UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-QSB
--------------------------------------------------------------------------------
(Mark one)
XX QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
--------- EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF
---------- 1934
For the transition period from ____________ to ___________
--------------------------------------------------------------------------------
Commission File Number: 33-25126-D
----------
Septima Enterprises, Inc.
(Exact name of small business issuer as specified in its charter)
Colorado 85-0368333
------------------------------ ----------------------------
(State of incorporation) (IRS Employer ID Number)
15945 Quality Trail North, Scandia, MN 55073
--------------------------------------------
(Address of principal executive offices)
(651) 433-3522
--------------
(Issuer's telephone number)
--------------------------------------------------------------------------------
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the 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 NO X
--- ---
State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: August 1, 2000: 8,995,629
-------------------------
Transitional Small Business Disclosure Format (check one): YES NO X
--- ---
<PAGE>
Septima Enterprises, Inc.
Form 10-QSB for the Quarter ended March 31, 2000
Table of Contents
Page
----
Part I - Financial Information
Item 1 Financial Statements 3
Item 2 Management's Discussion and Analysis or Plan of Operation 13
Part II - Other Information
Item 1 Legal Proceedings 14
Item 2 Changes in Securities 14
Item 3 Defaults Upon Senior Securities 14
Item 4 Submission of Matters to a Vote of Security Holders 14
Item 5 Other Information 14
Item 6 Exhibits and Reports on Form 8-K 14
Signatures 14
2
<PAGE>
S. W. HATFIELD, CPA
certified public accountants
Member: American Institute of Certified Public Accountants
SEC Practice Section
Information Technology Section
Texas Society of Certified Public Accountants
Item 1 - Part 1 - Financial Statements
Accountant's Review Report
--------------------------
Board of Directors and Shareholders
Septima Enterprises, Inc.
We have reviewed the accompanying balance sheets of Septima Enterprises, Inc. (a
Colorado corporation) as of March 31, 2000 and 1999 and the accompanying
statements of operations and comprehensive income for the nine and six months
ended March 31, 2000 and 1999 and the statements of cash flows for the nine
months ended March 31, 2000 and 1999, respectively. These financial statements
are prepared in accordance with the instructions for Form 10-QSB, as issued by
the U. S. Securities and Exchange Commission, and are the sole responsibility of
the Company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression on 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 for them to be in conformity
with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note A to the
financial statements, the Company has no viable operations or significant assets
and is dependent upon significant shareholders to provide sufficient working
capital to maintain the integrity of the corporate entity. These circumstances
create substantial doubt about the Company's ability to continue as a going
concern and are discussed in Note A. The financial statements do not contain any
adjustments that might result from the outcome of these uncertainties.
S. W. HATFIELD, CPA
Dallas, Texas
August 1, 2000
P. O. Box 820395 9002 Green Oaks Circle, 2nd Floor
Dallas, Texas 75382-0395 Dallas, Texas 75243-7212
214-342-9635 (voice) (fax) 214-342-9601
800-244-0639 [email protected]
3
<PAGE>
<TABLE>
<CAPTION>
Septima Enterprises, Inc.
Balance Sheets
March 31, 2000 and 1999
(Unaudited)
2000 1999
----------- -----------
<S> <C> <C>
ASSETS
------
Current Assets
Cash on hand and in bank $ -- $ --
----------- -----------
Total current assets -- --
----------- -----------
Total Assets $ -- $ --
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Current Liabilities
Accounts payable - trade $ 125,000 $ 125,000
----------- -----------
Total current liabilities 125,000 125,000
----------- -----------
Commitments and Contingencies
Shareholders' Equity
Common stock - No par value
100,000,000 shares authorized; 8,995,629 shares
issued and outstanding, respectively 1,551,128 1,551,128
Contributed capital 203,608 203,608
Deferred compensation (9,407) (9,407)
Accumulated deficit (1,870,329) (1,870,329)
----------- -----------
Total shareholders' equity (125,000) (125,000)
----------- -----------
Total Liabilities and Shareholders' Equity $ -- $ --
=========== ===========
</TABLE>
The financial information presented herein has been prepared by management
without audit by independent certified public accountants. See Accountant's
Review Report. The accompanying notes are an integral part of these financial
statements.
4
<PAGE>
<TABLE>
<CAPTION>
Septima Enterprises, Inc.
Statements of Operations and Comprehensive Income
Nine and Three months ended March 31, 2000 and 1999
(Unaudited)
Nine months Nine months Three months Three months
ended ended ended ended
March 31, March 31, March 31, March 31,
2000 1999 2000 1999
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Revenues $ -- $ -- $ -- $ --
-------------- -------------- -------------- --------------
Expenses -- -- -- --
-------------- -------------- -------------- --------------
Loss from operations
before income taxes -- -- -- --
Provision for income taxes -- -- -- --
-------------- -------------- -------------- --------------
Net Loss -- -- -- --
Other comprehensive income -- -- -- --
-------------- -------------- -------------- --------------
Comprehensive Income $ -- $ -- $ -- $ --
============== ============== ============== ==============
Loss per weighted-average share
of common stock outstanding,
calculated on Net Loss nil nil nil nil
=== === === ===
Weighted-average number of shares
of common stock outstanding 8,995,629 8,995,629 8,995,629 8,995,629
============== ============== ============== ==============
</TABLE>
The financial information presented herein has been prepared by management
without audit by independent certified public accountants. See Accountant's
Review Report. The accompanying notes are an integral part of these financial
statements.
5
<PAGE>
Septima Enterprises, Inc.
Statements of Cash Flows
Nine months ended March 31, 2000 and 1999
(Unaudited)
Nine months Nine months
ended ended
March 31, March 31,
2000 1999
----------- -----------
Cash Flows from Operating Activities
Net loss $ -- $ --
Adjustments to reconcile net loss to
net cash used in operating activities
Depreciation and amortization -- --
----------- -----------
Net cash used in operating activities -- --
----------- -----------
Cash Flows from Investing Activities -- --
----------- -----------
Cash Flows from Financing Activities -- --
----------- -----------
Increase (Decrease) in Cash -- --
Cash at beginning of period -- --
----------- -----------
Cash at end of period $ -- $ --
=========== ===========
Supplemental disclosure of interest
and income taxes paid
Interest paid for the period $ -- $ --
=========== ===========
Income taxes for the period $ -- $ --
=========== ===========
The financial information presented herein has been prepared by management
without audit by independent certified public accountants. See Accountant's
Review Report. The accompanying notes are an integral part of these financial
statements.
6
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements
Note A - Organization and Description of Business
Septima Enterprises, Inc. (Company) was incorporated on September 12, 1988 under
the laws of the State of Colorado tor the purpose of acquiring interests in
other business entities and commercial technologies. Operations to date have
consisted of acquiring capital, evaluating investment opportunities, acquiring
interests in other businesses and technologies, establishing a business concept,
conducting research and development activities, and manufacturing.
The Company initially had a fiscal year ending May 31 and changed to a June 30
year end, effective June 30, 1996. The effect of this change has been reported
in previous Annual Reports on Form 10-KSB as filed with the U. S. Securities and
Exchange Commission.
During the year ended June 30, 1997, the Company began operations consisting
primarily of the sale of Ultra High Power Spark Amplifiers for automotive
ignition systems. Sales were primarily to distributors for retail sales to the
Mexican and Asian markets on credit terms that the Company established for
individual customers. The Company began an unsuccessful marketing campaign to
retail customers in the United States.
The Company, due to the unsuccessful nature of its initial operations, ceased
all operations in February 1998. In September 1998, creditors of the Company
were successful in obtaining a judgment against the Company for unpaid debts. In
October 1998, the Company was subject to a Judicial Sale whereby all assets of
the Company were sold in satisfaction of the September 1998 judgment. The
economic effect of these transactions are reported in the accompanying financial
statements as of June 30, 1998 as "discontinued operations". The only remaining
identifiable liability of the Company at the satisfaction of the judgment is
approximately $125,000 in open trade payables.
The Company has had no operations, assets or liabilities since its fiscal year
ended June 30, 1998. Accordingly, the Company is dependent upon management
and/or significant shareholders to provide sufficient working capital to
preserve the integrity of the corporate entity at this time. It is the intent of
management and significant shareholders to provide sufficient working capital
necessary to support and preserve the integrity of the corporate entity.
During interim periods, the Company follows the accounting policies set forth in
its Annual Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act
of 1934 on Form 10-KSB filed with the U. S. Securities and Exchange Commission.
The information presented herein may not include all disclosures required by
generally accepted accounting principles and the users of financial information
provided for interim periods should refer to the annual financial information
and footnotes contained in its Annual Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934 on Form 10-KSB when reviewing the interim
financial results presented herein.
In the opinion of management, the accompanying interim financial statements,
prepared in accordance with the instructions for Form 10-QSB, are unaudited and
contain all material adjustments, consisting only of normal recurring
adjustments necessary to present fairly the financial condition, results of
operations and cash flows of the Company for the respective interim periods
presented. The current period results of operations are not necessarily
indicative of results which ultimately will be reported for the full fiscal year
ending June 30, 2000.
7
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements - Continued
Note A - Organization and Description of Business - Continued
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.
Note B - Summary of Significant Accounting Policies
1. Cash and cash equivalents
-------------------------
The Company considers all cash on hand and in banks, including accounts in
book overdraft positions, certificates of deposit and other highly-liquid
investments with maturities of three months or less, when purchased, to be
cash and cash equivalents.
2. Impairments
-----------
The Company assesses long-lived assets for impairment under FASB Statement
No. 121, Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to Be Disposed Of. Under those rules, the technology
license is included in impairment evaluations when events or circumstances
exist that indicate the carrying amount of that asset may not be
recoverable
3. Stock-based compensation
------------------------
In October 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 123, Accounting for Stock-Based
Compensation, which establishes a fair value based method for financial
accounting and reporting for stock-based employee compensation plans and
for transactions in which an entity issues its equity instruments to
acquire goods and services from non-employees.
However, the new standard allows compensation to employees to continue to
be measured by using the intrinsic value based method of accounting
prescribed by Accounting Principles Board Opinion No. 25, Accounting for
Stock Issued to Employees, but requires expanded disclosures. The Company
has elected to continue to apply to the intrinsic value based method of
accounting for stock options issued to employees. Accordingly,
compensation cost for stock options is measured as the excess, if any, of
the estimated market price of the Company's stock at the date of grant
over the amount an employee must pay to acquire the stock. No compensation
expense has been recorded in the accompanying statements of operations
related to stock options issued to employees. All transactions in which
goods or services are the consideration received for the issuance of
equity instruments are accounted for based on the fair value of the
consideration received or the fair value of the equity instruments issued,
whichever is more reliably measurable.
8
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements - Continued
Note B - Summary of Significant Accounting Policies - Continued
4. Income taxes
------------
Deferred income taxes are provided on a liability method whereby deferred
tax assets are recognized for deductible temporary differences and
operating loss and tax credit carryforwards and deferred tax liabilities
are recognized for taxable temporary differences. Temporary differences
are the differences between the reported amounts of assets and liabilities
and their tax bases. Deferred tax assets are reduced by a valuation
allowance when, in the opinion of management, it is more likely than not
that some portion or all of the deferred tax assets will not be realized.
Deferred tax assets and liabilities are adjusted for the effects of
changes in tax laws and rates on the date of enactment.
5. Net earnings (loss) per common share
------------------------------------
Basic earnings (loss) per share is computed by dividing the net income
(loss) by the weighted-average number of shares of common stock and common
stock equivalents (primarily outstanding options and warrants). Common
stock equivalents represent the dilutive effect of the assumed exercise of
the outstanding stock options and warrants, using the treasury stock
method. The calculation of fully diluted earnings (loss) per share assumes
the dilutive effect of the exercise of outstanding options and warrants at
either the beginning of the respective period presented or the date of
issuance, whichever is later. As of March 31, 2000 and 1999, the Company's
outstanding stock options are considered to be antidilutive due to the
Company's net operating loss position.
Note C - Fair Value of Financial Instruments
The following methods and assumptions were used to estimate the fair value of
each class of financial instruments: Cash, accounts receivable and accounts
payable, The carrying amounts approximated fair value because the demand nature
of these instruments; . Notes payable, bank, The carrying amounts approximated
fair value as the rates and maturities of the notes were similar to market value
for similar notes with similar collateral requirements, Note payable to related
party, It was not practicable to estimate the fair value of the note payable to
related party due to the relationship of the parties involved.
Note D - Going Concern Uncertainty and Discontinued Operations
The Company had incurred recurring losses and experienced cash flow problems.
These factors raised substantial doubt about the Company's ability to continue
as a going concern without new capital investment to complete the development,
manufacture and marketing of its products. The Company was then obtaining its
working capital through loans from Spark Management and from a line of credit
with a financial institution. Should these credit facilities not be available to
the Company in the future, there was no assurance that the Company would be able
to raise sufficient capital from other sources to adequately fund the operations
of the Company. The viability of the Company as a going concern depended upon
the willingness of Spark to continue to advance funds to the Company through a
series of loans or the Company's ability to obtain sufficient funds elsewhere
until the Company was able to generate revenues from the sale of its products.
There were no assurances that the Company will be able to raise sufficient
capital should Spark cease loaning funds to the Company.
9
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements - Continued
Note D - Going Concern Uncertainty and Discontinued Operations - Continued
The Company, due to the unsuccessful nature of its initial operations, ceased
all operations in February 1998. In September 1998, creditors of the Company
were successful in obtaining a judgment against the Company for unpaid debts. In
October 1998, the Company was subject to a Judicial Sale whereby all assets of
the Company were sold in satisfaction of the September 1998 judgment. The
economic effect of these transactions are reported in the accompanying financial
statements as of June 30, 1998 as "discontinued operations". The only remaining
identifiable liability of the Company at the satisfaction of the judgment is
approximately $125,000 in open trade payables.
The Company has had no operations, assets or liabilities since its fiscal year
ended June 30, 1998. Accordingly, the Company is dependent upon management
and/or significant shareholders to provide sufficient working capital to
preserve the integrity of the corporate entity at this time. It is the intent of
management and significant shareholders to provide sufficient working capital
necessary to support and preserve the integrity of the corporate entity.
Note E - Preferred Stock
For periods prior to December 21, 1998, the Company was authorized to issue up
to 10,000,000 shares of no par value preferred stock. No terms are stated as to
dividend, liquidation or other rights applicable to these shares. On December
21, 1998, the Company amended its Articles of Incorporation to eliminate all
previously authorized preferred stock. No shares of this type had ever been
issued by the Company.
Note F - Common Stock Transactions
On December 21, 1998, the Company amended its Articles of Incorporation to allow
for the issuance of up to 100,000,000 shares of no par value common stock. The
effect of this change is reflected in the accompanying financial statements as
of the first day of the first period presented.
On September 9, 1997, the Company entered an agreement with a New Mexico based
law firm whereby the Company issued 10,000 restricted, unregistered shares of
the Company's common stock as full and complete payment of law firm's charges
for services The shares were physically issued on October 28, 1997. These shares
of common stock were issued pursuant to the exemption from registration provided
by Section 4(2) of the Securities Act. These shares of common stock are
restricted securities as defined in Rule 144(a)(3) and may be sold only in
compliance with Rule 144, pursuant to another applicable exemption from
registration under the Securities Act, or pursuant to an effective Securities
Act registration statement.
On October 16, 1997, R. Edwin Morgan, President, Chief Executive Officer and
Director of the Company, exercised options to purchase 250,000 shares of common
stock at an exercise price of $.20 per share. The shares of common stock
underlying these options were exercised by Mr. Morgan and sold to him pursuant
to the exemption from registration provided by Section 4(2) of the Securities
Act. These shares of common stock are restricted securities as defined in Rule
144(a)(3) and may be sold only in compliance with Rule 144, pursuant to another
applicable exemption from registration under the Securities Act, or pursuant to
an effective Securities Act registration statement.
10
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements - Continued
Note F - Common Stock Transactions - Continued
On October 20, 1997, the Company filed with the Securities and Exchange
Commission a Form S-8 Registration Statement. The Registration Statement
registered 867,000 shares of the Company's common stock, reserved for issuance
and delivery pursuant to options granted to a marketing consultant and options
awarded to certain of the Company's current and former employees, directors,
consultants and advisors between February 22, 1994 and May 19, 1997. No shares
under this Registration Statement have been sold or otherwise issued.
On February 12, 1998, the Company sold an aggregate 100,000 shares of
restricted, unregistered common stock to two unrelated individuals at a price of
$0.30 per share for gross proceeds of approximately $30,000. There were no
direct expenses related to the sale of these securities. The shares were
physically issued in March 1998. These shares of common stock were issued
pursuant to the exemption from registration provided by Section 4(2) of the
Securities Act. These shares of common stock are restricted securities as
defined in Rule 144(a)(3) and may be sold only in compliance with Rule 144,
pursuant to another applicable exemption from registration under the Securities
Act, or pursuant to an effective Securities Act registration statement.
Note G - Stock Options
On January 9, 1998, the Company's Board of Directors granted options to purchase
up to an aggregate of 20,000 shares of the Company's common stock at a price of
$0.20 per share to three individuals serving as officers or key employees of the
Company. These options may be exercised at any time prior to January 9, 2002.
On November 4, 1997, the Company's Board of Directors granted an option to
purchase up to 50,000 shares of the Company's common stock at an exercise price
of $1.00 per share to an individual who was appointed to be a Vice President of
the Company. This option may be exercised at any time prior to November 4, 2002.
On January 25, 1999, the Company's Board of Directors granted an option to
purchase up to 705,000 shares of the Company's common stock at $1.00 per share
to an individual who was formerly a Company officer, Spark Management
Corporation and another related entity. These options may be exercised at any
time through January 25, 2005.
The fair value of each option grant is estimated on the date of grant using the
present value of the exercise price with the following weighted-average
assumptions used for grants in 1997: risk-free interest rates of 7.5 percent;
expected lives of 5 to 10 years, no dividends and price volatility of 30%. The
weighted average remaining life of the options outstanding is 3 years as of June
30, 2000. A reconciliation of the Company's stock option activity, and related
information, for the years ended June 30, 2000 and 1999 is as follows:
2000 1999
--------------------- ----------------------
Weighted Weighted
average average
Number exercise Number exercise
of options price of options price
---------- ---------- ---------- ----------
Outstanding at beginning of year 1,189,500 $0.94 1,304,500 $0.83
Granted -- -- 705,000 $1.00
Exercised -- -- -- --
Expired/Forfeited -- -- (820,000) $1.00
--------- ---------
Outstanding at end of year 1,189,500 $0.94 1,189,500 $0.94
========= =========
11
<PAGE>
Septima Enterprises, Inc.
Notes to Financial Statements - Continued
Note G - Stock Options - Continued
The following table summarizes information about the stock options at June 30,
2000:
June 30, 2000
------------------------
Exercise Number Number
Expiration Date Price Outstanding Exercisable
--------------- -------- ----------- -----------
September 2006 $0.20 62,500 62,500
January 2003 $0.20 20,000 20,000
September 2001 $0.50 17,000 17,000
Various from November 2000
through January 2004 $1.00 1,090,000 1,090,000
--------- ---------
1,189,500 1,189,500
Note H - Income Taxes
Temporary differences between the financial statement carrying amounts and tax
bases of assets and liabilities that give rise to the deferred tax assets and
liabilities relate to the following as of June 30, 2000 and 1999, respectively:
2000 1999
------- -------
Deferred tax assets
Net operating loss carryforwards $305,000 $305,000
Less valuation allowance (305,000) (305,000)
------- -------
Net Deferred Tax Asset $ - $ -
======= =======
The Company has net operating loss carryforwards of approximately $1,000,000 as
of June 30, 2000. The amount and availability of the net operating loss
carryforwards may be subject to limitations set forth by the Internal Revenue
Code. Factors such as the number of shares ultimately issued within a three year
look-back period; whether there is a deemed more than 50 percent change in
control; the applicable long-term tax exempt bond rate; continuity of historical
business; and subsequent income of the Company all enter into the annual
computation of allowable annual utilization of the carryforwards.
12
<PAGE>
Part I - Item 2
Management's Discussion and Analysis of Financial Condition and Results of
Operations
(1) Caution Regarding Forward-Looking Information
This quarterly report contains certain forward-looking statements and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to the Company or management. When used in this document, the words
"anticipate," "believe," "estimate," "expect" and "intend" and similar
expressions, as they relate to the Company or its management, are intended to
identify forward-looking statements. Such statements reflect the current view of
the Company regarding future events and are subject to certain risks,
uncertainties and assumptions, including the risks and uncertainties noted.
Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those described herein as anticipated, believed, estimated, expected or
intended. In each instance, forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.
(2) General comments
Septima Enterprises, Inc. (Company) was incorporated on September 12, 1988 under
the laws of the State of Colorado tor the purpose of acquiring interests in
other business entities and commercial technologies. Operations to date have
consisted of acquiring capital, evaluating investment opportunities, acquiring
interests in other businesses and technologies, establishing a business concept,
conducting research and development activities, and manufacturing.
During the year ended June 30, 1997, the Company began operations consisting
primarily of the sale of Ultra High Power Spark Amplifiers for automotive
ignition systems. Sales were primarily to distributors for retail sales to the
Mexican and Asian markets on credit terms that the Company established for
individual customers. The Company began an unsuccessful marketing campaign to
retail customers in the United States.
The Company, due to the unsuccessful nature of its initial operations, ceased
all operations in February 1998. In September 1998, creditors of the Company
were successful in obtaining a judgment against the Company for unpaid debts. In
October 1998, the Company was subject to a Judicial Sale whereby all assets of
the Company were sold in satisfaction of the September 1998 judgment. The
economic effect of these transactions are reported in the accompanying financial
statements as of June 30, 1998 as "discontinued operations". The only remaining
identifiable liability of the Company at the satisfaction of the judgment is
approximately $125,000 in open trade payables.
The Company has had no operations, assets or liabilities since its fiscal year
ended June 30, 1998. Accordingly, the Company is dependent upon management
and/or significant shareholders to provide sufficient working capital to
preserve the integrity of the corporate entity at this time. It is the intent of
management and significant shareholders to provide sufficient working capital
necessary to support and preserve the integrity of the corporate entity.
(3) Results of Operations, Liquidity and Capital Resources
As of the date of this filing, the Company has no operations, assets or
liabilities. Accordingly, the Company is dependent upon management and/or
significant shareholders to provide sufficient working capital to preserve the
integrity of the corporate entity at this time. It is the intent of management
and significant shareholders to provide sufficient working capital necessary to
support and preserve the integrity of the corporate entity.
The Company is currently seeking a suitable merger or acquisition candidate.
13
<PAGE>
Part II - Other Information
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults on Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company has held no regularly scheduled, called or special meetings
of shareholders during the reporting period.
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
Exhibit 23.1 - Consent of Independent Certified Public Accountants
Exhibit 27 - Financial Data Schedule
Reports on Form 8-K - None
--------------------------------------------------------------------------------
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Septima Enterprises, Inc.
August 1 , 2000 /s/ Gregory Johnson.
------- ----------------------------------
Gregory Johnson
President and Director
14
