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 March 31, 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 No. 0-26059
COMET TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 87-0430322
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
10 West 100 South, Suite 610, Salt Lake City, Utah 84101
(Address of principal executive offices)
(801) 532-7851
(Issuer's telephone number)
Not Applicable
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the
preceding 12 months (or for such shorter period that the issuer
was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ X] No [ ]
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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes
of common equity, as of May 10, 2000: 3,598,000 shares of common
stock.
Transitional Small Business Format: Yes [ ] No [ X ]
<PAGE>
FORM 10-QSB
COMET TECHNOLOGIES, INC.
INDEX
Page
PART I. Financial Information 3
Balance Sheets as of March 31, 2000 and 4
December 31, 1999
Statements of Operations for the Three
Months Ended March 31, 2000 and 1999 and From 5
Inception on February 7, 1986 Through
March 31, 2000
Statements of Cash Flows for the Three
Months Ended March 31, 2000 and 1999 and From
Inception on February 7, 1986 Through 6
March 31, 2000
Notes to the Financial Statements 7
Management's Discussion and Analysis of
Financial Condition 9
PART II. Other Information 10
Exhibits and Reports on Form 8-K 10
Signatures 10
2
<PAGE>
PART I.
Financial Information
In the opinion of management, the accompanying unaudited
financial statements included in this Form 10-QSB reflect all
adjustments (consisting only of normal recurring accruals)
necessary for a fair presentation of the results of operations
for the periods presented. The results of operations for the
periods presented are not necessarily indicative of the results
to be expected for the full year.
3
<PAGE>
COMET TECHNOLOGIES, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
March 31, December 31,
2000 1999
CURRENT ASSETS
Cash and cash equivalents $ 200,139 $199,075
Total Current Assets 200,139 199,075
TOTAL ASSETS $ 200,139 $199,075
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 857 $ -
Taxes payable 100 100
Total Current Liabilities 957 100
STOCKHOLDERS' EQUITY
Preferred stock: $0.001 par value,
5,000,000 shares authorized;
none issued or outstanding - -
Common stock: $0.001 par value, 20,000,000
shares authorized; 3,598,000 and
3,598,000 issued and outstanding,
respectively 3,598 3,598
Capital in excess of par value 238,561 238,561
Deficit accumulated during the
development stage (42,977) (43,184)
Total Stockholders' Equity 199,182 198,975
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 200,139 $ 199,075
4
<PAGE>
COMET TECHNOLOGIES, INC.
(A Development Stage Company)
Statements of Operations
From
Inception on
February 7,
For the Three Months Ended 1986 Through
March 31, March 31,
2000 1999 2000
REVENUES $ - $ - $ -
EXPENSES
General and administrative 2,041 660 173,735
Total Expenses 2,041 660 173,735
LOSS FROM OPERATIONS (2,041) (660) (173,735)
OTHER INCOME (EXPENSE)
Interest income 2,248 583 131,915
Dividend income - - 5,493
Unrealized loss from marketable
Securities - - (6,650)
Total Other Income (Expense) 2,248 583 130,758
NET INCOME (LOSS) $ 207 $ (77) $ (42,977)
BASIC INCOME (LOSS) PER SHARE $ 0.00 $(0.00)
5
<PAGE>
COMET TECHNOLOGIES, INC.
(A Development Stage Company)
Statements of Cash Flows
From
Inception on
For the Three February 7,
Months Ended 1986 Through
March 31, March 31,
2000 1999 2000
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ 207 $ (77) $ (42,977)
Adjustments to reconcile net income (loss)
to net cash provided (used) by operating
activities:
Amortization - - 301
Changes in operating assets and liabilities:
(Increase) decrease in prepaid
expenses - (1,899) -
Increase (decrease) in accounts
payable 857 1,169 656
Increase (decrease) in taxes payable - - 300
Net Cash Provided (Used) by Operating
Activities 1,064 (807) (41,720)
CASH FLOWS FROM INVESTING ACTIVITIES - - -
CASH FLOWS FROM FINANCING ACTIVITIES
Organization costs - - (300)
Common stock issued for cash - - 242,159
Net Cash Provided by Financing
Activities - - 241,859
NET INCREASE (DECREASE) IN CASH 1,064 (807) 200,139
CASH AT BEGINNING OF PERIOD 199,075 201,075 -
CASH AT END OF PERIOD $ 200,139 $200,268 $ 200,139
SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID FOR:
Interest $ - $ - $ -
Income taxes $ - $ - $ -
6
<PAGE>
COMET TECHNOLOGIES, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2000 and December 31, 1999
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Organization
The financial statements presented are those of Comet
Technologies, Inc. (a development stage company) (the
Company"). The Company was incorporated in the State of
Nevada on February 7, 1986. The Company was incorporated
for the purpose of providing a vehicle which could be
used to raise capital and seek business opportunities
believed to hold a potential for profit. The Company has
not presently identified a specific business area or
direction that it will follow. Therefore, no principal
operations have yet begun.
b. Accounting Method
The Company's financial statements are prepared using the
accrual method of accounting. The Company has adopted a
calendar year end.
c. Basic Income (Loss) Per Share
The computation of basic income (loss) per share of
common stock is based on the weighted average number of
shares issued and outstanding during the period of the
financial statements.
d. Cash and Cash Equivalents
The Company considers all highly liquid investments with
a maturity of three months or less when purchased to be
cash equivalents.
e. Income Taxes
No provision for income taxes has been accrued because
the Company has net operating losses from inception. The
net operating loss carryforwards of approximately $43,000
at December 31, 1999 expire in 2002 through 2019. No tax
benefit has been reported in the financial statements
because the Company is uncertain if the carryforwards
will expire unused. Accordingly, the potential tax
benefits are offset by a valuation account of the same
amount.
g. 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 revenues and expenses during the reporting period.
Actual results could differ from those estimates.
7
<PAGE>
COMET TECHNOLOGIES, INC.
(A Development Stage Company)
`Notes to the Financial Statements
March 31, 2000 and December 31, 1999
NOTE 2 - PUBLIC OFFERING OF UNITS
In July of 1986, the Company completed a public offering
of 2,500,000 shares of its previously authorized but
unissued common stock to the public. An offering price
of $0.10 per share was arbitrarily determined by the
Company. Offering costs totaled $32,841 and were offset
against capital in excess of par value. The net proceeds
to the Company from the offering were $217,159, which
equals $250,000 minus offering costs of $32,841.
NOTE 3 - PREFERRED STOCK
None of the Company's authorized 5,000,000 shares of
preferred stock is issued and outstanding and the Company
currently has no plans to issue any preferred stock. The
Company's board of directors has authority, without
action by the shareholders, to issue all or any portion
of the authorized but unissued preferred stock in one or
more series and to determine the voting rights,
preferences as to dividends and liquidation, conversion
rights and other rights of such series. The preferred
stock, if and when issued, may carry rights superior to
those of the common stock.
NOTE 4 - GOING CONCERN
The Company's financial statements are prepared using
generally accepted accounting principles applicable to a
going concern which contemplates the realization of
assets and liquidation of liabilities in the normal
course of business. However, the Company does not have
significant cash or other material assets, nor does it
have an established source of operating revenues
sufficient to cover its operating costs and to allow it
to continue as a going concern. It is the intent of the
Company to seek a merger with an existing, operating
company. In the interim, shareholders of the Company
have committed to meeting its minimal operating expenses.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION
Forward-Looking Statement Notice
When used in this report, the words "may," "will," "expect,"
"anticipate," "continue," "estimate," "project," "intend," and
similar expressions are intended to identify forward-looking
statements within the meaning of Section 27a of the Securities
Act of 1933 and Section 21e of the Securities Exchange Act of
1934 regarding events, conditions, and financial trends that may
affect the Company's future plans of operations, business
strategy, operating results, and financial position. Persons
reviewing this report are cautioned that any forward-looking
statements are not guarantees of future performance and are
subject to risks and uncertainties and that actual results may
differ materially from those included within the forward-looking
statements as a result of various factors. Such factors are
discussed under the headings "Item 1. Description of Business,"
and "Item 6. Management's Discussion and Analysis of Financial
Condition and Results of Operations," and also include general
economic factors and conditions that may directly or indirectly
impact the Company's financial condition or results of
operations.
Results of Operations
Three Months periods Ended March 31, 2000 and 1999
The Company had no revenue from continuing operations for the
periods ended March 31, 2000 and 1999.
General and administrative expenses for the three month periods
ended March 31, 2000 and 1999, consisted of general corporate
administration, legal and professional expenses, and accounting
and auditing costs. These expenses were $2,041and $660 for the
three-month periods ended March 31, 2000 and 1999, respectively.
The Company's cash is invested in short-term, liquid cash
equivalents. Interest income in the three-month periods ended
March 31, 2000 and 1999, was $2,248 and $583, respectively. As a
result of the foregoing factors, the Company realized a net gain
of $207 for the three months ended March 31, 2000, as compared to
a net loss of $77 for the same period in 1999.
Liquidity and Capital Resources
At March 31, 2000, the Company had working capital of
approximately $200,139, as compared to $199,075 at December 31,
1999. Working capital as of both dates consisted substantially
of short-term investments, and cash and cash equivalents.
Although the Company's most significant assets consist largely of
cash and cash equivalents, the Company has no intent to become,
or hold itself out to be, engaged primarily in the business of
investing, reinvesting, or trading in securities. Accordingly,
the Company does not anticipate being required to register
pursuant to the Investment Company Act of 1940 and expects to be
limited in its ability to invest in securities, other than cash
equivalents and government securities, in the aggregate amount of
over 40% of its assets. There can be no assurances that any
investment made by the Company will not result in losses.
Management believes that the Company has sufficient cash and
short-term investments to meet the anticipated needs of the
Company's operations through at least the next 12 months.
However, there can be no assurances to that effect, as the
Company has no significant revenues and the Company's need for
capital may change dramatically if it acquires an interest in a
business opportunity during that period. The Company's current
operating plan is to (i) handle the administrative and reporting
requirements of a public company, and (ii) search for potential
businesses, products, technologies and companies for acquisition.
At
9
<PAGE>
present, the Company has no understandings, commitments or
agreements with respect to the acquisition of any business
venture, and there can be no assurance that the Company will
identify a business venture suitable for acquisition in the
future. Further, there can be no assurance that the Company
would be successful in consummating any acquisition on favorable
terms or that it will be able to profitably manage any business
venture it acquires.
PART II. OTHER INFORMATION
Exhibits and Reports on Form 8-K.
Reports on Form 8-K: No reports on Form 8-K were filed by
the Company during the quarter ended March 31, 2000.
Exhibits: Included only with the electronic filing of this
report is the Financial Data Schedule for the three month period
ended March 31, 2000 (Exhibit ref. No. 27).
SIGNATURES
In accordance with the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned
thereunto duly authorized.
COMET TECHNOLOGIES, INC.
Date: May 11, 2000 By: /s/ Jack Gertino, Secretary/Treasurer
10
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 200,139
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 957
<BONDS> 0
0
0
<COMMON> 3,598
<OTHER-SE> 195,584
<TOTAL-LIABILITY-AND-EQUITY> 200,139
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,041
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 207
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 207
<EPS-BASIC> 0.00
<EPS-DILUTED> 0.00
</TABLE>
