UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
or
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from N/A to N/A
Commission File No. 0-29935
20/20 WEB DESIGN, INC.
(Exact name of Registrant as specified in its charter)
Nevada, USA 33-0677140
----------
(State of Incorporation) (IRS Employer Identification No.)
21800 Oxnard Street, #440, Woodland Hills, California 91367
(Address of principal executive offices)
Issuer's Telephone Number, (818) 598-6780
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS 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 number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
Class Outstanding at June 30, 2000
Common Stock, $.001 10,774,787 shares
par value Outstanding Securities
Transitional Small Business Disclosure Format (check one): Yes|_| No |X|
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20/20 WEB DESIGN, INC.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
A financial statement, unaudited and included herein, beginning on
page F-1 (Exhibit 99.0), is incorporated herein by this reference.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
GENERAL
20/20 Web Design, Inc. (the "Company") was incorporated on August 31, 1995
as "Visioneering Corporation" under the laws of the State of Nevada, to engage
in any lawful corporate undertaking, including, but not limited to, selected
mergers and acquisitions. The Company subsequently changed its name to
"Asiamerica Energy Group, Inc." on January 12, 1996 when it entered into an
agreement to acquire an oil and gas company. No stock was issued and no assets
were acquired as this acquisition was not consummated.
The Company then changed its name to "Care Financial Group, Inc." on April
29, 1996. At that time, the Company had agreed to form a wholly owned
subsidiary, Care Concepts, Inc., a Nevada corporation ("Care Concepts"). The
Company issued 3,700,000 shares of its common stock to Care Concepts which
shares were valued at $25,000. Care Concepts was in the business of designing
and building specialized motor vehicles for physically handicapped drivers and
passengers. Ultimately, this acquisition did not succeed and the Company paid
Care Concepts $80,000 to terminate the agreement between Care Concepts and the
Company while the shareholders of Care Concepts retained their shares of the
Company's common stock. The Company subsequently approved a 250-to-1 reverse
stock split after this transaction was terminated.
On May 15, 1997, the Company changed its name to "Trump Oil Corporation"
("Trump"). Trump proposed to merge with Fenway Resources Ltd., a Canadian
company involved in natural resource development which wanted to develop and
construct a cement manufacturing facility in the Philippines. This proposed
merger was never consummated and no shares were issued pursuant to this
agreement.
None of the proposed business activities for which the Company's name was
changed produced any revenues or created any appreciable business activities for
the Company. On March 10, 1999, the Company entered into a letter of intent with
20/20 Web
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Design, Inc. ("20/20 Web"), a Colorado corporation, a wholly owned subsidiary of
Multi-Source Capital, Ltd. ("MSC"), also a Colorado corporation. The Company
entered into an Agreement and Plan of Reorganization and completed its
acquisition of 20/20 Web, with the Company changing its name as a result. As a
result of the merger, MSC became the owner of 80% of the issued and outstanding
shares of the Company. The Company recorded the 8,620,000 shares of stock issued
to MSC at par value for a total of $8,620. MSC was later acquired by TeleMall
Communications, Inc. ("TeleMall"), a publicly traded company which subsequently
changed its name to Stein's Holdings, Inc. ("Stein's").
In 1999, the Company continued the business of the Colorado corporation it
acquired and continued to design and maintain web sites for small, private
companies. The Company's clients included a jewelry store, a gift basket company
and certain other small companies. The revenues received from these operations
were minimal. The Company still has an outstanding contract with Image Jewelers,
Inc. whereby the Company is entitled to half of the net profits generated from
sales on its web site (www.imagejewelry.com) but in 1999, the Company received
no revenue from this agreement.
The Company has received no revenues from this contract in 2000 and does
not anticipate receiving much in the way of revenues from this agreement. Any
revenues to be received will be minimal.
In December, 1999, the Company formed a wholly owned subsidiary, Stein's
Cake Box ("Cake Box"), a Nevada corporation. The Company entered into a letter
of intent with a bakery operation in Lewisville, Texas controlled by the
Company's president, Randy Sutton. The Company lent $195,000 to Cake Box in
connection with the letter of intent. Cake Box used the $195,000 to pay some of
the construction costs of a proposed bakery operation estimated to ultimately
cost a total of $750,000. The proposed construction project was to expand an
existing bakery operation located at the same location, College Connection, Inc.
dba Stein's Bakery (the "Bakery"), also run by Mr. Sutton.
As part of its proposed acquisition of certain bakery operations, Cake Box
was to pay the sum of $700,000 and issue 1,300,000 shares of Stein's common
stock to the Bakery in exchange for the leasehold improvements and the certain
contracts of the Bakery. Cake Box was going to commence operations and supply
freshly baked goods to convenience stores and mini marts upon completion of its
construction project. Commencing in late 1999, Cake Box began to produce certain
freshly baked goods for these retail mini marts by subcontracting the baked
goods from the Bakery pending the completion of the construction project. In
late
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February, 2000, the Company and the Bakery mutually agreed to cancel their
letter of intent concerning Cake Box, although the Bakery remains liable to
repay the $195,000 it acquired from Cake Box. However, the Company has written
off this debt although it still continues its efforts to collect this sum.
On February 29, 2000, the Company's President, CEO and director, Randy
Sutton, resigned as an officer and director of both the Company and Stein's. The
Bakery has agreed to repay the Company the $195,000 lent to pay off certain
construction debts of the Bakery as part of the Cake Box Letter of Intent
although it is uncertain when the Bakery will be able to repay the loan. The
Company will only be repaid when and if the Bakery has the funds to repay the
Company and may have to institute legal proceedings to obtain repayment. Even if
the Company is successful in obtaining a judgment against the Bakery, it would
still have to collect on that judgment. The Company believes that most, if not
all, of the Bakery's assets are subject to other outstanding liens and security
interests of other senior creditors, making it difficult for the Company to
enforce any judgment it is ultimately successful in obtaining. The Company has
written off its investment in the Cake Box but will still attempt to collect the
debt.
Following the Company's lack of success with the Cake Box venture, the
Company has determined that it will remain inactive at the present time, except
for limited web design projects it may agree to undertake in the future,
although it has no present new contracts for any web design projects, and that
the Company will seek suitable acquisition candidates. The Company can be
defined as a shell company whose sole purpose at this time is to locate and
consummate a merger or acquisition with a private entity.
When used in this Form 10-QSB, the words "anticipate", "estimate",
"expect", "project" and similar expressions are intended to identify
forward-looking statements. Such statements are subject to certain risks,
uncertainties and assumptions including the possibility that the Company's
proposed plan of operation will fail to generate projected revenues. Should one
or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
anticipated, estimated or projected.
LIQUIDITY AND CAPITAL RESOURCES
The Company is in the development stage. Since inception, the Company has
experienced no significant change in liquidity or capital resources or
stockholders equity other than the receipts of proceeds from offerings of its
capital stock. The Company received
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$250,000 from an offering conducted under Rule 504 of Regulation D in 1999. The
Company also raised approximately $158,000 from the issuance of 7,200,000 shares
of the Company's common stock prior to 1997. In 1997, the Company raised an
additional $345,000 from the sale of its common stock. The Company's balance
sheet as of June 30, 2000 reflects limited assets and limited liabilities.
Further, there exists no agreements or understandings with regard to loan
agreements by or with the Officers, Directors, principals, affiliates or
shareholders of the Company.
The Company will attempt to carry out its plan of business as discussed
above. The Company cannot predict to what extent its lack of liquidity and
capital resources will hinder its business plan prior to the consummation of a
business combination.
RESULTS OF OPERATIONS
During the period from August 31, 1995 (inception) through June 30, 2000,
the Company engaged in limited operations and attempted to commence operations
in a number of different fields, none of which was ultimately successful or
resulted in any appreciable revenues for the Company. The revenues received by
the Company during this period consisted of $2,500 from its web design and
$28,136 in revenues from the bakery operations resulting in a net loss of
$34,910 for the period ended December 31, 1999.
For the six month period ended June 30, 2000, the Company had no revenues
or income but recorded a net operating loss of ($219,863) resulting primarily
from writing off the loan of $195,000 to Stein's Bakery and approximately
$24,100 in general and administrative expenses. For the six month period ended
June 30, 1999, the Company had no revenues or income but recorded a net
operating loss of ($14,248), resulting from general and administrative expenses.
The net loss per share was ($.02) for the period ended June 30, 2000 compared to
a no loss per share for the period ended June 30, 1999.
For the period ended June 30, 2000, the Company had assets of
approximately of $120 and current liabilities of approximately $25,000. For the
period ended June 30, 1999, the Company had total assets of approximately
$215,000 and no current liabilities. Shareholders equity for the period ended
June 30, 2000 was approximately ($25,000) compared to total shareholder equity
of approximately $215,000 for the period ended June 30, 2000. The difference
between the period figures at June 30, 2000 and June 30, 1999 are primarily
attributable to Company lending $195,000 to the Cake Box operations and
subsequently writing off that loan.
The Company anticipates that until a business combination is
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completed with an acquisition candidate, it will not generate revenues and may
operate at a loss after completing a business combination, depending upon the
performance of the acquired business.
NEED FOR ADDITIONAL FINANCING
The Company believes that its existing capital will not be sufficient to
meet the Company's cash needs, including the costs of compliance with the
continuing reporting requirements of the Securities Exchange Act of 1934, as
amended. Once a business combination is completed, the Company's needs for
additional financing are likely to increase substantially. It is anticipated
that Stein's will likely advance any funds necessary to insure that the Company
is able to meet its reporting obligations under the 1934 Act and that these
loans will be repaid either when the Company merges or acquires a business or in
the event that the loan made to Stein's Bakery is repaid. However, Stein's has
not agreed in writing to provide these funds and can only provide these funds to
the extent that it has available funds to loan to the Company.
No commitments to provide additional funds have been made by management or
other stockholders. Accordingly, there can be no assurance that any funds will
be available to the Company to allow it to cover its expenses.
The Company might seek to compensate providers of services by issuances of
stock in lieu of cash.
PART II
Items No. 1, 2, 3, and 4 - Not Applicable.
Item 5 - Other Information
On My 15, 2000, the Company's president, Shahram Khial, Ph.D., resigned
and was replaced by Charles Smith. Mr. Smith was appointed CEO and CFO. Mr.
Smith graduated from Boston University, Boston, Massachusetts in 1979 and since
that time has been a Certified Public Accountant involved in all phases of
business, including the audit of companies and tax matters. He is a consultant
to various companies ranging from an art distribution company to a junior
resource company which is developing a gold property in Sinaloa State, Mexico.
Mr. Smith has significant experience in accounting and securities matters. Mr.
Smith's business affiliations during the last five years are as follow:
Chairman - Dynacap Group, Ltd. - a consulting and management firm
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- 1992 to the present.
Sole proprietor as a Certified Public Accountant - 1983 to the present.
Sole officer and Director - MC Cambridge, Inc. - a financial consulting firm -
1997 to present.
Sole officer and director - Asset Servicing Corporation - a leasing company -
1998 to present.
Chief Financial Officer and Director - Electrical Generation Technology
Corporation - April 2000 to present.
Item No. 6 - Exhibits and Reports on Form 8-K
(a) No reports on Form 8-K were filed during the three months ended June
30, 2000.
(b) Exhibits
99 Financial Statements for the periods ended June 30, 2000 and 1999
27 Financial Data Schedule
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this Report to be signed on its behalf by
the undersigned, thereunto duly authorized.
20/20 WEB DESIGN, INC.
Date: August 24, 2000
By /s/ Charles Smith
--------------------------------
Charles Smith, CEO, CFO
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20/20 WEB DESIGN, INC.
FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
<PAGE>
TABLE OF CONTENTS
Page No.
--------
INDEPENDENT ACCOUNTANTS' REVIEW REPORT ............................. 1
FINANCIAL STATEMENTS
Balance Sheets .............................................. 2
Statements of Operations .................................... 3
Statements of Changes in Stockholders' Equity ............... 4
Statements of Cash Flows .................................... 5
Notes to Financial Statements ............................... 6 - 10
<PAGE>
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
To the Board of Directors and Stockholders
20/20 Web Design, Inc.
Woodland Hills, California
We have reviewed the accompanying balance sheets of 20/20 Web Design, Inc. as of
June 30, 2000 and 1999, and the related statements of operations, changes in
stockholders' equity and cash flows for the six months then ended, in accordance
with Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants. All information included in
these financial statements is the representation of the management of 20/20 Web
Design, Inc.
A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements 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 in order for them to be in
conformity with generally accepted accounting principles.
Moffitt & Company, P.C.
Scottsdale, Arizona
August 8, 2000
<PAGE>
20/20 WEB DESIGN, INC.
BALANCE SHEETS
JUNE 30, 2000 AND 1999
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
2000 1999
--------- ---------
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 119 $ 215,405
--------- ---------
TOTAL ASSETS $ 119 $ 215,405
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable
Trade $ 24,989 $ 0
Related entity 250 0
--------- ---------
TOTAL CURRENT LIABILITIES 25,239 0
--------- ---------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock
Authorized 25,000,000 shares, par
value .001(cent) per share
Issued and outstanding - 10,774,787 shares 10,775 10,775
Paid-in capital in excess of par value of stock 738,719 738,719
Retained earnings (deficit) (774,614) (534,089)
--------- ---------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (25,120) 215,405
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 119 $ 215,405
========= =========
</TABLE>
See Accompanying Notes and Independent Accountants' Review Report.
2
<PAGE>
20/20 WEB DESIGN, INC.
STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
2000 1999
------------ ------------
REVENUE $ 0 $ 0
GENERAL AND ADMINISTRATIVE EXPENSES 24,207 (14,248)
------------ ------------
(LOSS) FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES (24,207) (14,248)
INCOME TAXES 0 0
------------ ------------
(LOSS) FROM CONTINUING OPERATIONS (24,207) (14,248)
DISCONTINUED OPERATION
(LOSS) ON INVESTMENT IN STEIN'S
CAKE BOX, INC (195,656) 0
------------ ------------
NET (LOSS) $ (219,863) $ (14,248)
============ ============
NET (LOSS) PER COMMON SHARE
Basic and diluted
Continuing operations $ (.00) $ (.00)
Discontinued operations (.02) (.00)
------------ ------------
Total $ (.02) $ (.00)
============ ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
Basic and diluted 10,774,787 8,332,287
============ ============
See Accompanying Notes and Independent Accountants' Review Report.
3
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20/20 WEB DESIGN, INC.
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
<TABLE>
<CAPTION>
Paid in
Number Capital in
Of Excess of
Common Common Par Value Retained
Shares Stock of Stock Earnings
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1999 1,004,787 $ 1,005 $ 521,349 $ (519,841)
ISSUANCE OF COMMON STOCK
FOR 20/20 WEB DESIGN, INC 8,620,000 8,620 (8,620) 0
NET (LOSS) FOR THE SIX
MONTHS ENDED
JUNE 30, 1999 0 0 0 (14,248)
---------- ---------- ---------- ----------
BALANCE, JUNE 30, 1999 9,624,787 9,625 512,729 (534,089)
NET (LOSS) FOR THE SIX
MONTHS ENDED
DECEMBER 31, 1999 0 0 0 (20,662)
ISSUANCE OF COMMON STOCK
FOR CASH PER PRIVATE
PLACEMENT, NET OF FEES 1,150,000 1,150 225,990 0
---------- ---------- ---------- ----------
BALANCE, DECEMBER 31, 1999 10,774,787 10,775 738,719 (554,751)
NET (LOSS) FOR THE SIX
MONTHS ENDED
JUNE 30, 2000 0 0 0 (219,863)
---------- ---------- ---------- ----------
BALANCE, JUNE 30, 2000 10,774,787 $ 10,775 $ 738,719 $ (774,614)
========== ========== ========== ==========
</TABLE>
See Accompanying Notes and Independent Accountants' Review Report.
4
<PAGE>
20/20 WEB DESIGN, INC.
STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999
(UNAUDITED)
<TABLE>
<CAPTION>
2000 1999
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) $(219,863) $ (14,248)
Adjustments to reconcile net (loss) to net cash
(used) by operating activities:
Loss on investment in subsidiary 195,656 0
Organization costs 0 2,513
Changes in operating assets and liabilities
Accounts receivable 28,173 0
Accounts payable (4,084) 0
--------- ---------
NET CASH FLOWS (USED) BY OPERATING
ACTIVITIES (118) (11,735)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock 0 227,140
--------- ---------
NET CASH FLOWS PROVIDED BY FINANCING
ACTIVITIES 0 227,140
--------- ---------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS (118) 215,405
CASH AND CASH EQUIVALENTS, BEGINNING
OF PERIOD 237 0
--------- ---------
CASH AND CASH EQUIVALENTS, END OF
PERIOD $ 119 $ 215,405
========= =========
SUPPLEMENTARY DISCLOSURE OF
CASH FLOW INFORMATION
Interest paid $ 0 $ 0
========= =========
Taxes paid $ 0 $ 0
========= =========
NON CASH INVESTING AND FINANCING
ACTIVITIES
Issuance of company stock for 20/20 Web Design, Inc. $ 0 $ 8,620
========= =========
</TABLE>
See Accompanying Notes and Independent Accountants' Review Report.
5
<PAGE>
20/20 WEB DESIGN, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Business
20/20 Web Design, Inc. was incorporated in August 1995 in the state of
Nevada. The corporation is in the business of developing website designs
and managing and acquiring subsidiary corporations.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the company considers all
highly liquid debt instruments purchased with an original maturity of
three months or less to be cash equivalents.
Accounting Estimates
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of assets and
liabilities, the disclosure of contingent assets and liabilities, and the
reported revenues and expenses. Actual results could vary from the
estimates that were used.
Income Taxes
Provisions for income taxes are based on taxes payable or refundable for
the current year and deferred taxes on temporary differences between the
amount of taxable income and pretax financial income and between the tax
bases of assets and liabilities and their reported amounts in the
financial statements. Deferred tax assets and liabilities are included in
the financial statements at currently enacted income tax rates applicable
to the period in which the deferred tax assets and liabilities are
expected to be realized or settled as prescribed in FASB Statement No.
109, Accounting for Income Taxes. As changes in tax laws or rate are
enacted, deferred tax assets and liabilities are adjusted through the
provision for income taxes.
Net Loss Per Share
The company adopted Statement of Financial Accounting Standards No. 128
that requires the reporting of both basic and diluted earnings per share.
Basic earnings per share is computed by dividing net income available to
common shareowners by the weighted average number of common shares
outstanding for the period. Diluted earnings per share reflects the
potential dilution that could occur if securities or other contracts to
issue common stock were exercised or converted into common stock. In
accordance with FASB 128, potentially dilutive securities that would have
an anti- dilutive effect on net loss per share are excluded.
See Accompanying Notes and Independent Accountants' Review Report.
6
<PAGE>
20/20 WEB DESIGN, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
NOTE 2 INCOME TAXES
<TABLE>
<CAPTION>
2000 1999
--------- ---------
<S> <C> <C>
(Loss) from continuing operations before income taxes $(219,863) $ (14,248)
--------- ---------
The provision for income taxes is estimated as follows:
Currently payable $ 0 $ 0
--------- ---------
Deferred $ 0 $ 0
--------- ---------
A reconciliation of the provision for income taxes
compared with the amounts at the Federal Statutory
rate was as follows:
Income taxes computed at statutory federal rates $ 0 $ 0
--------- ---------
Income tax per books $ 0 $ 0
--------- ---------
Deferred income tax asset and liabilities reflect the impact of
temporary differences between amounts of assets and liabilities
for financial reporting purposes and the basis of such assets
and liabilities as measured by tax laws
The net deferred tax is: $ 0 $ 0
--------- ---------
The net deferred tax liability is: $ 0 $ 0
--------- ---------
Temporary differences and carryforwards that give rise to
deferred tax assets and liabilities included the following:
<CAPTION>
Deferred Tax
-----------------------
2000 1999
--------- ---------
<S> <C> <C>
Net operating loss $ 52,438 $ 22,500
Less valuation allowance 52,438 22,500
--------- ---------
Net $ 0 $ 0
========= =========
A reconciliation of the valuation allowance is as follows:
<CAPTION>
2000 1999
--------- ---------
<S> <C> <C>
Balance, beginning of period $ 19,300 $ 19,082
Addition to allowance for the six months ended
June 30, 2000 and 1999 33,138 3,418
--------- ---------
Balance, end of period $ 52,438 $ 22,500
========= =========
</TABLE>
See Accompanying Notes and Independent Accountants' Review Report.
7
<PAGE>
20/20 WEB DESIGN, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
NOTE 3 TAX CARRYFORWARDS
The corporation has the following net operating loss carryforwards:
Year Amount Expiration Date
---- ------ ---------------
1998 $ 94,200 2018
1999 35,524 2019
2000 219,863 2020
----------
$ 349,587
==========
NOTE 4 PRIVATE PLACEMENT OFFERING
In March 1999, the company had a private placement for 11,500,000 shares
of common stock at $0.02 per share. All of the shares were sold and the
company realized $230,000 less $2,860 of costs.
NOTE 5 STOCK OPTIONS
The company does not have any stock options outstanding.
NOTE 6 BUSINESS COMBINATION
On March 30, 1999, the company completed a merger with 20/20 Web Design,
Inc. by exchanging 8,620,000 shares of section 144 restricted common stock
for 100% of the outstanding shares of 20/20 Web Design, Inc.
The merger has been accounted for as a pooling of interest (reverse
acquisition as defined by the Securities and Exchange Commission) and the
company recorded the merger as follows:
Increase in common stock
8,620,000 shares @ .001(cent) par value $ 8,620
Decrease in paid-in capital 8,620
After the merger, the company changed its name to 20/20 Web Design, Inc.
The following unaudited information presents certain income statement data
of the separate companies for the periods preceding the merger:
See Accompanying Notes and Independent Accountants' Review Report.
8
<PAGE>
20/20 WEB DESIGN, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
NOTE 6 BUSINESS COMBINATION (CONTINUED)
1999 1998
--------- ---------
Net sales
Trump Oil Corporation $ 2,500 $ 0
20/20 Web Design, Inc. 0 0
Net (loss)
Trump Oil Corporation (12,000) (359,441)
20/20 Web Design, Inc. 0 0
There were no material transactions between Trump Oil Corporation and
20/20 Web Design, Inc. prior to the merger. The effects of conforming
20/20 Web Design, Inc.'s accounting policies to those of Trump Oil
Corporation were not material.
NOTE 7 INSURANCE
The company does not carry liability or worker's compensation insurance.
NOTE 8 WEB DESIGN CONTRACT
In December 1998, the company entered into a web-design contract which
began in September 1999. As compensation for its services, the company
will receive 50% of the net sales profits generated by the Internet web
site created by the company.
The initial term of the contract shall be for two years.
The company has not realize any income on the contract.
NOTE 9 DISCONTINUED OPERATIONS
The following information is presented for the loss from discontinued
operations:
a. Segment discontinued - subsidiary corporation, Stein's Cake
Box, Inc.
b. Discontinued date - February 29, 2000
c. Manner of disposal - investment written-off as worthless
d. Remaining assets and liabilities - none at February 29, 2000
e. Income or loss from February 29, 2000 to June 30, 2000 - none
f. Proceeds from disposal of assets - none
See Accompanying Notes and Independent Accountants' Review Report.
9
<PAGE>
20/20 WEB DESIGN, INC.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000 AND 1999
(UNAUDITED)
NOTE 10 UNAUDITED FINANCIAL INFORMATION
The accompanying financial information as of June 30, 2000 and 1999 is
unaudited. In management's opinion, such information includes all normal
recurring entries necessary to make the financial information not
misleading.
NOTE 11 COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
2000 1999
------------ ------------
<S> <C> <C>
From continuing operations
Net (loss) from continuing operations $ (24,207) $ (14,248)
------------ ------------
Weighted average number of common
shares outstanding 10,774,787 8,332,287
(Loss) per share $ (.00) $ (.00)
From discontinued operations
Net (loss) from discontinued operations $ (195,656) $ 0
------------ ------------
Weighted average number of common
shares outstanding 10,774,787 8,332,287
(Loss) per share $ (.02) $ (.00)
</TABLE>
See Accompanying Notes and Independent Accountants' Review Report
10
