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 March 31, 2000
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ____________ to ____________
Commission File Number: 000-29639
Lautrec, Inc.
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(Exact name of small business issuer as specified in its charter)
FLORIDA 65-0950425
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
170 South County Road
Palm Beach, FL 33480
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (561)832-5698
Securities to be registered under Section 12(b) of the Act:
Title of each class Name of each exchange
on which registered
None None
- ----------------------------------- -----------------------
Securities to be registered under Section 12(g) of the Act:
Common Stock, $.0001 par value per share
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(Title of class)
Copies of Communications Sent to:
Mintmire & Associates
265 Sunrise Avenue, Suite 204
Palm Beach, FL 33480
Tel: (561) 832-5696 - Fax: (561) 659-5371
<PAGE>
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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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 court.
Yes No
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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 practicable date: At March 31, 2000, the
registrant had outstanding 6,000,000 shares of common stock, par value $0.0001,
which is the registrant's only class of common stock.
<PAGE>
Part I. FINANCIAL INFORMATION
LAUTREC, INC.
TABLE OF CONTENTS
Page
Accountant's Review Report F-1
Balance Sheet F-2
Statement of Operations and Deficit Accumulated
During the Development Stage F-3
Statement of Changes in Stockholders' Equity F-4
Statement of Cash Flows F-5
Notes to Financial Statements F-6
<PAGE>
Dorra Shaw & Dugan
Certified Public Accountants
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
The Board of Directors and Stockholders
Lautrec, Inc.
Palm Beach, Florida
We have reviewed the accompanying balance sheet of Lautrec, Inc. (a Florida
corporation and a development stage company) as of March 31, 2000, and the
related statements of operation and deficit accumulated during the development
stage, 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 Lautrec,
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 upon 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.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As shown in the financial statements,
the Company has incurred net losses since its inception. The Company's financial
position and operating results raise substantial doubt about its ability to
continue as a going concern. Management's plan regarding those matters also are
described in Note D. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
/s/ Dorra Shaw & Dugan
Certified Public Accountants
May 12, 2000
<PAGE>
<TABLE>
<CAPTION>
LAUTREC, INC.
(A Development Stage Company)
BALANCE SHEET
March 31, 2000
- -------------------------------------------------------------------- -----------
<S> <C>
ASSETS
Current Assets:
Cash $ 5,969
TOTAL CURRENT ASSETS
5,969
- -------------------------------------------------------------------- -----------
$ 5,969
- -------------------------------------------------------------------- -----------
LIABILITIES
Current Liabilities:
Accrued expenses $ 2,000
TOTAL CURRENT LIABILITIES 2,000
2,000
STOCKHOLDERS' EQUITY
Common stock - $.0001 par value - 50,000,000 shares authorized
6,000,000 shares issued and outstanding 600
Preferred stock - no par value - 10,000,000 shares authorized
No shares issued and outstanding -
Additional paid-in-capital 11,900
Deficit accumulated during the developmental stage (8,531)
TOTAL STOCKHOLDERS' EQUITY 3,969
- -------------------------------------------------------------------- -----------
$ 5,969
- -------------------------------------------------------------------- -----------
</TABLE>
The accompanying notes are an integral part of the financial statements.
F-2
<PAGE>
<TABLE>
<CAPTION>
LAUTREC, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS AND DEFICIT
ACCUMULATED DURING THE DEVELOPMENTAL STAGE
For the six months ended March 31, 2000
- --------------------------------------------------------- ----------------
<S> <C>
Revenues $ -
- --------------------------------------------------------- ----------------
Operating expenses:
Professional fees 6,000
Bank charges 31
- --- ----------------------------------------------------- ----------------
Total operating expenses 6,031
- --- ----------------------------------------------------- ----------------
Loss before income taxes (6,031)
Income taxes -
- --- ----------------------------------------------------- ----------------
Net loss (6,031)
Deficit accumulated during the
development stage - October 1, 1999 $ (2,500)
- --------------------------------------------------------- ----------------
Deficit accumulated during the
development stage - March 31, 2000 $ (8,531)
- --------------------------------------------------------- ----------------
Net loss per share (0.001)
----------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
F-3
<PAGE>
<TABLE>
<CAPTION>
LAUTREC, INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
- --- ------------------------------- ---- ---------------- ----------- ---------- ------------- --------------- --------------
Additional
Number of Preferred Common Paid - In Deficit
Shares Stock Stock Capital Accumulated Total
- --- ------------------------------- ---- --------------- ------------ ----------- ------------- --------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Beginning balance:
September 18, 1995 - Services $ 5,500,000 $ - $ 550 $ 1,950 $ - $ 2,500
(Date of Inception)
December 10, 1999 -
Stock Split 10,000 to 1
Issuance of Common Stock:
January 25, 2000 500,000 - 50 9,950 - 10,000
Deficit accumulated during
the development stage - - - - (8,531) (8,531)
- --- ------------------------------- ------------------- ------------ ------------ ------------ ----------------- ------------
Balance - March 31, 2000 $ 6,000,000 $ - $ 600 $ 11,900 $ (8,531) $ 3,969
- --- ------------------- ------------ ------------ ------------ ---------------- ------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
F-4
<PAGE>
<TABLE>
<CAPTION>
LAUTREC, INC.
(A Development Stage Company)
Statement of Cash Flows
For thesix months ended March 31, 2000
- ---------------------------------------------------------------- ---------------
<S> <C>
Operating Activities:
Net loss $ (6,031)
Adjustments to reconcile net loss to net cash
used by operating activities:
Increase in:
Accrued expenses (2,000)
- ---- --- --- --- ----------------------------------------------- ---------------
Net cash provided by operating activities (4,031)
- ---------------------------------------------------------------- ---------------
Financing activities:
Issuance of Common Stock 10,000
- ---- ----------------------------------------------------------- ---------------
Net cash provided by financing activities 10,000
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Net increase in cash 5,969
- ---------------------------------------------------------------- ---------------
Cash- March 31, 2000 $ 5,969
- ---- ---------------
</TABLE>
The accompanying notes are an integral part of the financial statements.
F-5
<PAGE>
LAUTREC, INC.
NOTES TO FINANCIAL STATEMENTS
Note A - Summary of Significant Accounting Policies:
Organization
Lautrec, Inc. (a development stage company) is a Florida Corporation organized
to export and sell products in France. The Company failed in its attempt to
successfully develop its initial business plan and during August 1996 abandoned
its efforts. The Company had no operations for the period prior to August 1996.
The Company was inactive and there were no transactions from August 1996 to the
date of reinstatement by the State of Florida on October 1, 1999 that affect the
balances reflected in the financial statements as of October 1, 1999.
The Company has a new business plan, which was adopted on or about December 10,
1999, which is to engage in seeking potential operating businesses and business
opportunities with the intent to acquire or merge with such businesses. The
assets of the Company will be used for its expenses of operation to implement
this plan.
Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a September 30 year-end.
Start - Up Costs
Start - up and organization costs are being expensed as incurred.
Loss Per Share
The computation of loss per share of common stock is based on the weighted
average number of shares outstanding at the date of the financial statements.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.
Note B - Stockholders' Equity:
On September 18, 1995, the Company issued 550 shares of common stock, in lieu of
cash, for the fair market value of services rendered by its initial
stockholders. On December 10, 1999, the company effected a forward stock split
at
F-6
<PAGE>
LAUTREC, INC.
NOTES TO FINANCIAL STATEMENTS
Note B - Stockholders' Equity (con't):
the rate of 10,000 to 1, increasing issued and outstanding stock to 5,500,000.
On January 25, 2000 the company issued a total 500,000 additional shares of
common stock for the sum of $10,000.
The $6,000 in professional fees includes the costs and expenses of legal and
accounting service associated with the preparation and filing of the
registration statement.
At March 31, 2000, the Company had authorized 50,000,000 shares of $.0001 par
value common stock and had 6,000,000 shares of common stock issued and
outstanding. In addition, the Company authorized 10,000,000 shares of preferred
stock with the specific terms; conditions, limitations and preferences to be
determined by the Board of Directors. None of the preferred stock was issued and
outstanding as of March 31, 2000.
Note C - Income Taxes:
The Company has a net operating loss carry forward of $6,031 that may be offset
against future taxable income. If not used, the carry forward will expire in
2020.
The amount recorded as deferred tax assets, cumulative as of March 31, 2000 is
$1,000, which represents the amounts of tax benefits of loss carry-forwards. The
Company has established a valuation allowance for this deferred tax asset of
$1,000, as the Company has no history of profitable operations.
Note D - Going Concern:
The Company's financial statements are prepared using generally accepted
accounting principles applied to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. The Company has incurred losses from its inception through March 31,
2000. It has not established revenues sufficient to cover operating costs and to
allow it to continue as a going concern. Management plans currently provide for
experts to secure a successful acquisition or merger partner so that it will be
able to continue as a going concern. In the event such efforts are unsuccessful,
contingent plans have been arranged to provide that the current Director of the
Company is to fund required future filings under the 34 Act, and existing
shareholders have expressed an interest in additional funding if necessary to
continue the Company as a going concern.
F-7
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
The Company is considered a development stage company with limited
assets or capital, and with no operations or income since 1996. The costs and
expenses associated with the preparation and filing of this registration
statement and other operations of the Company have been paid for by a
shareholder, specifically Julie J. Campbell (see Item 4, Security Ownership of
Certain Beneficial Owners and Management, Julie J. Campbell is the controlling
shareholder). Ms. Campbell has agreed to pay future costs associated with filing
future reports under Exchange Act of 1934 if the Company is unable to do so. It
is anticipated that the Company will require only nominal capital to maintain
the corporate viability of the Company and any additional needed funds will most
likely be provided by the Company's existing shareholders or its sole officer
and director in the immediate future. Current shareholders have not agreed upon
the terms and conditions of future financing and such undertaking will be
subject to future negotiations, except for the express commitment of Ms.
Campbell to fund required 34 Act filings. Repayment of any such funding will
also be subject to such negotiations. However, unless the Company is able to
facilitate an acquisition of or merger with an operating business or is able to
obtain significant outside financing, there is substantial doubt about its
ability to continue as a going concern.
In the opinion of management, inflation has not and will not have a
material effect on the operations of the Company until such time as the Company
successfully completes an acquisition or merger. At that time, management will
evaluate the possible effects of inflation on the Company as it relates to its
business and operations following a successful acquisition or merger.
Management plans may but do not currently provide for experts to
secure a successful acquisition or merger partner so that it will be able to
continue as a going concern. In the event such efforts are unsuccessful,
contingent plans have been arranged to provide that the current Director of the
Company is to fund required future filings under the 34 Act, and existing
shareholders have expressed an interest in additional funding if necessary to
continue the Company as a going concern.
Plan of Operation
During the next twelve months, the Company will actively seek out and
investigate possible business opportunities with the intent to acquire or merge
with one or more business ventures. In its search for business opportunities,
management will follow the procedures outlined in Item 1 above. Because the
Company has limited funds, it may be necessary for the sole officer and director
to either advance funds to the Company or to accrue expenses until such time as
a successful business consolidation can be made. The Company will not be a
condition that the target company must repay funds advanced by its officers and
directors. Management intends to hold expenses to a minimum and to obtain
services on a contingency basis when possible. Further, the Company's directors
will defer any compensation until such time as an acquisition or merger can be
accomplished and will strive to have the business opportunity provide their
remuneration. However, if the Company engages outside advisors or consultants in
its search for business opportunities, it
<PAGE>
may be necessary for the Company to attempt to raise additional funds. As of the
date hereof, the Company has not made any arrangements or definitive agreements
to use outside advisors or consultants or to raise any capital. In the event the
Company does need to raise capital most likely the only method available to the
Company would be the private sale of its securities. Because of the nature of
the Company as a development stage company, it is unlikely that it could make a
public sale of securities or be able to borrow any significant sum from either a
commercial or private lender. There can be no assurance that the Company will
able to obtain additional funding when and if needed, or that such funding, if
available, can be obtained on terms acceptable to the Company.
The Company does not intend to use any employees, with the possible
exception of part-time clerical assistance on an as-needed basis. Outside
advisors or consultants will be used only if they can be obtained for minimal
cost or on a deferred payment basis. Management is convinced that it will be
able to operate in this manner and to continue its search for business
opportunities during the next twelve months.
Part II.
Item 1. Legal Proceedings
NONE
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
NONE
Item 5. Other Information
NONE
Item 6. Exhibits and Reports on Form 8-K
(a) The exhibits required to be filed herewith by Item 601 of Regulation
S-B, as described in the following index of exhibits, are incorporated
herein by reference, as follows:
PART III
Item 1. Index to Exhibits
The following exhibits are filed with this Registration Statement:
<PAGE>
Exhibit No. Exhibit Name
3(i).1 Articles of Incorporation filed September 18, 1995
3(i).2 Articles of Amendment filed December 6, 1999
3(ii).1 By-laws
27 * Financial Data Schedule
- --------------------
Item 2. Description of Exhibits
See Item 1 above.
Signatures
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
there unto duly authorized.
Lautrec, Inc.
(Registrant)
Date: May 22, 2000 BY: /s/ Julie J. Campbell
---------------------------------
Julie J. Campbell, President
In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated.
Date Signature Title
May 22, 2000 BY: /s/ Julie J. Campbell
-----------------------------
ulie J. Campbell President, Secretary,
Treasurer, Director
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001107343
<NAME> Lautrec, Inc.
<MULTIPLIER> 1
<CURRENCY> U.S. Currency
<S> <C>
<PERIOD-TYPE> 6-mos
<FISCAL-YEAR-END> Sep-30-1999
<PERIOD-START> Oct-1-1999
<PERIOD-END> Mar-31-2000
<EXCHANGE-RATE> 1
<CASH> 5,969
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 5,969
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,969
<CURRENT-LIABILITIES> 2,000
<BONDS> 0
0
0
<COMMON> 600
<OTHER-SE> 3,969
<TOTAL-LIABILITY-AND-EQUITY> 5,969
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 6,031
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,031)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,031)
<EPS-BASIC> (0.001)
<EPS-DILUTED> 0
</TABLE>
