UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the quarterly period ended September 30, 2000
[ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
For the transition period from .... to ....
Commission file number 000-30513
MANGUM ACQUISITION CORPORATION
(Exact name of small business issuer as specified in its charter)
Texas 76-0640462
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4214 Mangum Road, Houston, Texas 77092
(Address of principal executive offices) (Zip Code)
(713) 957-3100
(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all the reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past twelve 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 [ ]
The number of shares of common stock outstanding as of September 30, 2000 is
700,000
Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The Company's unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation of
the financial position, results of operations and cash flows in conformity with
generally accepted accounting principles.
In the opinion of management, all adjustments considered necessary for a
fair presentation of the results of operations and financial position have been
included and all such adjustments are of a normal recurring nature.
The audited balance sheet as of April 26, 2000 and unaudited balance sheet
as of September 30, 2000, the unaudited statements of operations for the period
from inception (April 24, 2000) to September 30, 2000 and for the three month
period ended September 30, 2000 and statements of cash flows for the period from
inception (April 24, 2000) to September 30, 2000 and for the three month period
ended September 30, 2000 are attached hereto and incorporated herein by this
reference.
Operating results for the quarter ended September 30, 2000 are not
necessarily indicative of the results that can be expected for the year ending
December 31, 2000.
<PAGE>
MANGUM ACQUISITION CORPORATION
(A Development Stage Company)
Balance Sheets
As of April 26, 2000 (Audited) and September 30, 2000 (Unaudited)
APRIL 26 SEPT 30
(AUDITED) (UNAUDITED)
------ ------
ASSETS
Current assets:
Cash ................................................ $ 585 $ 37
Other assets:
Organizational costs net of amortization of $0 ...... 415 963
------ ------
Total assets ...................................... $1,000 $1,000
====== ======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Total current liabilities ......................... $ -- $ --
Contingencies and commitments (notes 2, 4 and 5)
Stockholders' equity:
Common stock, $.001 par value per share;
20,000,000 shares authorized,
700,000 shares issued and outstanding ............. 700 700
Additional paid-in capital .......................... 300 300
Deficit accumulated during the development stage .. -- --
------ ------
$1,000 $1,000
====== ======
The accompanying notes are an integral part of this statement.
<PAGE>
MANGUM ACQUISITION CORPORATION
(A Development Stage Company)
Statements of Operations
For the Period From Inception (April 24, 2000) to September 30, 2000
And For the Three Month Period Ended September 30, 2000
(Unaudited)
THREE MONTHS
INCEPTION TO ENDED
SEPT. 30, 2000 SEPT. 30, 2000
-------------- --------------
Revenue ..................................... $ -- $ --
Costs and expenses:
General and administrative ................. -- --
-------- --------
Net income (loss) ..................... $ -- $ --
======== ========
Weighted average number of common shares
outstanding -
Basic and fully diluted ............... 700,000 700,000
======== ========
Net income (loss) per common share -
Basic and fully diluted ............... $ 0 $ 0
======== ========
The accompanying notes are an integral part of this statement.
<PAGE>
MANGUM ACQUISITION CORPORATION
(A Development Stage Company)
Statements of Cash Flows
For the Period From Inception (April 24, 2000) to September 30, 2000
And For the Three Month Period Ended September 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS
INCEPTION TO ENDED
SEPT. 30, 2000 SEPT. 30, 2000
------- -------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) .................................... $ -- $ --
Adjustments to reconcile Net income (loss) to net cash
Provided by (used in) operating activities: ......... -- --
------- -------
Net cash provided by (used in) operations ......... -- --
Cash flows from investing activities:
Organizational costs ................................ 963 528
------- -------
Net cash provided (used in) investing activities .. (963) (528)
Cash flows from financing activities:
Sale of stock ....................................... 1,000 --
------- -------
Net cash provided (used in) financing activities .. 1,000 --
------- -------
Net increase (decrease) in cash and cash equivalents .. 37 (528)
------- -------
Beginning cash and cash equivalents ................... -- 565
------- -------
Ending cash and cash equivalents ...................... $ 37 $ 37
======= =======
Supplemental disclosure of cash flow information:
Cash paid for: Income taxes .......................... $ 0 $ 0
Interest .............................. $ 0 $ 0
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
NOTE 1. SIGNIFICANT ACCOUNTING POLICIES
A. Organization.
Mangum Acquisition Corporation (the "Company") was incorporated on April
24, 2000, in the State of Texas. The Company is in the development stage
and its intent is to locate suitable business ventures to acquire. The
Company has had no significant business activity to date and has chosen
December 31, as a year end.
B. Cash and cash equivalents
Cash and cash equivalents consist of cash and other highly liquid debt
instruments with an original maturity of less than three months.
C. Intangible assets
The cost of intangible assets is amortized using the straight line method
over the estimated useful economic life (five years for organization
costs). They are stated at cost less accumulated amortization. Since only
one-hundred fifty-eight (158) days have transpired as of September 30, 2000
and based upon the immateriality of the estimated amortization as, the
Company has not calculated the accumulated amortization of organizational
costs.
The Company review for the impairment of long-lived assets and certain
identifiable intangibles whenever events or changes in circumstances
indicate that the carrying value of the asset may not be recoverable. An
impairment would be recognized when estimated future cash flows expected to
result from the use of the asset and its eventual disposition is less than
its carrying amount. No such impairment losses have been identified in the
period presented.
D. Net income (loss) per share
Net income (loss) per share is computed by dividing the net income (loss)
for the period by the weighted average number of common shares outstanding
for the period.
E. Use of estimates
The preparation of the Company's financial statements requires management
to make estimates and assumptions that affect the amounts reported in the
financial statements and accompanying notes. Actual results could differ
from these estimates.
<PAGE>
NOTE 2. STOCKHOLDERS EQUITY
The Company issued 700,000 shares of its $0.001 par value common stock to
its 100% parent company: Mangum Corporation at the time of the Company's
inception. Mangum Corporation paid par value (US$ 700) plus US$ 300 for a total
of US$ 1,000 for the stock.
NOTE 3. INCOME TAXES
Deferred income taxes may arise from temporary differences resulting from
income and expense items reported for financial accounting and tax purposes in
different periods. Deferred taxes are classified as current or non-current,
depending on the classifications of the assets and liabilities to which they
relate. Deferred taxes arising from temporary differences that are not related
to an asset or liability are classified as current or non-current depending on
the periods in which the temporary differences are expected to reverse. The
deferred tax asset related to the operating loss carryforward has been fully
reserved.
NOTE 4. GOING CONCERN CONSIDERATION
The accompanying financial statements have been prepared in conformity
with generally accepted accounting principles, which contemplates the
continuation of the Company as a going concern.
As discussed in "Note 1" the Company is in the development stage and the
realization of its assets is dependent upon its ability to meet its future
financing requirements, and the success of its future operations.
Management plans include obtaining additional equity financing and the
acquisition of a suitable business venture to provide the opportunity for the
Company to continue as a going concern.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion and analysis should be read in conjunction with
the financial statements as of September 30, 2000 and for the periods (1)
inception (April 24, 2000) to September 30, 2000 and (2) three month period
ended September 30, 2000 which are included in this Form 10-QSB.
The Company is considered to be in the development stage as defined in
Financial Accounting Standards Board Statement No. 7, and has neither engaged in
any operations nor generated any revenues to date.
The only asset of the Company as of September 30, 2000 is US$ 37. The
Company's only expenses for the periods of inception (April 24, 2000) to
September 30, 2000 and for the three months ended September 30, 2000 are for
organizational costs.
The Company's only capital contribution, US$ 1,000 cash, was from the sale
of common shares to the Company's parent, Mangum Corporation and occurred in the
period inception (April 24, 2000) to September 30, 2000.
Substantially all of the Company's expenses that must be funded by
management will be from the Company's efforts to identify a suitable acquisition
candidate and to close the acquisition. Management has agreed to pay these
expenses with personal funds as interest free loans to the Company. As long as
management continues to provide funds to the Company, the Company should have
sufficient funds to satisfy its cash requirements. This is primarily because the
Company does not anticipate incurring any significant expenditure.
Management may withdraw its agreement to provide these funds at their sole
discretion.
Opportunities may occur in which management can obtain the repayment of
these loans, or any other form of compensation, from a prospective merger or
acquisition candidate and/or certain merger or acquisition related consultants.
The Company does not intend to seek any other or additional financing. At
this time the Company believes that the funds to be provided by management from
time to time will be sufficient for funding the Company's operations until a
merger or acquisition candidate is identified and closed. Currently, the Company
does not expect to issue any additional securities before the closing of a
business combination.
<PAGE>
FORWARD LOOKING STATEMENTS
This Form 10-QSB, press releases and certain information provided in
writing or orally by the Company's management or its agents may contain
statements that could be deemed forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, Section 21E of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act, which
statements are inherently subject to risks and uncertainties.
"Forward-looking statements" are statements that include projections,
predictions, expectations or beliefs about future events or results or otherwise
are not statements of historical fact. Such statements are often characterized
by the use of qualifying words (and their derivatives) such as "expect,"
"believe," "estimate," "plan," "project," "anticipate," or other statements
concerning opinions or judgment of the Company and its management about future
events.
Factors that could influence the accuracy of such forward-looking
statements include, but are not limited to, the financial success or changing
strategies of the Company's customers, actions of government regulators, the
level of market interest, rate and general economic conditions.
All forward-looking statements included herein are based on information
available to the Company on the date hereof, and the Company assumes no
obligation to update any such forward-looking statements.
It is important to note that the Company's actual results could differ
materially from those in such forward-looking statements due to the factors
cited above. As a result of these factors, there can be no assurance the Company
will not experience material fluctuations in future operating results on a
quarterly or annual basis, which would materially and adversely affect the
Company's business, financial condition and results of operations.
These "forward looking statements" may appear in various places in this
Form 10-QSB and in other places, and more particularly in this "Item 2. -
Management's Discussion and Analysis of Financial Condition and Results of
Operations."
<PAGE>
PLAN OF OPERATION
The Company is a development stage entity and has neither engaged in any
operations nor generated any revenues to date. The Company's activity since its
inception has been limited, and includes the sale of its common shares to its
parent corporation, Mangum Corporation, and activities related to the location
and consummation of a merger or acquisition with a private entity.
As such, the Company can be defined as a "blank check" or "shell" company.
The Company intends to effect a merger, exchange of capital stock, asset
acquisition or other similar business combination or acquisition with, most
likely, a private entity. In connection with a merger or acquisition, it is
likely that the Company would issue an amount of stock constituting control of
the Company to the merger or acquisition candidate. Depending upon the nature of
the merger or acquisition transaction, the current officer and sole director of
the Company may resign these positions with the Company.
YEAR 2000 ISSUES
The Company uses third party "off-the-shelf" software and has not had a
problem with Year 2000 issues. Any impact is expected to be minimal.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings NONE
Item 2. Changes in Securities 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 NONE
[SIGNATURES]
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
MANGUM ACQUISITION CORPORATION (Registrant)
By: /s/ [SIGNED] Date: 10/15/00
David A. Collins
President
FORM 10QSB SEPTEMBER 30, 2000
