<PAGE>
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended: September 30, 2000
Commission File No. 000-31373
IDREAM.WS, INC.
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(Exact Name of Small Business Issuer as Specified in its Charter)
California 33-0906294
------------------------------- -------------------------------------
(State or Other Jurisdiction of I.R.S. Employer Identification Number
Incorporation or Organization)
4275 Executive Square La Jolla, California 92037
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(Address of Principal Executive Offices including Zip Code)
858/546-2897
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(Issuer's Telephone Number)
Check whether the issuer (1) filed all reports required to be filed by Section13
or 15(d) of the Exchange Act during the preceding 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 No X
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As of September 30, 2000, Registrant had 5,000,000 shares of common stock
outstanding.
Transitional Small Business Disclosure Format (check one): Yes No X
--- ---
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<PAGE>
INDEX
<TABLE>
<CAPTION>
Page
Number
<S> <C>
Part I. Financial Information
Item 1. Financial Statements
Balance Sheet as of September 30, 2000 3
Income Statement, Three Months
Ended September 30, 2000 4
Statements of Cash Flows, Three Months
Ended September 30, 2000 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 8
Part II. Other Information 9
</TABLE>
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2
<PAGE>
IDREAM.WS, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, 2000
--------------------
<S> <C>
ASSETS
CURRENT ASSETS:
Cash $ 434
--------------------
TOTAL CURRENT ASSETS 434
--------------------
$ 434
====================
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accrued liabilities $ 2,020
--------------------
TOTAL CURRENT LIABILITIES 2,020
--------------------
COMMITMENTS AND CONTINGENCIES -
SHAREHOLDERS' EQUITY (DEFICIT):
Common Stock, no par value, 100,000,000 shares authorized, 20,000
5,000,000 shares issued and outstanding
Accumulated deficit during the development stage (21,586)
--------------------
TOTAL SHAREHOLDERS' EQUITY (DEFICIT) (1,586)
--------------------
$ 434
====================
</TABLE>
3
<PAGE>
IDREAM.WS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Cumulative
from Inception
Three months ending (April 13, 2000) to
September 30, 2000 September 30, 2000
-------------------------- --------------------
<S> <C> <C>
REVENUE $ - $ -
EXPENSES:
General and administrative 1,115 21,586
-------------------------- --------------------
TOTAL EXPENSES 1,115 21,586
-------------------------- --------------------
NET LOSS $ (1,115) $ (21,586)
========================== ====================
BASIC AND DILUTED NET LOSS PER SHARE $ (0.0002) $ (0.006)
========================== ====================
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING 5,000,000 3,698,225
========================== ====================
</TABLE>
4
<PAGE>
IDREAM.WS, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Cumulative from
Three months ending Inception (April 13, 2000)
September 30, 2000 to September 30, 2000
-------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (1,115) $ (21,586)
Adjustments to reconcile net income to net cash
provided by operating activities:
Increase (decrease) in accrued liabilities (1,746) 2,020
-------------------- ----------------
Net cash (used) provided by operating activities (2,861) (19,566)
----------------
CASH FLOWS FROM INVESTING ACTIVITIES - -
-------------------- ----------------
CASH FLOWS FROM FINANCING ACTIVITES:
Common stock issued for cash - 20,000
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Net cash provided by financing activities - 20,000
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Net increase (decrease) in cash (2,861) 434
CASH, BEGINNING OF THE PERIOD (INCEPTION) 3,295 -
-------------------- ----------------
CASH, END OF THE PERIOD $ 434 $ 434
==================== ================
</TABLE>
5
<PAGE>
IDREAM.WS, INC.
(A Development Stage Company)
Footnotes
(Unaudited)
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Idream.ws, Inc., a California corporation, was formed on April 13, 2000 to
engage in any lawful corporate undertaking, including, but not limited to,
selected mergers and acquisitions. The Company has not commenced planned
principal operations and, therefore, is considered to be in the development
stage.
INTERIM PERIODS
The accompanying unaudited financial statements have been prepared in
accordance with the instructions of Form 10-SBQ and do not include all of
the information required by generally accepted accounting principles for
complete financial statements. In the opinion of the Company's management,
all necessary adjustments (consisting of normal recurring adjustments) for
a fair presentation have been included. Operating results for the three
months ending September 30, 2000 are not necessarily indicative of results
for any future period. These statements should be read in conjunction with
the financial statements and notes thereto for the period beginning at
inception (April 13, 2000) through May 31, 2000 included in the Company's
Form 10-SB12G.
2. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.
ORGANIZATION
Idream.ws, Inc., a California corporation, was formed on April 13, 2000 to
engage in any lawful corporate undertaking, including, but not limited to,
selected mergers and acquisitions. The Company has not commenced planned
principal operations and, therefore, is considered to be in the development
stage.
INTERIM PERIODS
The accompanying unaudited financial statements have been prepared in
accordance with the instructions of Form 10-SBQ and do not include all of
the information required by generally accepted accounting principles for
complete financial statements. In the opinion of the Company's management,
all necessary adjustments (consisting of normal recurring adjustments) for
a fair presentation have been included. Operating results for the three
months ending September 30, 2000 are not necessarily indicative of results
for any future period. These statements should be read in conjunction with
the financial statements and notes thereto for the period beginning at
inception (April 13, 2000) through May 31, 2000 included in the Company's
Form 10-SB12G.
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<PAGE>
3. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Idream.ws, Inc., a California corporation, was formed on April 13, 2000 to
engage in any lawful corporate undertaking, including, but not limited to,
selected mergers and acquisitions. The Company has not commenced planned
principal operations and, therefore, is considered to be in the development
stage.
INTERIM PERIODS
The accompanying unaudited financial statements have been prepared in
accordance with the instructions of Form 10-SBQ and do not include all of
the information required by generally accepted accounting principles for
complete financial statements. In the opinion of the Company's management,
all necessary adjustments (consisting of normal recurring adjustments) for
a fair presentation have been included. Operating results for the three
months ending September 30, 2000 are not necessarily indicative of results
for any future period. These statements should be read in conjunction with
the financial statements and notes thereto for the period beginning at
inception (April 13, 2000) through May 31, 2000 included in the Company's
Form 10-SB2G.
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<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Idream.ws, Inc.. (the "Company") was organized as a California corporation
on April 13, 2000, in order to evaluate, structure and complete a merger with,
or acquisition of, prospects consisting of private companies, partnerships or
sole proprietorships. The Company may seek to acquire a controlling interest in
such entities in contemplation of later completing an acquisition. The Company
is not limited to any operation or geographic area in seeking out opportunities.
Management has not identified any particular business or industry within which
the Company will seek an acquisition or merger. The Company has not conducted,
nor have others made available to it, market research supporting the viability
of the Company's proposed operations.
The Company generated no revenues during the quarter ended September 30,
2000, and management does not anticipate any revenues until following the
conclusion of a merger or acquisition, if any, as contemplated by the Company's
business plan.
The Company's capital is limited. The Company anticipates operational costs
will be limited until such time as significant evaluation work is undertaken
regarding prospective mergers or acquisitions.
At September 30, 2000, the Company had no material commitments for capital
expenditures.
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<PAGE>
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
(a) Exhibits.
<TABLE>
<CAPTION>
Exhibit
Number Description Location
<S> <C> <C>
27 Financial Data Schedule Filed herewith electronically
</TABLE>
(b) Reports on Form 8-K. No reports on Form 8-K have been filed during this
reporting period.
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.
Date: December 11, 2000 Idream.ws, Inc.
By: /s/ Sheldon Silverman
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Sheldon Silverman, President
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