HOLOGRAPHIC SYSTEMS, INC.
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 2000
( ) 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: 0-30689
HOLOGRAPHIC SYSTEMS, INC.
(Exact name of registrant as specified in charter)
Nevada 84-0989940
(State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
4685 S. Highland Dr., Suite 202, Salt Lake City, UT 84117
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 801-274-1011
Not Applicable
(Former name, address and fiscal year, if changed since last report)
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.
(1) Yes [X] No [ ] (2) Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE REGISTRANTS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of September 30, 2000: 186,964 shares of common
stock
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
THE PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13, or 15(d)of the Exchange Act
subsequent to the distribution of securities under a plan confirmed by
a court.
Yes [ ] No [ ]
Transitional Small Business Format: Yes [ ] No [X]
Documents incorporated by reference: None
FORWARD-LOOKING INFORMATION
THIS FORM 10QSB AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME
BY THE COMPANY OR ITS REPRESENTATIVES CONTAIN STATEMENTS WHICH MAY
CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE
SECURITIES ACT OF 1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS
AMENDED BY THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, 15
U.S.C.A. SECTIONS 77Z-2 AND 78U-5. THOSE STATEMENTS INCLUDE STATEMENTS
REGARDING THE INTENT, BELIEF OR CURRENT EXPECTATIONS OF THE COMPANY
AND MEMBERS OF ITS MANAGEMENT TEAM AS WELL AS THE ASSUMPTIONS ON WHICH
SUCH STATEMENTS ARE BASED.
PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING
STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE
RISKS AND UNCERTAINTIES, AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY
FROM THOSE CONTEMPLATED BY SUCH FORWARD-LOOKING STATEMENTS. IMPORTANT
FACTORS CURRENTLY KNOWN TO MANAGEMENT THAT COULD CAUSE ACTUAL RESULTS
TO DIFFER MATERIALLY FROM THOSE IN FORWARD- LOOKING STATEMENTS ARE
SET FORTH HEREIN. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE OR
REVISE FORWARD-LOOKING STATEMENTS TO REFLECT CHANGED ASSUMPTIONS, THE
OCCURRENCE OF UNANTICIPATED EVENTS OR CHANGES TO FUTURE OPERATING
RESULTS OVER TIME.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying balance sheets of Holographic Systems, Inc. (a
development stage company) at September 30, 2000 and December 31
1999, and the related statements of operations for the three and nine
months ended September 30, 2000 and 1999 and the period January 1,
2000 to September 30, 2000, the statement of cash flows for the
nine months ended September 30, 2000 and 1999, and the period January
1, 2000 to September 30, 2000, have been prepared by the Company's
management and they include all information and notes to the financial
statements 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.
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.
<TABLE>
HOLOGRAPHIC SYSTEMS, INC.
( Development Stage Company )
BALANCE SHEETS
September 30, 2000 and December 31, 1999
<CAPTION>
Sept 30, Dec 31,
2000 1999
------- -------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ - $ 483
-------- --------
Total Current Assets $ - $ 483
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES $ - $ 2,000
------- --------
Total Current Liabilities - 2,000
------- --------
STOCKHOLDERS' EQUITY
Common stock
100,000,000 shares authorized,
at $.001 par value; 186,964
issued and outstanding on
September 30; 136,864 on
December 31 187 137
Capital in excess of par value 793,821 791,204
Deficit accumulated during
development stage (794,008) (792,858)
-------- --------
Total Stockholders'
Equity (Deficiency) $ - $ (1,517)
-------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ - $ 483
======== ========
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<TABLE>
HOLOGRAPHIC SYSTEMS, INC.
( Development Stage Company )
STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 2000 & 1999
and the Period January 1, 2000 (Date of Inception of Development
Stage) to September 30, 2000
<CAPTION>
Three Months Nine Months Jan 1, 2000
Sep 30, Sep 30, Sep 30, Sep 30, to
2000 1999 2000 1999 Sep 30, 2000
-------- -------- ------- ------- -----------
<S> <C> <C> <C> <C> <C>
REVENUE $ - $17,240 $ - $54,360 $ -
EXPENSES - 18,969 1,150 57,165 1,150
------ ------ ------ ------ ------
NET LOSS $ - $(1,729) $(1,150) $(2,805) $(1,150)
====== ====== ======= ====== ======
NET LOSS PER COMMON
SHARE
Basic $ - $ - $ (0.01) $ (0.01)
AVERAGE OUTSTANDING
SHARES
Basic 186,964 136,864 186,964 136,964
------- ------- ------- -------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
Holographic Systems, Inc.
( Development Stage Company )
STATEMENT OF CASH FLOWS (Unaudited)
For the Nine Months Ended September 30, 2000 & 1999
and the Period January 1, 2000 to September 30, 2000
(Date of Inception of Development Stage)
<CAPTION> Jan 1, 2000
Sep 30, Sep 30, to Sep 30,
2000 1999 2000
------- ------- -----------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $(1,150) $(2,805) $(1,150)
Adjustments to reconcile
net loss to net cash provided
by operating activities:
Changes in accounts payable (2,000) 2,805 (2,000)
Issuance of capital stock
and contributions to
capital - expenses 2,667 - 2,667
------ ----- -----
Net Cash Used in Operations (483) - (483)
------ ----- -----
CASH FLOWS FROM INVESTING
ACTIVITIES - - -
------ ----- -----
CASH FLOWS FROM FINANCING
ACTIVITIES - - -
------ ----- -----
Net Increase (Decrease)
in Cash (483) - (483)
Cash at Beginning of Period 483 - 483
------ ----- ------
Cash at End of Period $ - $ - $ -
====== ===== ======
NON CASH FLOWS FROM OPERATING
ACTIVITIES
Issuance of 50,000 common
shares for services $1,000
-----
Contributions to capital -
expenses - related party 1,495
-----
</TABLE>
The accompanying notes are an integral part of these financial statements.
HOLOGRAPHIC SYSTEMS , INC.
NOTES TO FINANCIAL STATEMENTS
=======================================================================
1. ORGANIZATION
The Company was incorporated under the laws of the State of Colorado on May
16, 1985 with the name of "Mountain Ashe, Inc." with authorized common
stock of 100,000,000 shares with a par value of $0.0001. On September 23,
1987 the was name changed to "Holographic Systems, Inc." and on February
7, 2000 the domicile was changed to the state of Nevada in connection with
a change in par value to $0.001.
On February 7, 2000 the Company completed a reverse common stock split of
one share for 20 outstanding shares. This report has been prepared showing
after stock split shares with a par value of $.001 from inception.
The Company has been in the business of marketing PC computers and
accessories and during 1999 ceased operations.
After 1999 the Company is considered to be a development stage company.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
The Company has not adopted a policy regarding payment of dividends.
Income Taxes
At September 30, 2000 the Company had a net operating loss carry
forward of $794,008. The tax benefit from the loss carry forward has
been fully offset by a valuation reserve because the use of the future tax
benefit is undeterminable since the Company has no operations. The net
operating loss will expire starting in 2001 through 2021.
Basic and Diluted Net Income (Loss) Per Share
Basic net income (loss) per share amounts are computed based on the
weighted average number of shares actually outstanding. Diluted net income
(loss) per share amounts are computed using the weighted average number of
common shares and common equivalent shares outstanding as if shares had
been issued on the exercise of the preferred share rights unless the
exercise becomes antidilutive and then only the basic per share amounts are
shown in the report.
Financial Instruments
The carrying amounts of financial instruments, including cash and accounts
payable, are considered by management to be their estimated fair values.
Comprehensive Income
The Company adopted Statement of Financial Accounting Standards No. 130.
The adoption of this standard had no impact on the total stockholder's
equity.
Recent Accounting Pronouncements
The Company does not expect that the adoption of other recent accounting
pronouncements will
have a material impact on its financial statements.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial statements
in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of the assets and
liabilities, the disclosure of contingent assets and liabilities, and the
reported revenues and expenses. Actual results could vary from the
estimates that were assumed in preparing these financial statements.
3. GOING CONCERN
The Company intends to acquire interests in various business opportunities
which, in the opinion of management, will provide a profit to the Company,
however there is insufficient working capital for any future planned
activity.
Continuation of the Company as a going concern is dependent upon obtaining
additional working capital and the management of the Company has developed
a strategy, which it believes will accomplish this objective through
additional equity funding and long term debt which will enable the Company
to conduct operations for the coming year.
ITEM 2. PLAN OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
OPERATION
Plan of Operation
The Company is seeking to acquire assets or shares of an entity actively
engaged in business which generates revenues. The Company has no particular
acquisitions in mind and has not entered into any negotiations regarding
such an acquisition. None of the Company's officers, directors, promoters
or affiliates have engaged in any substantive contact or discussions with
any representative of any other company regarding the possibility of an
acquisition or merger between the Company and such other company as of the
date of this quarterly report. The Board of Directors intends to obtain
certain assurances of value of the target entity's assets prior to
consummating such a transaction. Any business combination or transaction
will likely result in a significant issuance of shares and substantial
dilution to present stockholders of the Company.
The Company has, and will continue to have, no capital with which to
provide the owners of business opportunities with any significant cash or
other assets. However, management believes the Company will be able to
offer owners of acquisition candidates the opportunity to acquire a
controlling ownership interest in a publicly registered company without
incurring the cost and time required to conduct an initial public offering.
The owners of the business opportunities will, however, incur significant
legal and accounting costs in connection with the acquisition of a business
opportunity, including the costs of preparing Form 8-K's, 10-KSB's, 10-
QSB's, agreements and related reports and documents.
Liquidity and Capital Resources
The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholder's equity. The Company's balance sheet as of September 30, 2000,
reflects a total asset value of $0.00. The Company has no cash or line of
credit, other than that which present management may agree to extend to or
invest in the Company, nor does it expect to have one before a merger is
effected. The Company will carry out its plan of business as discussed
above. The Company cannot predict to what extent its liquidity and capital
resources will be diminished prior to the consummation of a business
combination or whether its capital will be further depleted by the
operating losses (if any) of the business entity which the Company may
eventually acquire.
Results of Operations
During the period from January 1, 2000 through September 30, 2000, the
Company has engaged in no significant operations other than maintaining its
reporting status with the SEC and seeking a business combination. No
revenues were received by the Company during this period.
For the current fiscal year, the Company anticipates incurring a loss as a
result of legal and accounting expenses, and expenses associated with
locating and evaluating acquisition candidates. The Company anticipates
that until a business combination is completed with an acquisition
candidate, it will not generate revenues, and may continue to operate at a
loss after completing a business combination, depending upon the
performance of the acquired business.
Need for Additional Financing
Based upon current management's willingness to extend credit to the Company
and/or invest in the Company until a business combination is completed, the
Company believes that its existing capital will be sufficient to meet the
Company's cash needs required for the costs of compliance with the
continuing reporting requirements of the Securities Exchange Act of 1934,
as amended, and for the costs of accomplishing its goal of completing a
business combination, for an indefinite period of time. Accordingly, in the
event the Company is able to complete a business combination during this
period, it anticipates that its existing capital will be sufficient to
allow it to accomplish the goal of completing a business combination. There
is no assurance, however, that the available funds will ultimately prove to
be adequate to allow it to complete a business combination, and once a
business combination is completed, the Company's needs for additional
financing are likely to increase substantially. In addition, as current
management is under no obligation to continue to extend credit to the
Company and/or invest in the Company, there is no assurance that such
credit or investment will continue or that it will continue to be
sufficient for future periods.
Part II - Other Information
Item 1. Legal Proceedings
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
Exhibit No. Description
EX-27 Financial Data Schedule
No other exhibits were filed on Form 8-K.
SIGNATURES
In accordance with the Exchange Act, the registrant caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.
Holographic Systems, Inc.
Date: November 14, 2000 By /s/ Justeene Blankenship
----------------------
Justeene Blankenship, President
