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 September 30, 2000
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[ ] Transition Report under Section 13 or 15(d)of the Exchange Act For
the
Transition Period from ________ to ___________
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Commission File Number: 000-30829
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BUSINESS TRANSLATION SERVICES, INC.
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(Exact name of small business issuer as specified in its charter)
Nevada 88-0430189
------------------------------- ------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification
No.)
500 N. Rainbow, Suite 300
Las Vegas, NV 89107
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(Address of principal executive offices)
(702) 221-1952 (PHONE) (702) 221-1963(FAX)
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(Issuer's telephone number)
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Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12 months (or
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 [ ] No [X]
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 [ ]
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Common Stock, $0.001 par value per share, 20,000,000 shares authorized,
2,200,750 issued and outstanding as of September 30, 2000. Preferred
Stock, $0.001 par value per share, 5,000,000 shares authorized, no
Preferred Stock issued nor outstanding as of September 30, 2000.
Traditional Small Business Disclosure Format (check one) Yes [ ] No [X]
2
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements................................. 4
Independent Auditors' Report......................... 5
Balance Sheet....................................... 6
Income Statement. ............................ 7
Statements of Cash Flows............................ 8
Notes to Financial Statements...................... 9-11
Item 2. Management's Discussion and Analysis of Plan
of Operation......................................... 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................... 16
Item 2. Changes in Securities and Use of Proceeds........... 16
Item 3. Defaults upon Senior Securities..................... 16
Item 4. Submission of Matters to a Vote
of Security Holders................................. 16
Item 5. Other Information.................................... 16
Item 6. Exhibits and Reports on Form 8-K..................... 16
Signatures..................................................... 17
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PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
(Financial Statements Commence on Following Page)
4
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G. BRAD BECKSTEAD
Certified Public Accountant
330 E. Warm Springs
Las Vegas, NV 89119
702.528.1984
425.928.2877 (efax)
INDEPENDENT AUDITORS' REPORT
----------------------------
Board of Directors
Business Translation Service, Inc.
(a Development Stage Company)
Las Vegas, NV
I have reviewed the accompanying balance sheet of Business Translation
Service, Inc. (a Nevada corporation) (a development stage company) as of
September 30, 2000 and the related statements of operations for the
three-month and nine-month periods ended September 30, 2000 and for the
period July 1, 1999 (Inception) to September 30, 2000, and statements of
cash flows for the nine-month period ending September 30, 2000 and for the
period July 1, 1999 (Inception) to September 30, 2000. These financial
statements are the responsibility of the Company's management.
I conducted my reviews 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, which
will be performed for the full year with the objective of expressing an
opinion regarding the financial statements taken as a whole. Accordingly,
I do not express such an opinion.
Based on my reviews, I am not aware of any material modifications that should
be made to the accompanying financial statements referred to above for them to
be in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note 5 to the financial
statements, the Company has had limited operations and has not commenced
planned principal operations. This raises substantial doubt about its ability
to continue as a going concern. Management's plans in regard to these matters
are also described in Note 5. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
I have previously audited, in accordance with generally accepted auditing
standards, the balance sheet of Business Translation Services, Inc. (a
development stage company) as of March 31, 2000, and the related statements
of operations, stockholders' equity, and cash flows for the year then ended
(not presented herein) and in my report dated April 17, 2000, I expressed an
unqualified opinion on those financial statements.
/s/ G. Brad Beckstead, CPA
--------------------------
G. Brad Beckstead
November 7, 2000
License #2701
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BUSINESS TRANSLATION SERVICES, INC.
(A Development Stage Company)
Balance Sheet
<TABLE>
<CAPTION>
BALANCE SHEET
(unaudited)
Sept 30, March 31,
2000 2000
------- --------
ASSETS
<S> <C> <C>
Current Assets:
Cash $ 27,745 $ 54,980
--------- --------
Total Current $ 27,745 $ 54,980
--------- --------
Total Assets $ 27,745 $ 54,980
========= ========
Liabilities and Stockholders' Equity
Current liabilities $ - $ -
--------- --------
Total liabilities - -
--------- --------
Stockholders' Equity:
Preferred stock, $0.001 par value,
5,000,000 shares authorized, zero
shares issued and outstanding - -
Common stock, $0.001 par value,
25,000,000 shares authorized;
2,200,750 shares issued and
outstanding at 3/31/00 2,201 2,201
Additional paid-in capital 54,374 54,374
Deficit accumulated during
development stage (28,830) (1,595)
-------- --------
Total Stockholders' Equity 27,745 54,980
-------- --------
Total Liabilities and
Stockholders' Equity $ 27,745 $ 54,980
======== ========
</TABLE>
The accompanying Notes are an Intregal Part of These Financial Statements.
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Business Translation Services, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)
<TABLE>
<CAPTION>
STATEMENT OF OPERATIONS
March 1,
Three mos ending Nine mos ending 1999
Sept 30 Sept 30 (Inception)
2000 1999 2000 1999 Sept 30, 2000
------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Revenue $ - $ 675 $ - $ 675 $ 775
-------- -------- ------- -------- ----------
Expenses:
General and
administrative
expenses 19,621 - 29,570 - 29,570
-------- -------- ------- -------- ----------
19,621 - 29,570 - 29,570
-------- -------- ------- -------- ----------
Other income:
Interest income 341 - 740 - 740
-------- -------- ------- -------- ----------
Total other income 341 - 740 - 740
-------- -------- ------- -------- ----------
Net loss $(19,280) $ - $(28,830) - $ (28,830)
========= ======== ========= ======== ==========
Weighted average
number of common
shares outstanding 2,200,750 - 2,200,750 - 2,200,750
========= ======== ========= ======== =========
Loss per share $ (0.01) $ - $ (0.01) $ - $ (0.01)
========= ======== ========= ======== =========
</TABLE>
The accompanying Notes are an Intregal Part of These Financial Statements.
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<PAGE>
Business Translation Services, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
STATEMENT OF CASH FLOWS
Nine Months Ending March 1, 1999
------------------ (Inception) to
Sept 30, Sept 30, Sept 30,
2000 1999 2000
--------- --------- -------------
Cash flows from operating activities
<S> <C> <C> <C>
Net loss $ (28,830) $ - $ (28,830)
Adjustments to reconcile
net income to net
cash used by operating activities - - -
--------- --------- ----------
Net cash used by operating activities $ (28,830) $ - $ (28,830)
--------- --------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided (used)
by investing activities - - -
--------- --------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock 56,575 - 56,575
--------- --------- ----------
Net cash provided by
financing activities 56,575 - 56,575
--------- --------- ----------
Net (decrease) increase in cash 27,745 - 27,745
Cash - beginning - - -
--------- --------- ----------
Cash - ending $ 27,745 $ - $ 27,745
========= ========= =========
Supplemental disclosures:
Interest paid $ - $ - $ -
========= ========= =========
Income taxes paid $ - $ - $ -
========= ========= =========
</TABLE>
The accompanying Notes are an Intregal Part of These Financial Statements.
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Business Translation Services, Inc.
(a Development Stage Company)
Notes to Financial Statements
Note 1 - History and organization of the company
The Company was organized July 1, 1999 (Date of Inception) under the laws
of the State of Nevada. The Company has no operations and in accordance
with SFAS #7, the Company is considered a development stage company. The
Company is authorized to issue 25,000,000 shares of $0.001 par value common
stock.
Note 2 - Summary of significant accounting policies
Accounting policies and procedures have not been determined except as
follows:
1. The Company uses the accrual method of accounting.
2. The preparation of 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 revenue and expenses
during the reporting period. Actual results could differ significantly
from those estimates.
3. The Company maintains a cash balance in a non-interest-bearing bank
that currently does not exceed federally insured limits. For the purpose
of the statements of cash flows, all highly liquid investments with the
maturity of three months or less are considered to be cash equivalents.
$27,740 is deposited to a Money Market Account, and is considered a cash
equivalent as of September 30, 2000.
4. Earnings per share (EPS) is computed using the weighted average number
of shares of common stock outstanding during the period. Diluted EPS is
computed by dividing net income by the weighted average shares outstanding,
assuming all dilutive potential common shares were issued. Since the
Company has no common shares that are potentially issuable, such as stock
options, convertible preferred stock and warrants, basic and diluted EPS
are the same. The Company had no dilutive common stock equivalents such
as stock options as of September 30, 2000.
5. The Company has not yet adopted any policy regarding payment of
dividends. No dividends have been paid since inception.
6. The Company will review its need for a provision for federal income
tax after each operating quarter and each period for which a statement of
operations is issued.
7. The Company has adopted December 31 as its fiscal year end.
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Business Translation Services, Inc.
(a Development Stage Company)
Notes to Financial Statements
Note 3 - Income taxes
Income taxes are provided for using the liability method of accounting in
accordance with Statement of Financial Accounting Standards No. 109 (SFAS
#109) "Accounting for Income Taxes". A deferred tax asset or liability is
recorded for all temporary differences between financial and tax reporting.
Deferred tax expenses (benefit) results from the net change during the year
of deferred tax assets and liabilities.
There is no provision for income taxes for the year ended September 30, 2000,
due to the net loss and no state income tax in Nevada.
Note 4 - Stockholders' equity
The Company is authorized to issue 25,000,000 shares of its $0.001 par value
common stock.
On July 2, 1999, the Company issued 750,000 shares of its $.001 par value
common stock for cash of $1,500. Of the total amount, $750 is considered
common stock, and $750 is considered additional paid-in capital.
On January 31, 2000, the Company issued 450,750 shares of its $.001 par
value common stock at $0.10 per share, pursuant to a SEC Regulation D, Rule
504 offering, for cash of $45,075. Of the total amount, $451 is considered
common stock, and $44,624 is considered additional paid-in capital.
On March 28, 2000, the Company issued 1,000,000 shares of its $.001 par
value common stock at $0.10 per share to a Company director for cash of
$10,000. Of the total amount, $1,000 is considered common stock, and
$9,000 is considered additional paid-in capital.
There have been no other issuances of common or preferred stock.
Note 5 - Going concern
The Company's financial statements are prepared using the 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 has not commenced its
planned principal operations. Without realization of additional capital,
it would be unlikely for the Company to continue as a going concern.
Note 6 - Related party transactions
Office services are provided without charge by a director. Such costs are
immaterial to the financial statements and, accordingly, have not been
reflected therein. The officers and directors of the Company are involved
in other business activities and may, in the future, become involved in
other business opportunities. If a specific business opportunity becomes
available, such persons may face a conflict in selecting between the Company
10
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Business Translation Services, Inc.
(a Development Stage Company)
Notes to Financial Statements
Note 6 - Related party transactions (continued)
and their other business interests. The Company has not formulated a
policy for the resolution of such conflicts.
Note 7 - Warrants and options
There are no warrants or options outstanding to acquire any additional
shares of common stock.
11
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS
Business Translation Services, Inc. is a developmental stage company.
The Company plans to offer translation services of conventional documents
and software written in one language and translated into other language,
and to specialize in providing translators for face-to-face meetings.
The Company plans to investigate computer software programs directed toward
the development of computer-based machine translation systems. These new
powerful information tools will provide the basis for the development of
new products. The basic business model is to accelerate technical
developments, together with product marketing and sales, to create unique
translation products for special niche markets. The Company believes that
this strategy will result in positive business results for the Company,
although there are no assurances that this strategy will be successful.
The Company plans to distinguish itself as a translation and localization
service provider, generally using contracted human resources and industry-
available technology and software tools. The Company intends to pursue
a strategy which will enable it to expand its business through identifying
companies that fit the Company's consolidation guidelines, and contracting
with these companies to provide translating services. The Company has
identified individuals who are fluent in the languages of Spanish, Russian and
Ukraine. These people will be hired as independent contractors, on a per
assignment basis to translate for the Company.
Additionally, if the Company can become successful it intends to expand
its existing translation services and to continue to research and develop
advanced translating technologies.
In its initial operating period July 1, 1999 (date of inception) through Sept
30, 2000, the Company incurred a net loss of $28,830 from operations. On July
27, 1999, the Company issued 750,000 shares of its $.001 par value common stock
for cash of $1,500. It has yet to receive any revenues from operations. An
original stock offering was made pursuant to Nevada Revised Statues Chapter
90.490. This offering was made in reliance upon an exemption from the
registration provisions of Section 5 of the Securities Act of 1993, as amended,
pursuant to Regulation D, Rule 504, of the Act. Additionally, the Company sold
four hundred fifty thousand seven hundred fifty (450,750) shares of its common
stock in connection with a public offering at a price of $0.10 per share for
$45,075 in cash to approximately 52 shareholders. The offering was closed
January 31, 2000. A Form D, was filed with the United States Securities and
Exchange Commission on or about February 9, 2000. On March 28, 2000, the
Company issued 1,000,000 shares of its $.001 par value common stock at $0.10
per share to a Company director for cash of $10,000. As of September 30, 2000,
the Company has two million two hundred thousand seven hundred fifty
(2,200,750) shares of its $0.001 par value common voting stock issued and
outstanding which are held by approximately fifty-four (54) shareholders of
record, including the company's founder. The Company does not have significant
cash or other material assets, nor does it have an established source of
revenues sufficient to cover its operating costs and to allow it to continue
as a going concern. It is, however, the intent of the Company to seek to
raise additional capital via a private placement offering pursuant to
Regulation "D" Rule 505 or 506 or a private placement.
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Going Concern - The Company experienced operating losses for the period
Ended September 30, 2000. Financial statements have been prepared assuming that
the Company will continue to operate as a going concern which is contemplating
the realization of assets and the settlement of liabilities in the normal
course of business. No adjustment has been made to the recorded amount of
assets or the recorded amount or classification of liabilities which would be
required if the Company were unable to continue its operations. However, the
auditors of the Company have issued a going concern opinion in Note 5 of the
Notes to Financial Statements, (September 30, 2000) which states in pertinent
part the following, "Without realization of additional capital, it would be
unlikely for the Company to continue as a going concern." It is, however, the
intent of the Company to seek to raise additional capital via a private
placement offering pursuant to Regulation "D" Rule 505 or 506.
Unclassified Balance Sheet - In accordance with the provisions of SFAS
No. 53, the Company has elected to present an unclassified balance sheet.
Earnings per share (EPS) is computed using the weighted average number of
shares of common stock outstanding during the period. Diluted EPS is computed
by dividing net income by the weighted average shares outstanding, assuming all
dilutive potential common shares were issued. Since the Company has no
common shares that are potentially issuable, such as stock options,
convertible preferred stock and warrants, basic and diluted EPS are the same.
The Company had no dilutive common stock equivalents such as stock options as
of September 30, 2000.
The Company has not pursued or explored any opportunities for an acquisition or
merger. This does not preclude that the Company may not explore any
opportunities in the future.
Results of Operations
As of September 30, 2000, the Company has yet to generate any revenues. During
the Third Quarter ended September 30, 2000 the Company incurred a net loss of
$19,280, of which the majority of this loss was due to general and
administrative expenses. The Company does not expect to generate any revenues
over the next approximately to eighteen (18) months. For the Period July 1,
1999 (Inception) through September 30, 2000 the Company experienced a negative
cash flow of $29,570.
Plan of Operation
It is the Company's belief that it will not generate any income unless
it can identify businesses and individuals in need of its translating services.
This in itself will not guarantee any income. Therefore, the Company can incur
losses and negative cash flow over the next twelve (12) to eighteen (18)
months. There is no guarantee that the Company will ever operate profitably or
even receive positive cash flows from full operations. This is especially the
case if the Company cannot attract new customers for its services.
13
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Liquidity and Capital Resources
The Company's primary sources of liquidity since its inception have been the
sale of shares of common stock from shareholders, which were used during the
period from inception through September 30, 2000. On July 27, 1999, the Company
issued 750,000 shares of its $.001 par value common stock for cash of $1,500.
An original stock offering was made pursuant to Nevada Revised Statues
Chapter 90.490. This offering was made in reliance upon an exemption from the
registration provisions of Section 5 of the Securities Act of 1993, as
amended, pursuant to Regulation D, Rule 504, of the Act. Additionally, the
Company sold four hundred fifty thousand seven hundred fifty (450,750) shares
of its common stock in connection with a public offering at a price of $0.10
per share for $45,075 in cash to approximately 52 shareholders. The offering
was closed January 31, 2000. A Form D, was filed with the Securities and
Exchange Commission on or about February 9, 2000. On March 28, 2000, the
Company Issued 1,000,000 shares of its $.001 par value common stock at $0.10
per share for cash of $10,000. As of May 31, 2000, the Company has two million
two hundred thousand seven hundred fifty (2,200,750) shares of its $0.001 par
value common voting stock issued and outstanding which are held by
approximately fifty-four (54) shareholders of record, including the company's
founder.
The Company currently has two (2) employees, they are: One (1) President and
Chief Executive Officer (Dave Benedetti); and one (1) Secretary (Ed DeStefano).
In order to implement the aggressive business plan of the Company, management
recognizes that some additional staff may be required in the future, once the
company becomes profitable.
The Company has no material commitments for capital expenditures nor does it
foresee the need for such expenditures over the next year. In addition,
management believes that its current facilities will remain suitable as
the main administrative office and research facilities for the next
twenty-four (24) months. The Company does not have any additional facilities,
and there are currently no proposed programs for the renovation, improvement or
development of the properties currently being leased by the Company.
Market For Company's Common Stock
The Common Stock of the Company is currently not traded on the OTC-Bulletin
Board or any other formal or national securities exchange. There is no
trading market for the Company's Common Stock at present and there has
been no trading market to date. During the Quarter, the Company submitted a
15c211 application with a market maker to list its common stock on the NASD
OTC-Bulletin Board. The Company is currently in the comment phase with its
market marker and NASD.
The Company has received an effective date for its Registration Statement with
The U.S. Securities and Exchange Commission. Being a start-up company, there
is no fiscal history to disclose.
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Dividend Policy
The Company has never paid or declared any dividend on its Common Stock
and does not anticipate paying cash dividends in the foreseeable future.
Forward-Looking Statements
This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures (including the amount and nature thereof), finding
suitable merger or acquisition candidates, expansion and growth of the Company's
business and operations, and other such matters are forward-looking statements.
These statements are based on certain assumptions and analyses made by the
Company in light of its experience and its perception of historical trends,
current conditions and expected future developments as well as other factors it
believes are appropriate in the circumstances. However, whether actual results
or developments will conform with the Company's expectations and predictions is
subject to a number of risks and uncertainties, general economic market and
business conditions; the business opportunities (or lack thereof) that may be
presented to and pursued by the Company; changes in laws or regulation; and
other factors, most of which are beyond the control of the Company.
This Form10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; (iii) the Internet and Internet commerce; and, (iv) the Company's
financing plans. Investors are cautioned that any such forward-looking
statements are not guarantees of future performance and involve significant
risks and uncertainties, and that actual results may differ materially from
those projected in the forward-looking statements as a result of various
factors. Factors that could adversely affect actual results and performance
include, among others, the Company's limited operating history, dependence
on continued growth in the use of the Internet, the Company's inexperience
with the Internet, potential fluctuations in quarterly operating results and
expenses, security risks of transmitting information over the Internet,
government regulation, technological change and competition.
Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations. The
Company assumes no obligations to update any such forward-looking statements.
15
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PART II -- OTHER INFORMATION
ITEM 1. Legal Proceedings
The Company is not a party to any legal proceedings.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
During the quarter ended September 30, 2000, no matters were submitted to
the Company's security holders.
ITEM 5. Other Information
None.
ITEM 6. Exhibits and Reports on Form 8-K
None.
16
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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.
Business Translation Services, Inc.
-----------------------------------
(Registrant)
Date: November 7, 2000
By: /s/ David Benedetti
-----------------------
David Benedetti
Chairman of the Board, President, Chief Executive Officer, and CFO
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