Board of Directors
Pinnacle Property Group, Inc.
Bellingham, Washington
ACCOUNTANT'S REVIEW REPORT
We have reviewed the accompanying balance sheets of Pinnacle Property Group,
Inc. (a development stage enterprise), as of August 31, 2000 and August 31,
1999 and the related statements of operations, stockholders' equity and cash
flows for the three months ended August 31, 2000, for the six months ended
August 31, 2000, for the period from August 17, 1999 (inception) to
August 31, 1999, and for the period from August 17, 1999 (inception) to
August 31, 2000. These financial statements are the responsibility of the
Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit 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.
The financial statements for the period ended May 31, 2000 were audited by
us and we expressed an unqualified opinion on them in our report dated
June 21, 2000, but we have not performed any auditing procedures since that
date.
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplates continuation of
the Company as a going concern. As discussed in Note 2, the Company has been
in the development stage since its inception on August 17, 1999. Realization
of a major portion of the assets is dependent upon the Company's ability to
meet its future financing requirements, and the success of future operations.
These factors raise substantial doubt about the Company's ability to continue
as a going concern. Management's plans regarding those matters also are
described in Note 2. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.
Williams & Webster, P.S.
Certified Public Accountants
Spokane, Washington
October 12, 2000
<PAGE>
Pinnacle Property Group, Inc.
(A Development Stage Enterprise)
Statements of Operations
<TABLE>
<C> <C> <C> <C> <C> <C>
From From From
For 3 mos Aug.17/99 6 mos Aug.17/99 Aug.17/99
ended (inception) ended (inception) (inception)
Aug.31/00 - Aug.31/99 Aug.31/00 - Aug.31/99 - Aug.31/00
(unaudited) (unaudited)(unaudited)(unaudited) (unaudited)
REVENUES $ -- $ -- $ -- $ -- $ --
EXPENSES
Filing fees 146 -- 146 -- 202
Accounting and Legal 5,250 -- 11,250 -- 11,250
Website Maintenance -- -- 136 -- 136
Stock Transfer Agent 165 -- 315 -- 315
Amortization 510 -- 510 -- 510
Office & Administrative 486 -- 534 -- 604
TOTAL EXPENSES 6,557 -- 12,891 -- 13,017
LOSS FROM OPERATIONS (6,557) -- (12,891) -- (13,017)
INCOME TAXES -- -- -- -- --
NET LOSS (6,557) -- (12,891) -- (13.017)
Net Loss Per Common
Share, Basic & Diluted nil nil nil nil nil
Weighted Average Number
Of Common Stock Shares
Outstanding, Basic & Diluted
4,655,000 -- 4,655,000 -- 4,417,829
<C> <C> <C> <C> <C> <C>
</TABLE>
<PAGE>
Pinnacle Property Group, Inc.
(A Development Stage Enterprise)
Balance Sheets
<TABLE>
<C> <C> <C>
August 31, 2000 February 29, 2000
(unaudited)
ASSETS
Cash $ 1,473 $ 18,374
Prepaid Expense -- 1,500
Total Current Assets 1,473 19,874
OTHER ASSETS
Website Development 6,120 --
Accumulated Amortization (510) --
Total Other Assets 5,610 --
TOTAL ASSETS $ 7,083 $ 19,874
LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 100 $ --
Total Current Liabilities 100 --
COMMITMENTS & CONTINGENCIES -- --
STOCKHOLDERS' EQUITY
Preferred stock, 20,000,000 shares
authorized,$0.0001 par value, no
shares issued and outstanding -- --
Common stock, 80,000,000 shares
authorized,$0.0001 par value,
4,655,000 shares issued and
outstanding 465 465
Additional paid-in capital 19,535 19,535
Deficit accumulated during the
development stage (13,017) (126)
TOTAL STOCKHOLDERS' EQUITY 6,983 19,874
TOTAL LIABILITIES &
STOCKHOLDERS' EQUITY $ (7,083) $ (19,874)
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</TABLE>
<PAGE>
Pinnacle Property Group, Inc.
(A Development Stage Enterprise)
Statement of Stockholders' Equity
<TABLE>
<C> <C> <C> <C> <C> <C>
Deficit
Accum.
Add. During the Total
No. of Paid-in development Stockholders'
Shares Amount Capital Stage Equity
Issuance of common
stock, from private
placement for cash
at $0.001 per share 4,500,000 $ 450 $ 4,050 $ -- $ 4,500
Issuance of common
stock, from private
placement for cash
at $0.10 per share 155,000 15 15,485 -- 15,500
Loss for period ending
February 29, 2000 -- -- -- (126) (126)
Balance,
February 29, 2000 4,655,000 465 19,535 (126) 19,874
Loss for period ended
August 31, 2000 -- -- -- (12,891) (12,891)
Balance,
August 31, 2000 4,655,000 $ 465 $ 19,535 $(13,017) $ 6,983
<C> <C> <C> <C> <C> <C>
</TABLE>
<PAGE>
Pinnacle Property Group, Inc.
(A Development Stage Enterprise)
Statements of Cash Flows
<TABLE>
<C> <C> <C> <C>
From 08/17/99 From 08/17/99
For the 6 months (inception)- (inception)-
ended 08/31/00 08/31/99 08/31/00
(unaudited) (unaudited) (unaudited)
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Loss $ (12,891) $ -- $ (13,017)
Amortization 510 -- 510
Adjustments to reconcile net loss to
net cash used by operating activities:
Increase in website dev. (6,120) -- (6,120)
Decrease in prepaid exp. 1,500 -- --
Increase in Accts/Pay. 100 -- 100
Net Cash used in
Operating activities (16,901) -- (18,527)
CASH FLOWS FROM INVESTING
ACTIVITIES -- -- --
Proceeds from sale of
common stock -- -- 20,000
Net cash provided by
financing activities -- -- 20,000
Change in Cash (16,901) -- 1,473
Cash, beginning of
period 18,374 -- --
Cash, end of period 1,473 -- 1,473
Supplemental disclosures:
Interest paid $ -- $ -- $ --
Income Taxes Paid $ -- $ -- $ --
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</TABLE>
<PAGE>
Pinnacle Property Group, Inc.
(A Development Enterprise)
Notes to Financial Statements
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS
Pinnacle Property Group, Inc. (hereinafter "the Company") was incorporated
on August 17, 1999 under the laws of the State of Delaware for the purpose of
assisting private sellers to sell commercial real estate over the internet.
The Company maintains offices in Bellingham, Washington and in Vancouver,
British Columbia. The Company's fiscal year end is the last calendar day of
February.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of significant accounting policies of the Company is presented
to assist in understanding the financial statements. The financial
statements and notes are representations of the Company's management which is
responsible for their integrity and objectivity. These accounting policies
conform to generally accepted accounting principles and have been
consistently applied in the preparation of the financial statements.
Interim Financial Statements
The interim financial statements as of August 31, 2000 and for the three
months ended August 31, 2000, included herein, have been prepared for the
Company without audit. They reflect all adjustments, which are, in the
opinion of management, necessary to present fairly the results of operations
for these periods. All such adjustments are normal recurring adjustments.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full fiscal year.
Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting.
Development Stage Activities
The Company has been in the development stage since its formation in August
1999 and has not yet realized any revenues from its planned operations. The
Company is presently in the process of building its website, which will be
used to assist private sellers of commercial real estate via the internet.
Use of Estimates
The process of preparing financial statements in conformity with generally
accepted accounting principles requires the use of estimates and assumptions
regarding certain types of assets, liabilities, revenues, and expenses. Such
estimates primarily relate to unsettled transactions and events as of the
date of the financial statements. Accordingly, upon settlement, actual
results may differ from estimated amounts.
Cash and Cash Equivalents
For purposes of the Statement of Cash Flows, the Company considers all short-
term debt securities purchased with a maturity of three months or less to be
cash equivalents.
Fair Value of Financial Instruments
The carrying amounts for cash, accounts payable, and accrued liabilities
approximate their fair value.
Derivative Instruments
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities." This standard establishes accounting
and reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts, and for hedging
activities. It requires that an entity recognize all derivatives as either
assets or liabilities in the consolidated balance sheet and measure those
instruments at fair value.
At August 31, 2000, the Company has not engaged in any transactions that
would be considered derivative instruments or hedging activities.
Revenue Recognition
The Company will recognize revenue from internet-based programs when funds
are earned, measurable and recognizable.
Compensated Absences
Currently, the Company has no employees; therefore, no policy regarding
compensated absences has been established. The Company will establish a
policy to recognize the costs of compensated absences at the point in time
that it has employees.
Provision for Taxes
The Company had a net operating loss of approximately $18,000 for the period
from August 17, 1999 (inception) to August 31, 2000. No provision for taxes
or tax benefit has been reported in the financial statements, as there is not
a measurable means of assessing future profits or losses.
Basic and Diluted Loss Per Share
Loss per share was computed by dividing the net loss by the weighted average
number of shares outstanding during the period. The weighted average number
of shares was calculated by taking the number of shares outstanding and
weighting them by the amount of time that they were outstanding. Basic and
diluted loss per share was the same, as there were no common stock
equivalents outstanding.
Reclassifications
Certain amounts from prior periods have been reclassified to conform with the
current period presentation. This reclassification has resulted in no
changes to the Company's accumulated deficit or net losses presented.
Going Concern
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.
As shown in the accompanying financial statements, the Company has an
accumulated net loss of $18,627 for the period August 17, 1999 (inception) to
August 31, 2000 and had no sales. The future of the Company is
dependent upon successful and profitable operations from its internet
commerce enterprise. The Company is presently in the process of building its
website, which will be used to assist private sellers of commercial real
estate via the internet. The financial statements do not include any
coverability and classification of recorded assets, or the amounts and
classification of liabilities that might be necessary in the event the
Company cannot continue in existence.
Management plans to seek additional capital through a private placement and
public offering of its common stock. The financial statements do not include
any adjustments relating to the recoverability and classification of recorded
assets, or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue in existence.
NOTE 3 - CASH
At August 31, 2000, the Company maintained a cash balance of $1,473 in a
Canadian financial institution. Although the funds are valued in US dollars,
they are not insured.
NOTE 4 - PREPAID EXPENSES
At February 29, 2000, the Company prepaid $1,500 for professional services.
The total amount was expensed during the six months ended August 31, 2000.
NOTE 5 - PREFERRED STOCK
The Company is authorized to issue 20,000,000 shares of $0.0001 par value
preferred stock. The preferred shares have not been designated any
preferences. As of August 31, 2000, the Company did not have any preferred
shares outstanding.
NOTE 6 - COMMON STOCK
The Company is authorized to issue 80,000,000 shares of $0.0001 par value
common stock. Each holder of common stock has one, non-cumulative vote per
share on all matters voted upon by the shareholders. There are no preemptive
rights or other rights of subscription.
On September 1, 1999, 4,500,000 shares of common stock were sold through a
private placement at a price of $0.001 per share. The offering was made
pursuant to exemptions afforded by Sections (4)2 or 3(b) of the Securities
Act of 1933 and Rule 504 of Regulation D. On February 9, 2000, an additional
155,000 shares of common stock were sold through a similar private placement
at a price of $0.10 per share. The private placements raised $4,500 and
$15,500, respectively. All proceeds from both offerings will purposes.
Of the total shares issued, 1,055,000 shares were issued to officers and
directors of the Company.
NOTE 7 - WEBSITE DEVELOPMENT
In August 2000, the Company revised and expanded its website. The cost of
development was $6,120 and will be amortized over a period of 12 months.
Amortization expense for the three months ended August 31, 2000 was $510.
NOTE 8 - COMMITMENTS AND CONTINGENCIES
The Company is engaged in internet-based commerce. At present, the Company
is unaware of any pending litigation or of any specific past or prospective
matters, which could impair its ability to proceed in the marketplace.
NOTE 9 - RELATED PARTIES
The Company occupies office space provided by Paul Hayward, its president,
at no charge. The value of this space is not considered materially
significant for financial reporting purposes.
MANAGEMENT'S DISCUSSION AND RESULTS OF OPERATIONS
For the past three months, Management has been exploring a wide variety of
business opportunities in their chosen field of operation.
<PAGE>
Pinnacle Property Group, Inc.
(A Development Stage Enterprise)
SIGNATURES
Pursuant to the requirement of the Securities Exchange Act of 1934, the
registrant has duly cause this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Pinnacle Property Group, Inc.
By: /s/ Paul Hayward
President
Date: October 15, 2000
Pinnacle Property Group, Inc.
2009 Iron Street
Bellingham, WA, U.S.A. 98225
Securities and Exchange Commission Washington, D.C. 20549
Gentlemen:
Pursuant to the requirements of the Securities Exchange Act of 1934, we are
transmitting herewith the attached Form 10-Q.
Sincerely,
Pinnacle Property Group, Inc.
Paul Hayward
President
