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 0-29905
RAYBOR MANAGEMENT INC
(Exact name of registrant as specified in its charter)
Delaware 98-0220848
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
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
<PAGE>
PART I -- FINANCIAL INFORMATION
STEPHEN J. BUSH, C.A.
Chartered Accountant
Port Moody B.C.
Canada
ACCOUNTANT'S REVIEW REPORT
The Board of Directors
Raybor Management Inc.
Port Moody B.C.
I have reviewed the accompanying balance sheet of Raybor
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 of the management of Raybor
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
<PAGE>
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
RAYBOR MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
Balance Sheet
May 31, 2000
(Unaudited)
(With audited figures at March 6, 2000 for comparison)
ASSETS
<CAPTION>
March 6, 2000 May 31, 2000
<S> <C> <C>
Incorporation Costs $ 210 $ -
TOTAL ASSETS $ 210 $ -
</TABLE>
<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 issuedand outstanding 210 210
Deficit accumulated during
development stage - -
Total Stockholder's Equity 210 210
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY 210 210
<FN>
See accompanying notes to financial statements.
</TABLE>
<TABLE>
RAYBOR MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
May 31, 2000
(unaudited)
(With audited figures at March 6,2000 for comparison)
<CAPTION>
March 6, 2000 May 31, 2000
<S> <C> <C>
Income $ - $ -
Expenses
Organization expense - -
Total expenses - -
NET LOSS $ - $ -
<FN>
See accompanying notes to financial statements.
</TABLE>
<TABLE>
RAYBOR 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)
<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
</TABLE>
<TABLE>
RAYBOR MANAGEMENT INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
May 31, 2000
(unaudited)
(With audited figures at March 6,2000 for comparison)
<CAPTION>
March 6,2000 May 31,2000
<S> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
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 $ - $ -
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
RAYBOR 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 from the date of
the Company's incorporation, March 3, 2000.
.
B. Organization and Business Operations
Raybor 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
<PAGE>
RAYBOR 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 income 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, "Disclosures about Segments of
an Enterprise and Related Information" establishes
standards for the way that public business enterprises
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 operations.
<PAGE>
RAYBOR 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 there
unto duly authorized.
RAYBOR MANAGEMENT INC
By: /s/ Gerald Ghini
Gerald Ghini, President
Dated: June 12, 2000.
