U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
X QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 2000
___ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
EXHANGE ACT
Commission File No. 0-24262
ADVEN, INC.
(Exact name of registrant as specified in its charter)
Washington 91-1363905
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
89509
3653 Hemlock Court (Zip Code)
Reno, Nevada
(Address of principal executive (775)829-8812
offices) (Registrants telephone number including
area code)
_________________________________________________________________________
Indicate by a check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding twelve months (or for such shorter period that
the Registrant was required to file such reports), and (2) has been subject
to such filing requirement for the past ninety days.
Yes X No ___
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date:
The number of shares of Registrant's Common Stock, $.0001 par, outstanding
on September 30, 2000 was 5,469,667.
Part I - Financial Statements
MARK BAILEY & COMPANY LTD.
Certified Public Accountants
Management Consultants
Mailing Address:
P.O. Box 6060
Reno, Nevada
89513
Phone:
775/332.4200
Fax:
775/332.4210
Office Address;
1495 Rldgevlew Drive, Ste. 200
Reno, Nevada 89509-6634
October 23, 2000
Board of Directors
Adven, Inc.
We have reviewed the accompanying balance sheets of Adven, Inc. as of
September 30, 2000, and the related statements of operations, stockholders'
equity, and cash flows for the three and nine months then ended, in
accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants. All
information included in these financial statements is the representation of
the management of Adven, Inc.
A review consists principally of inquiries of Company personnel and
analytical procedures applied to financial data. It is substantially less in
scope than an audit in accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion regarding the
financial statements taken as a whole. Accordingly, we do not express such
an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to
be in conformity with generally accepted accounting principles.
The balance sheet for the period ended December 31, 1999, was audited by us,
and we expressed an unqualified opinion on it in our audit report dated
February 10, 2000, but we have not performed any auditing procedures since
that date.
As discussed in Note 1, certain conditions indicate that the Company may be
unable to continue as a going concern. The accompanying financial statements
do not include any adjustments to the financial statements that might be
necessary should the Company be unable to continue as a going concern.
Mark Bailey & Co., Ltd.
Reno, Nevada
ADVEN, INC.
BALANCE SHEETS
September 30, 2000 (unaudited) and December 31, 1999 (audited)
ASSETS
September 30, 2000 December 31, 1999
Current Assets
Cash $11,378 209
Prepaid legal fees 923 922
Total current assets 12,301 1,131
Other Assets 36,138 216,828
Investment
Deferred tax asset (Net of valuation allowance of $439,604 and $375,492)
Total other assets 36,138 216,828
Fixed Assets
Computer equipment Accumulated 2,390
Depreciation (335)
Total fixed assets 2,055
Total assets 50,494 217,959
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities Accounts payab 3,225 3,225
Accrued interest 1,100 1,100
Advance from shareholder 25,000 5,000
Total current liabilities 29,325 8,225
Commitments and Contingencies
Stockholders' Equity
Common stock, $.0001 par value, 20,000,000 shares authorized, 5,469,667
shares issued and outstanding 547 547
Additional paid-in-capital 1,337,715 1,337,715
Unrealized loss on securities
available for sale (361,385) (180,695)
Accumulated deficit (995,708) (987,833)
Total stockholders' equity 21,169 209,734
Total liabilities and stockholders'
Equity 50,494 217,959
The Accompanying Notes are an Integral Part of These Financial Statements.
ADVEN, INC.
STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS
For the Nine Months and the Three Months Ended September 30, 2000
Nine Months Three months
Ended Ended
September 30, 2000 September 30, 2000
Revenue
Expenses
General and administrative expenses (1,365) (540)
Accounting Fees (5,075) (2,000)
Depreciation Expense (335) (144)
Net loss before interest expense
and income tax (6,775) (2,684)
Interest Expense (1,100) (500)
Net loss before income taxes (7,875) (3,184)
Provision for income taxes
Net loss (7,875) (3,184)
Unrealized loss on securities(net of tax of $0 for the nine and three months
(180,690) (9,034)
Comprehensive loss (188,690) (12,218)
Loss per share (0.0014) (0.0006)
The Accompanying notes are an integral part of these financial statements.
ADVEN, INC.
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
For the Nine Months and the Three Months Ended September 30, 2000 (unaudited)
Additional Retained Other
Common Stock Paid-in Earnings Comprehensive Total
Shares Amount Capital (Deficit) Deficit Equity
Balance at
December 31, 1999 5,469,667 547 1,377,715 (987,833) (180,695) 209,734
Net loss (3,157) (3,157)
Balance at
March 31, 2000 5,469,667 547 1,377,715 (990,990) (180,695) 206,577
Net loss (1,534) (1,535)
Other Comprehensive (171,656) (171,656)
Balance at
June 30, 2000 5,469,667 547 1,377,715 (992,524) (352,351) 33,387
Net loss (3,184) (3,184)
Other comprehensive
Loss 5,469,667 547 1,377,715 (995,708) (361,385) 21,169
The Accompanying notes are an integral part of these financial statements.
ADVEN, INC.
STATEMENTS OF CAH FLOWS
For the Nine Months and the Trhee Months Ended September 30, 2000 (unaudited)
Nine Months Three months
Ended Ended
September 30, 2000 September 30, 2000
Cash Flows from Operating Activities
Net loss (7,875) (3,184)
Adjustments to reconcile net loss to net cash provided by operation activities:
Depreciation 335 144
Increase in deferred tax asset 64,112 4,155
Increase in value allowance (64,112) (4,155)
Increase in accrued interest 1,099 499
Net cash used in operating activities
(6,441) (2,541)
Cash Flows from Investing Activities
Purchase of fixed assets (2,390) 0
Net cash used in investing (2,390) 0
Cash Flows from financing Activities
Proceeds from shareholder
Advance (20,000) 0
Net cash provide by financing (20,000) 0
Net increase and decrease in
Cash and cash equivalents 11,169 (2,541)
Cash and cash equivalents
At beginning of period 209 13,919
Cash and cash equivalents
At end of period 11,378 11,378
Supplementary Information
During the nine months ended September 30, 2000 no amounts were actually paid
for either interest or income taxes.
The Accompanying notes are an integral part of these financial statements.
ADVEN, INC.
NOTES TO FINANCIAL STAEMENTS
September 30, 2000 (unaudited)
1. Organization and Significant Accounting Policies
The Company was incorporated in the State of Washington on August 22, 1986,
as a subchapter C corporation for income tax purposes. The Company has no
operations at this time.
The financial statements have been prepared assuming that the Company will
continue as a going concern. The Company has sustained recurring losses over
the past years and currently has no source of operating income. The
Company's cash flow and existing credit are insufficient to fund the
Company's cash flow need based on the expenses expected to be incurred during
the next year. The President of the Company intends to advance funds as
necessary to fund the cash flow needs of the Company.
The preparation of financial statements for the three-months and nine-month
periods ended September 30, 2000, have been prepared by the Company without
audit by the Company's independent auditors. In the opinion of the Company's
management, all adjustments necessary to present fairly the financial
position, results of operations, and cash flows of the Company as of
September 30, 2000, and for the periods then ended have been made. Those
adjustments consist only of normal and recurring adjustments. The balance
sheet of the company as of December 31, 1999, was derived from the audited
financial statements of the Company as of that date.
The preparation of the financial statements in conformity with generally
accepted accounting standards requires management to make estimates and
assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the company considers all highly
liquid debt instruments purchased with maturity of three months or less to be
cash equivalents. The Company has no cash equivalents as of September 30,
2000.
Public Offering
The Company registered 15,000,000 of its common stock shares with the
Securities and Exchange Commission and made an initial public offering of
5,000,000 shares at $.03 per share in 1987.
Capitalization
The Company has authorized 20,000,000 shares of common stock, and has
5,69,667 shares of common stock issued and outstanding.
Fixed Assets
Depreciation expense is provided for on a straight-line basis over the
estimated useful lives of owned assets.
Loss per share
Basic loss per share for each period is computed by dividing net loss by the
weighted average number of shares of common stock outstanding during the
period.
2. Investment
FASB No. 115 "Accounting for Certain Investments in Debt and Equity
Securities," requires that all applicable equity securities be classified as
either trading of available for sale. The Company classified the investment
in Grand Slam Treasures, Inc., formally Parks America!, Inc., as available
for sale at December 31, 1999. FASB No. 115 also requires that all available
for sale securities be reported at fair value, with any unrealized losses
included as a part of comprehensive income and as a separate component of
stockholders' equity until the losses are realized (net of the effect of
income taxes). The fair market value and the unrealized loss of the Grand
Slam Treasurers, Inc. investment at September 30, 2000, were $36,138 and
$361,385 respectively.
3. Supply and Licensed Manufacturing Agreement
On March 17, 1997, the Company entered into a supply and licensed
manufacturing agreement with DI International, Inc., a Barbados corporation.
Pursuant to the agreement, the Company received the exclusive right to
formulate, manufacture, sell, distribute, and put into use two products,
the first a plant growing medium that aids the use of hydroponics, and the
second an oil absorbent urethane foam. The Company'' rights to these
products extend only to Australia and New Zealand.
During 1998, Adven, Inc. became aware that a company located in the Isle of
Man claimed that it owns the patent on one of the products and that DIS
International, Inc. has no rights to the product at all. The claimant is
suing DIS International, Inc. in Canada. The lawsuit is till ongoing as of
September 30, 2000.
In June 1999, the Company filed suit against DIS International, Inc., to void
its supply and licensed manufacturing agreement with DIS International, Inc.,
and to obtain a refund of all monies paid as well as Adven common stock
issued to DIS International, Inc. Currently, this lawsuit is pending.
4. Provision for Income Taxes
The Company recognizes deferred tax liabilities and benefits for the expected
future tax impact of the transactions that have been accounted for
differently for book and tax purposes.
Deferred tax benefits and liabilities are calculated using enacted tax rates
in effect for the year in which the differences are expected to reverse. A
valuation allowance has been provided to reduce the asset to the amount of
tax benefit management believes it will more likely than not realize. As
time passes, management will be able to better assess the amount of tax
benefit it will realize from using the carryforward.
Deferred tax benefits and liabilities are calculated using enacted tax rates
in effect for the year in which the differences are expected to reverse. The
following is a schedule of the composition of the provision for income taxes.
September 30, 2000
Deferred noncurrent tax asset $439,604
Valuation allowance (439,604)
Total provision for income taxes 0
Deferred federal income taxes consist of future tax benefits and liabilities
attributed to:
September 30, 2000
Loss carry forward $316,733
Loss on available for sale
Securities 122,871
Net deferred income tax 0
The net change in valuation account at September 30,2000 was $(64,112).
The following net operating loss carryforwards as of September 30, 2000, will
expire if not applied by the dates scheduled below:
Year ending December 31 Net Operating Loss
2002 $9,914
2003 21,740
2004 5,628
2005 4,571
2006 592
2007 415
2008 7,824
2009 28,907
2010 6,416
2011 1,844
2012 8,792
2013
2014 827,050
2015 7,875
931,570
5. Related Party Transactions
During 1999, the President of Adven, Inc. paid a $5,000 legal reainer on
behalf of the Company and during the nine months ended September 30, 2000,
he advanced the Company and additional $20,000. Both advances are due on
demand and carry an interest rate of 8%.
6. Fair Value of Financial Instruments
Financial Accounting Standards Board ("FASB") Statement No. 107, "Disclosure
about Fair Value of Financial Instruments," is a part of a continuing process
by the FASB to improve information of financial instruments. The following
methods and assumptions were used by the Company in estimating its fair value
disclosures for such financial instruments a defined by the Statement.
The carrying amounts reported in the balance sheets for cash and prepaid
expenses approximate fair value at September 30, 2000.
The Carrying amount and the estimated fair value for the investment in Grand
Slam Treasures, Inc. at September 30, 2000, was $36,138. The estimated fair
value of this investment is based on the quoted market price.
The carrying amounts reported in the balance sheets for both the accounts
payable and the shareholder advance at September 30, 2000, approximate fair
values because the maturities are less than one year in duration.
Part II - Other Information
Item 1. Legal Proceedings.
On March 17, 1997, the Company entered into a supply and licensed
manufacturing agreement with DIS International, Inc., a Barbados corporation.
Pursuant to the agreement, the Company received the exclusive right to
formulate, manufacture, sell, distribute, and put into use two products, the
first a plant growing medium that aids the use of hydroponics, and the second
an oil absorbent urethane foam. The Company's rights to these products extend
only to Australia and New Zealand.
During 1998, Adven, Inc. became aware that a company located in the Isle of
Man claimed that it owns the patent on one of the products and that DIS
International, Inc. has no rights to the product at all. The claimant is
suing DIS International, Inc. in Canada. The lawsuit is still ongoing as of
June 30, 2000.
In June 1999, the Company filed suit against DIS International, Inc., to void
its supply and licensed manufacturing agreement with DIS International, Inc.,
and to obtain a refund of all monies paid as well as Adven common stock issued
to DIS International, Inc. Currently, this lawsuit is pending.
Item 2. Changes in Securities.
On March 13, 1997, the Company sold an aggregate of 2,666,666 shares of
its Common Stock to a Vanutu International Trust Co. LTD for an
aggregate of $1,000,000. The Company issued an aggregate of 533,000
shares to Kennington Investment Ltd., and an aggregate of 550,000 shares
to DIS International Inc., both amounts were issued to these entities
as finders fee related to the aforementioned $1,000,000. All three of
these share issuances were filed with the SEC using the Edgar electronic
filing system and are incorporated by reference to such filings.
In addition, on January 15, 1997, 80,000 share of the Companies Common
Stock was issued and registered to John B. Lowy, in the form of an S-8
filing made with the SEC. (See Item 6. below.)
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
The Company filed an 8-K March 31, 1997, on the SEC Edgar Filing system,
which is incorporated by reference to such a filing.
SIGNATURES
November 14, 2000
In accordance with 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.
ADVEN, INC.
Registrant
Henri Hornby
Henri Hornby
President / Director
Neil F. Hornby
Neil F. Hornby
Secretary / Treasurer / Director
