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FORM 10-QSB
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES ACT
OF 1934
For the quarterly period ended May 31, 2000
Commission File Number 0-15382
Gamogen Inc.
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(Exact name as specified in its charter)
New York 13-3341562
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(State or other jurisdiction of (IRS Employer
Incorporation or organization) Identification No.)
1930 Village Center Circle,
Suite 3-83, Summerlin, NV 89134
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(Address of principal executive Zip Code
offices)
Registrants' telephone number, including area code (702) 615-5922
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Indicate by 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 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. Yes (X) No ( )
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at May 31, 2000
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Common stock, $.01 par value 2,750,605 shares
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GAMOGEN INC.
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated balance sheets -
May 31, 2000 and February 29, 2000
Consolidated statements of operations -
Three months ended May 31, 2000 and 1999
Consolidated statements of cash flow -
Three months ended May 31, 2000 and 1999
Notes to consolidated financial statements - May 31, 2000
Item 2 Management's Discussion and Analysis of Financial Condition
And Results of Operations
PART II OTHER INFORMATION
SIGNATURES
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PART 1 - FINANCIAL INFORMATION
GAMOGEN INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
ASSETS May 31, 2000 Feb 29, 2000
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(Unaudited) (Note)
CURRENT ASSETS
Cash $ 26,661 $ 33,275
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TOTAL CURRENT ASSETS 26,661 33,275
NOTE RECEIVABLE 183,564 183,564
INTEREST RECEIVABLE 6,483 3,500
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TOTAL ASSETS $ 216,708 $ 220,339
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LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued expenses $ 10,294 $ 15,664
Due to Affiliate 106 1,081
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TOTAL CURRENT LIABILITIES 10,400 16,745
STOCKHOLDERS' EQUITY
Common stock, $.01 par value, authorized 4,000,000
shares, issued and outstanding 2,750,000 shares 27,500 27,500
Warrants outstanding 40 40
Additional paid-in capital 1,597,923 1,597,923
Accumulated (deficit) (1,419,155) (1,421,869)
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TOTAL STOCKHOLDERS' EQUITY 206,308 203,594
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TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 216,708 $ 220,339
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Note: The consolidated balance sheet at February 29, 2000 has been derived from
the audited financial statements at that date.
The accompanying notes are an integral part of this statement.
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GAMOGEN, INC AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three months ended May 31,
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2000 1999
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NET SALES $ 0 $63,490
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COSTS AND EXPENSES:
Cost of goods sold 0 20,788
Selling, general and
Administrative 269 31,208
Depreciation and amortization 0 431
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TOTAL 269 52,427
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INCOME (LOSS) FROM OPERATIONS (269) 11,063
INTEREST AND OTHER
INCOME 2,983 4,795
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INCOME BEFORE
INCOME TAXES 2,714 15,858
Provision for Income Taxes 0 380
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NET INCOME) $ 2,714 $15,478
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INCOME PER
COMMON SHARE:
Primary nil $ 0.01
Fully diluted nil $ 0.01
The accompanying notes are an integral part of this statement.
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GAMOGEN, INC AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOW
(UNAUDITED)
Three months ended May 31,
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2000 1999
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Cash provided by (used in) operating activities $ (5,639) $ 13,981
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Cash provided by in investing activities 49
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Financing activities:
Change in due to/from affiliates (975) (13,868)
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Net cash used in financing activities (975) (13,868)
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Net increase (decrease in cash and cash
equivalents (6,614) 162
Cash at beginning of period 33,275 8,589
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Cash at end of period 26,661 $ 8,751
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Supplemental disclosures - cash paid for:
Income taxes $ 2,100 -0-
The accompanying notes are an integral part of this statement.
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GAMOGEN, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED STATEMENTS
MAY 31, 2000
NOTE 1 - BASIS OF PRESENTATION
The Company currently has no operations. The Company is seeking to serve as a
vehicle to effect a merger, or other business combination with an operating
business. There is no assurance that a business combination will be effected.
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial statements
pursuant to Regulation S-B. Accordingly, they do not include all the information
and footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals( considered necessary for a fair presentation have
been included. Operating results for the three months ended May 31, 2000 are not
necessarily indicative of the results that may be expected for the year ending
February 28,2001. For further information refer to the financial statements and
footnotes included in Form 10-KSB for the year ended February 29, 2000 filed by
the Company.
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
This discussion, other than historical financial information, may consist of
forward-looking statements that involve risks and uncertainties, including when
and if the Company may resume business operations. Consequently, actual results
may vary from management's expectations.
Results of Operations for the three months ended March 31, 2000 as Compared to
the three months ended March 31, 1999
Operations
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As a result of the sale of substantially all the assets of the Company effective
September 1,1999, the Company has no operations. Accordingly a comparison to
operating results for periods prior to that date is not meaningful.
Liquidity and Capital Resources
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Because the Company has no operations, it will attempt to keep administrative
costs to a minimum. The Company's sole activity is expected to be identifying
and evaluating suitable business opportunities which could result in a business
combination. There is no assurance that the Company will be successful in its
efforts, or that other types of business transactions might not be considered.
PART II - OTHER INFORMATION
Item 1 through Item 5 - The answer to each item is none.
Item 6. Exhibits and Reports on Form 8-K
There were no Exhibits or Reports on Form 8-K filed during the quarter
for which this report is filed.
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed by the undersigned hereunto duly
authorized.
GAMOGEN, INC.
Dated: June 16, 2000 /s/ Jack Brehm
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Jack Brehm
Chief Financial Officer
(Principal Accounting Officer)
