1998 2000 1999
---- ---- ---- ----
Revenues $239,328 $253,763 $ 127,537 $194,342
Net (loss) income $(47,765) $(3,629) $(114,183) $(3,544)
Basic net (loss) per common share $(0.00) $(0.00) $(0.01) $(0.00)
Near the end of the third quarter, the Company issued 600,000 shares of
restricted stock to consultants for services rendered and to be rendered to the
Company from July 1, 2000 to year-end. The Company expects to value these shares
at $0.05 per share. This transaction has not been recorded in the financial
statements.
In August 2000, the Company authorized a 3 to 1 forward stock split effective in
August. This action raises the number of shares from 885,500 shares to
2,656,500 shares issued and outstanding. This transaction has not been
recorded in the financial statements.
PART II
Item 6. Exhibits and Reports on Form 8-K.
None
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
Triple S Parts, Inc.
/s/__________________________________
By: Thomas Pierson, President
Date: January 18, 2001
