UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO 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 No. 33-55254-09
---------------
Rocky Point Pharmaceuticals, Inc.
(Exact name of Small Business Issuer as specified in its charter)
NEVADA 87-0434293
------------------------------- --------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
50 West Broadway, Suite 1111
Salt Lake City, Utah 84101
--------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (801) 363-1600
------------------------------
Indicate by check mark whether the Issuer (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 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. [X] Yes [ ] 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 as of September 30, 2000
------------------------------------ ------------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK 1,000,000 SHARES
1
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF REPRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and, therefore, do not include
all information and footnotes necessary for a complete presentation of financial
position, results of operations, cash flows and stockholders' equity (deficit)
in conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature. Operating results for the nine
months ended September 30, 2000, are not necessarily indicative of the results
that can be expected for the year ending December 31, 2000.
2
<PAGE>
Rocky Point Pharmaceuticals, Inc.
(A Development Stage Company)
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
(Unaudited) (Audited)
---------------------- ----------------------
ASSETS
CURRENT ASSETS
<S> <C> <C>
Cash in bank $ 0 $ 0
---------------------- ---------------------
TOTAL CURRENT ASSETS 0 0
OTHER ASSETS
Organization costs 0 0
---------------------- ---------------------
0 0
---------------------- ---------------------
$ 0 $ 0
====================== =====================
LIABILITIES & EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 350 $ 0
---------------------- ---------------------
TOTAL CURRENT LIABILITIES 350 0
STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding
1,000,000 shares 1,000 1,000
Additional paid-in capital 1,000 1,000
Deficit accumulated during the
development stage (2,350) (2,000)
---------------------- ---------------------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (350) 0
---------------------- ---------------------
$ 0 $ 0
====================== =====================
</TABLE>
See Notes to Financial Statements.
3
<PAGE>
Rocky Point Pharmaceuticals, Inc.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
4/14/86
Three Months Ended Nine Months Ended (Date of
September 30, September 30, inception) to
2000 1999 2000 1999 9/30/00
---------------- --------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C>
Net sales $ 0 $ 0 $ 0 $ 0 $ 0
Cost of sales 0 0 0 0 0
---------------- --------------- --------------- --------------- ---------------
GROSS PROFIT 0 0 0 0 0
General and administrative expenses 350 0 350 0 2,350
---------------- --------------- --------------- --------------- ---------------
NET LOSS $ (350) $ 0 $ (350) $ 0 $ (2,350)
================ =============== =============== =============== ===============
BASIC AND DILUTED
(LOSS) PER COMMON SHARE
Net income (loss) per weighted
average share $ (.00) $ .00 $ (.00) $ .00
================ =============== =============== ===============
Weighted average number of common
shares used to compute net income
(loss) per weighted average share 1,000,000 1,000,000 1,000,000 1,000,000
================ =============== =============== ===============
</TABLE>
See Notes to Financial Statements.
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<PAGE>
Rocky Point Pharmaceuticals, Inc.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
4/14/86
Nine Months Ended (Date of
September 30, Inception) to
2000 1999 9/30/00
--------------- --------------- ----------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (350) $ 0 $ (2,350)
Adjustments to reconcile net (loss) to cash used
by operating activities:
Amortization 0 0 50
Changes in
Accounts payable 350 0 350
--------------- --------------- ----------------
NET CASH USED
BY OPERATING ACTIVITIES 0 0 (1,950)
INVESTING ACTIVITIES
Organization costs 0 0 (50)
--------------- --------------- ----------------
NET CASH PROVIDED (USED)
BY INVESTING ACTIVITIES 0 0 (50)
FINANCING ACTIVITIES
Proceeds from sale of common stock 0 0 2,000
--------------- --------------- ----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES 0 0 2,000
--------------- --------------- ----------------
INCREASE IN CASH
AND CASH EQUIVALENTS 0 0 0
Cash and cash equivalents at beginning of year 0 0 0
--------------- --------------- ----------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 0 $ 0 $ 0
=============== =============== ================
</TABLE>
See Notes to Financial Statements.
5
<PAGE>
Rocky Point Pharmaceuticals, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
September 30, 2000
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
Basis of Presentation
The accompanying financial statements have been prepared in
accordance with generally accepted accounting principles ("GAAP")
for interim financial information. Accordingly, they do not
include all of the information and footnotes required by generally
accepted auditing principles for complete financial statements.
The unaudited financial statements should, therefore, be read in
conjunction with the financial statements and notes thereto in the
Report on Form 10KSB for the year ended December 31, 1999. In the
opinion of management, all adjustments (consisting of normal and
recurring adjustments) considered necessary for a fair
presentation, have been included. The results of operations for
the three and nine-month periods ended September 30, 2000 are not
necessarily indicative of the results that may be expected for the
entire fiscal year.
Accounting Methods
The Company recognizes income and expenses based on the accrual
method of accounting.
Dividend Policy
The Company has not yet adopted any policy regarding payment of
dividends.
Organization Costs
The Company amortized its organization costs over a five year
period.
Cash and Cash Equivalents
For financial statement purposes, the Company considers all highly
liquid investments with an original maturity of three months or
less when purchased to be cash equivalents.
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, liabilities, revenues, and expenses during the reporting
period. Estimates also affect the disclosure of contingent assets
and liabilities at the date of the financial statements. Actual
results could differ from these estimates.
Income Taxes
The Company records the income tax effect of transactions in the
same year that the transactions enter into the determination of
income, regardless of when the transactions are recognized for tax
purposes. Tax credits are recorded in the year realized. Since the
Company has not yet realized income as of the date of this report,
no provision for income taxes has been made.
In February, 1992, the Financial Accounting Standards Board
adopted Statement of Financial Accounting Standards No. 109,
Accounting for Income Taxes, which supersedes substantially all
existing authoritative literature for accounting for income taxes
and requires deferred tax balances to be adjusted to reflect the
tax rates in effect when those amounts are expected to become
payable or refundable. The Statement was applied in the Company's
financial statements for the fiscal year commencing January 1,
1993.
At December 31, 1999 a deferred tax asset has not been recorded
due to the Company's lack of operations to provide income to use
the net operating loss carryover of $2,000 which expires as
follows:
Year Ended Expires Amount
------------------- ------------------- --------------
December 31, 1986 December 31, 2001 $ 1,950
December 31, 1987 December 31, 2002 10
December 31, 1988 December 31, 2003 10
December 31, 1989 December 31, 2004 10
December 31, 1990 December 31, 2005 10
December 31, 1991 December 31, 2006 10
--------------
$ 2,000
==============
6
<PAGE>
Rocky Point Pharmaceuticals, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (continued)
September 30, 2000
NOTE 2: DEVELOPMENT STAGE COMPANY
The Company was incorporated as Upsilon, Inc. under the laws of
the State of Utah on April 14, 1986 and has been in the
development stage since incorporation. On December 30, 1993, the
Company was dissolved as a Utah corporation and reincorporated in
Nevada as Upsilon Industries, Inc. On July 21, 1995, the Company
changed its name to TTN Capitol, Inc. and subsequently, on October
15, 1995, the Company changed its name to Wasatch Pharmaceutical,
Inc. On May 31, 2000 the Company changed its name to Rocky Point
Pharmaceuticals, Inc.
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<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The Company has had no operational history and has yet to engage in
business of any kind. All risks inherent in new and inexperienced enterprises
are inherent in the Company's business. The Company has not made a formal study
of the economic potential of any business. At the present, the Company has not
identified any assets or business opportunities for acquisition.
The Company has no liquidity and no presently available capital
resources, such as credit lines, guarantees, etc. and should a merger or
acquisition prove unsuccessful, it is possible that the Company may be dissolved
by the State of Nevada for failing to file reports. Should management decide not
to further pursue its acquisition activities, management may abandon its
activities and the shares of the Company would become worthless.
Based on current economic and regulatory conditions, Management
believes that it is possible, if not probable, for a company like the Company,
without many assets or liabilities, to negotiate a merger or acquisition with a
viable private company. The opportunity arises principally because of the high
legal and accounting fees and the length of time associated with the
registration process of "going public". However, should any of these conditions
change, it is very possible that there would be little or no economic value for
anyone taking over control of the Company.
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Issuer has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Rocky Point Pharmaceuticals, Inc.
Dated: October 31, 2000 /s/ Neil E. Crabtree
--------------------- ----------------------------------------
Neil E. Crabtree, President and Director
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