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
May 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number 0-29903
CORSEA MANAGEMENT INC
(Exact name of registrant as specified in its charter)
Delaware 98-0220844
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
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128 April Rd., Port Moody, B.C. V3H3M5
(Address of principal executive offices (zip code))
604/469-8901
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the last 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
Indicate the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.
Class Outstanding at May 31, 2000
Common Stock, par value $0.0001 5,000,000
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PART I -- FINANCIAL INFORMATION
STEPHEN J. BUSH, C.A.
Chartered Accountant
Port Moody B.C.
Canada
ACCOUNTANT'S REVIEW REPORT
The Board of Directors
Corsea Management Inc.
Port Moody B.C.
I have reviewed the accompanying balance sheet of Corsea Management Inc.
(a Development Stage Company), as of May 31, 2000, and the related statements of
operations, stockholders' equity, and cash flows for the quarterly period
ended May 31, 2000. The review was conducted in accordance with Canadian
Statements on Standards for accounting standards and Review Services issued
by the Canadian Institute of Chartered Accountants. There are no significant
differences from generally accepted accounting principles in the United States
and the rules and regulations promulgated by the Securities and Exchange
Commission. All information included in these financial statements is the
representation fo the Management of Corsea Management 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, I do not express such an opinion.
Based on my review, I am 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 March 6, 2000 were audited by me
and I expressed an unqualified opinion on it in my report dated March 9, 2000.
I have not performed any auditing procedures since that date.
The accompanying financial statements have been prepared assuming that the
Company will continue as a development stage company. As discussed in Note 1,
the Company has been in the development stage since its inception on March 3,
2000. The Company's ability to commence operations is contingent upon its
ability to identify a prospective target business and raise the capital it
will require through the issuance of equity securities, debt securities, bank
borrowings or a combination thereof. The financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
/s/ Stephen J. Bush, C.A.
Chartered Accountant
Port Moody, B.C.
June 9, 2000
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ITEM 1. FINANCIAL STATEMENTS
CORSEA MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
Balance Sheet
May 31, 2000
(Unaudited)
(With audited figures at March 6,2000 for comparison)
ASSETS
March 6,2000 May 31,2000
Incorporation Costs $ 210 $ -
TOTAL ASSETS $ 210 $ -
<TABLE>
LIABILITIES AND STOCKHOLDER'S EQUITY
<CAPTION>
March 6,2000 May 31,2000
<S> <C> <C>
LIABILITIES
Total liabilities $ - $ -
STOCKHOLDER'S EQUITY
Common Stock, $.0001 par value, 100 million
shares authorized, 5,000,000 issued
and outstanding 210 210
Deficit accumulated during development stage - - -
Total Stockholder's Equity 210 210
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 210 $ 210
See accompanying notes to financial statements.
</TABLE>
<PAGE>
CORSEA MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
May 31, 2000
(unaudited)
(With audited figures at March 6,2000 for comparison)
<TABLE>
<CAPTION>
March 6,2000 May 31,2000
<S> <C> <C>
Income $ - $ -
Expenses
Organization expense - -
Total expenses - -
NET LOSS $ - $ -
See accompanying notes to financial statements.
</TABLE>
<PAGE>
CORSEA MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN
STOCKHOLDER'S EQUITY
Ended May 31, 2000
(unaudited)
(With audited figures at March 6, 2000 for comparison)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common During Devel-
Stock opment Stage Total
<S> <C> <C> <C>
Common stock issuance $ 210 $ - $ 210
Net losses: For the period
ended March 6,2000 - - -
For the period
ended May 31, 2000 - - -
BALANCE AT May 31, 2000 $ 210 $ - $ 210
<CAPTION>
CORSEA MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
May 31, 2000
(unaudited)
(With audited figures at March 6, 2000 for comparison)
CASH FLOWS FROM March 6,2000 May 31,2000
OPERATING ACTIVITIES:
<S> <C> <C>
Net loss $ - $ -
Adjustment to reconcile net loss
to net cash used by operating activities:
Net cash used in operating activities - -
CASH FLOWS FROM INVESTING ACTIVITIES
Capitalized incorporation costs (210) -
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock 210 -
Net cash provided by financing activities 210 -
INCREASE(DECREASE) IN CASH
AND CASH EQUIVALENTS $ - -
CASH AND CASH EQUIVALENTS
BEGINNING OF PERIOD - -
CASH AND CASH EQUIVALENTS
END OF PERIOD $ - -
See accompanying notes to financial statements.
</TABLE>
<PAGE>
CORSEA MANAGEMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF MAY 31, 2000
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. SIGNIFICANT ACCOUNTING POLICIES
A. Basis of presentation
The financial statements have been prepared in accordance with generally
accepted accounting principles in Canada and are reported in US dollars, the
Company's functional currency. There are no significant differences from
generally accepted accounting principles in the United States and the rules
and regulations promulgated by the Securities and Exchange Commission.
Amounts reported in the statements of operations and deficit and cash
flows for the period ended May 31, 2000 are fr
corporation, March 3, 2000.
B. Organization and Business Operations
Corsea Management, Inc. (a development stage company) ("the Company") was
incorporated in Delaware on March 3, 2000 to serve as a vehicle to effect a
merger, exchange of capital stock, asset acquisition or other business
combination with a domestic or foreign private business. At May 31, 2000,
the Company had not yet commenced any formal business operations, and all
activity to date relates to the Company's formation and proposed fund raising.
The Company's ability to commence operations is contingent upon its ability to
identify a prospective target business and raise the capital it will require
through the issuance of equity securities, debt securities, bank borrowings or
a combination thereof.
C. Use of Estimates
The preparation of the 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 revenues and expenses during the
reporting period. Actual results could differ from those estimates.
D. Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all highly
liquid investments purchased with an original maturity of three months or less
to be cash equivalents.
E. Income Taxes
The Company accounts for income taxes under the Financial Accounting Standards
Board of Financial Accounting Standards No. 109, "Accounting for Income Taxes"
("Statement 109"). Under Statement 109, deferred tax assets and liabilities are
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7.
CORSEA MANAGEMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF MAY 31, 2000
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT'D)
E. Income Taxes - Cont'd
recognized for the future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax basis. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled.
Under Statement 109, the effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date. There were no current or deferred invome tax expenses or
benefits due to the Company not having any material operations for the period
ended May 31, 2000.
F. New Accounting Pronouncements
The Financial Accounting Standards Board has recently issued several new
accounting pronouncements. Statement No. 129, "Disclosure of Information about
Capital Structure" establishes standards for disclosing information about an
entity's capital structure, is effective for financial statements for periods
ending after December 15, 1998 and has been adopted by the Company. Statement
No. 130, "Reporting Comprehensive Income" establishes standards for reporting
and display of comprehensive income and its components, and is effective for
fiscal years beginning after December 15, 1997. Statement No. 131, "Disclosure
about Segments of an Enterprise and Related Information" establishes standards
for the way that a public business enterprise report information about operating
segments in annual financial statements and requires that those enterprises
report selected information about operating segments in interim financial
reports issued to shareholders. It also establishes standards for related
disclosures about products and services, geographic areas, and major customers,
and is effective for financial statements for periods beginning after
December 15, 1997. The Company believes that its adoption of Statements 130
and 131 will not have a material effect on the Company's financial position or
results of operation.
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8.
CORSEA MANAGEMENT, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
AS OF MAY 31, 2000
NOTE 2 - STOCKHOLDER'S EQUITY
A. Common Stock
The Company is authorized to issue 100,000,000 shares of common stock at $.0001
par value. The Company issued 5,000,000 shares to Gerald Ghini, a director of
the Company, pursuant to Rule 506 for an aggregate consideration of $210.
B. STOCKHOLDER'S EQUITY cont.
At inception the Company issued 5,000,000 shares of its $.0001 par value common
stock to an officer as reimbursement of organization costs paid by the officer.
Fair value used for this transaction of $210 is based upon the actual cost of
incorporation.
NOTE 3 - RELATED PARTIES
Legal counsel to the Company is a Director of the Company .
The Company has entered into an agreement with Gerald Ghini for services in
exchange for shares of the Company's common stock. Other than incorporation
services there have been no services provided by Gerald Ghini through the date
of this report. When services are provided, the Company will value the stock
at the fair market value of the shares or at the value of the services provided,
whichever is more readily determinable.
In addition, the Company has an agreement with the Company's President to
perform services without compensation. There have been no services provided
through the date of this report by the President. When such services are
provided, the Company will record the services at their fair value as a capital
contribution.
SIGNATURES
Pursuant to 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.
SCOVEL MANAGEMENT INC
By: /s/ Gerald Ghini
Gerald Ghini, President
Dated: June 12, 2000.
