UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER 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: ___________
CCB Corp.
(Name of Small Business Issuer in its charter)
Nevada 33-0921221
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
23 Corporate Plaza, Suite 180, Newport Beach, California 92663
(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (949) 720-7320
Copies to:
Thomas E. Stepp, Jr.
Stepp & Beauchamp, LLP
1301 Dove Street, Suite 460
Newport Beach, California 92660
949.660.9700
Facsimile: 949.660.9010
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of November 10, 2000, there were
5,000,000 shares of the issuer's $.001 par value common stock issued and
outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
CCB CORP.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
F-1
<PAGE>
CCB CORP.
(A Development Stage Company)
BALANCE SHEET
September 30,
2000
-------
(unaudited)
ASSETS $ --
=======
LIABILITIES AND STOCKHOLDER'S EQUITY
Liabilities $ --
-------
STOCKHOLDER'S EQUITY
Preferred stock, $0.001 par value;
10,000,000 shares authorized,
No shares issued and outstanding
Common stock, $0.001 par value;
50,000,000 shares authorized,
5,000,000 shares issued and outstanding 5,000
Deficit accumulated during
the development stage (5,000)
-------
Total stockholder's equity --
-------
Total liabilities and stockholder's equity $ --
=======
The accompanying notes are an integral part of these financial statements.
F-2
<PAGE>
CCB CORP.
(A Development Stage Company)
STATEMENT OF OPERATIONS
July 6, 2000
(inception) to
September 30, 2000
------------------
(unaudited)
Revenue $ --
General and administrative expenses 5,000
-----------
Loss from operations before provision for income taxes (5,000)
Provision for income taxes --
-----------
Net loss $ (5,000)
===========
Net loss per share - basic and diluted $ --
===========
Weighted average number of common shares
outstanding 5,000,000
===========
The accompanying notes are an integral part of these financial statements.
F-3
<PAGE>
CCB CORP.
(A Development Stage Company)
STATEMENT OF STOCKHOLDER'S EQUITY
JULY 6, 2000 (INCEPTION) TO SEPTEMBER 30, 2000
(UNAUDITED)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock During the
----------------------- Development
Shares Amount Stage Total
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Balance, July 6, 2000 -- $ -- $ -- $ --
Issuance of shares for services - July 6, 2000 5,000,000 5,000 -- 5,000
Net loss -- -- (5,000) (5,000)
--------- --------- --------- ---------
Balance, September 30, 2000 5,000,000 $ 5,000 $ (5,000) $ --
========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
F-4
<PAGE>
CCB CORP.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
JULY 6, 2000 (INCEPTION) TO SEPTEMBER 30, 2000
(UNAUDITED)
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(5,000)
Stock issued for services 5,000
-------
NET CASH USED IN OPERATING ACTIVITIES --
-------
CASH AND CASH EQUIVALENTS - July 6, 2000 --
-------
CASH AND CASH EQUIVALENTS - September 30, 2000 $ --
=======
SUPPLEMENTAL INFORMATION:
During the initial period July 6 to September 30, 2000, the Company paid no
cash for interest or income taxes.
The accompanying notes are an integral part of these financial statements.
F-5
<PAGE>
CCB CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Operations
CCB Corp. (the "Company") is currently a development-stage company
under the provisions of the Financial Accounting Standards Board
("FASB") Statement of Financial Accounting Standards ("SFAS") NO. 7.
The Company was incorporated under the laws of the state of Nevada on
July 6, 2000.
Unaudited Information
In the opinion of management, the accompanying unaudited financial
statements include all adjustments (consisting of normal recurring
adjustments and accruals) necessary for a fair presentation of the
Company's balance sheet, results of operations and cash flows for the
periods presented. The results of the operations for the period ended
September 30, 2000 may not be indicative of the total results for the
full year.
Use of Estimates
The preparation of 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 revenue
and expenses during the reporting period. Actual results could differ
from those estimates.
Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with
original maturities of three months or less to be cash equivalents.
Income Taxes
Income taxes are provided for based on the liability method of
accounting pursuant to SFAS No. 109, "Accounting for Income Taxes".
Deferred income taxes, if any, are recorded to reflect the tax
consequences on future years of differences between the tax bases of
assets and liabilities and their financial reporting amounts at each
year-end.
Earnings Per Share
The Company calculates earnings per share in accordance with SFAS No.
128, "Earnings Per Share", which requires presentation of basic
earnings per share ("BEPS") and diluted earnings per share ("DEPS").
The computation of BEPS is computed by dividing income available to
common stockholders by the weighted average number of outstanding
common shares during the period. DEPS gives effect to all dilutive
potential common shares outstanding during the period. The computation
of DEPS does not assume conversion, exercise or contingent exercise of
securities that would have an antidilutive effect on earnings. As of
September 30, 2000, the Company has no securities that would effect
loss per share if they were to be dilutive.
F-6
<PAGE>
CCB CORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)
Comprehensive Income
SFAS No. 130, "Reporting Comprehensive Income", establishes standards
for the reporting and display of comprehensive income and its
components in the financial statements. The Company had no items of
other comprehensive income and therefore has not presented a statement
of comprehensive income.
NOTE 2 - INCOME TAXES
The components of the provision for income taxes for the period from
July 6, 2000 (inception) to September 30, 2000, are as follows:
Current Tax Expense
U.S. Federal $ --
State and Local --
-------------
Total Current --
-------------
Deferred Tax Expense
U.S. Federal --
State and Local --
-------------
Total Deferred --
-------------
Total Tax Provision (Benefit) from
Continuing Operations $ --
=============
The reconciliation of the effective income tax rate to the Federal
statutory rate is as follows:
Federal Income Tax Rate 34.0%
Effect of Valuation Allowance (34.0)%
-----
Effective Income Tax Rate 0.0%
=====
At September 30, 2000, the Company had net carryforward losses of
$6,000. Because of the current uncertainty of realizing the benefits
of the tax carryforward, a valuation allowance equal to the tax
benefits for deferred taxes has been established. The full realization
of the tax benefit associated with the carryforward depends
predominantly upon the Company's ability to generate taxable income
during the carryforward period.
F-7
<PAGE>
CCB ORP.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
NOTE 2 - INCOME TAXES
Deferred tax assets and liabilities reflect the net tax effect of
temporary differences between the carrying amount of assets and
liabilities for financial reporting purposes and amounts used for
income tax purposes. Significant components of the Company's deferred
tax assets and liabilities as of September 30, 2000 are as follows:
Deferred Tax Assets
Loss Carryforwards $ 1,700
Less: Valuation Allowance (1,700)
-------
Net Deferred Tax Assets $ --
=======
Net operating loss carryforwards expire in 2020.
NOTE 3 - COMMON STOCK
On July 6, 2000, the Company issued 6,000,000 shares of common stock
for services valued at $6,000.
F-8
<PAGE>
Item 2. Plan of Operation
This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.
The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.
Our Business. We were incorporated on July 6, 2000, as a development stage or
shell corporation that seeks to identify and complete a merger or acquisition
with a private entity whose business presents an opportunity for our
shareholder. We will review and evaluate business ventures for possible mergers
or acquisitions. We have not yet entered into any agreement, nor do we have any
commitment or understanding to enter into or become engaged in a transaction.
Further, our objectives, discussed herein, are extremely general and are not
intended to restrict our discretion.
A decision to participate in a specific business opportunity will be made based
upon our analysis of the quality of the prospective business opportunity's
management and personnel, assets, the anticipated acceptability of products or
marketing concepts, the merit of a proposed business plan, and numerous other
factors which are difficult, if not impossible, to analyze using any objective
criteria.
We have no plans or arrangements proposed or under consideration for the
issuance or sale of additional securities, prior to the identification of a
business opportunity. Consequently, we anticipate that we will initially be able
to participate in only one business opportunity, due primarily to our limited
capital. The resulting lack of diversification should be considered a
substantial risk, as we will not be able to offset potential losses from one
venture against gains from another.
Competition. We will be involved in intense competition with other business
entities, many of which will have a competitive edge over us by virtue of their
stronger financial resources and prior experience in business. We cannot assure
you we will be successful in obtaining suitable business opportunities.
Employees. We are a development stage company and currently have no employees.
Our executive officers will devote only such time to our affairs as they deem
appropriate, which is estimated to be approximately five (5) hours per month. We
expect to use consultants, attorneys, and accountants, as necessary, and do not
anticipate a need to engage any full-time employees so long as we are
identifying and evaluating businesses. The need for employees and their
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<PAGE>
availability will be considered in connection with a decision whether or not to
acquire or participate in a specific business venture.
Results of Operations. We have not yet realized any revenue from operations, nor
do we expect to in the foreseeable future.
Liquidity and Capital Resources. We have cash of $0.00 as of September 30, 2000.
Mark Jacques, our sole officer and director, has paid our expenses since our
formation, and we anticipate that Mr. Jacques will continue to pay our expenses.
We have no commitment for any capital expenditure and do not expect any in the
foreseeable future. However, we will incur routine fees and expenses incident to
our reporting duties as a public company, and we will incur expenses in finding
and investigating possible acquisitions and other fees and expenses in the event
we make an acquisition or attempt to but are unable to complete an acquisition.
Our cash requirements for the next 12 months include accounting expenses and
other expenses relating to preparing filings required pursuant to the Securities
Exchange Act of 1934 ("Exchange Act"). Those expenses should not exceed $10,000
over the next twelve months. Any travel, lodging or other expenses which may
arise related to finding, investigating and attempting to complete a combination
with one or more potential acquisitions could also amount to thousands of
dollars.
Should existing management or shareholders refuse to advance needed funds,
however, we would be forced to turn to outside parties to either loan money to
us or buy our securities. We cannot assure you that we will be able at need to
raise necessary funds from outside sources. Such a lack of funds could result in
severe consequences to the Company, including among others:
o failure to make timely filings with the SEC as required by the
Exchange Act, which would also probably result in suspension of
trading or quotation in our stock and could result in fines and
penalties to us under the Exchange Act;
o curtailing or eliminating our ability to locate and perform suitable
investigations of potential acquisitions; or
o inability to complete a desirable acquisition due to lack of funds to
pay legal and accounting fees and acquisition-related expenses.
Plan of Operation for the Next Twelve Months. Our plan of operation over the
next twelve months is to seek and, if possible, acquire an operating business or
valuable assets by entering into a business combination. Our main purpose and
goal is to locate and consummate a merger or acquisition with a private entity.
Our directors will be compensated with stock of any surviving company subsequent
to a merger or acquisition with a private entity.
We will review and evaluate business opportunities for possible mergers or
acquisitions. We have not yet entered into any agreement, nor do we have any
commitment or understanding to enter into or become engaged in a transaction.
A decision to participate in a specific business opportunity will be made based
upon our analysis of the quality of the prospective business opportunity's
management and personnel, assets, the anticipated acceptability of products or
marketing concepts, the merit of a business plan, and numerous other factors,
which are difficult, if not impossible, to analyze using any objective criteria.
The selection of a business opportunity in which to participate is complex and
risky. Additionally, as we have only limited resources, it may be difficult to
find favorable opportunities. We cannot assure you that we will be able to
identify and acquire any business opportunity which will ultimately prove to be
beneficial to us and our shareholders. We will select any potential business
opportunity based on our management's business judgment.
3
<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 Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
27 Financial Data Schedule
4
<PAGE>
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 in the City of Newport Beach, California, on November 13, 2000.
CCB Corp.
a Nevada corporation
By: /s/ Mark Jacques
-----------------------------------------
Mark Jacques
Its: President, Secretary, Treasurer, Director
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