UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10
GENERAL FORM FOR REGISTRATION OF SECURITIES
Pursuant to Section 12(b) or 12(g) of The Securities Exchange Act of 1934
SUN REPORTER, INC.
(Exact name of registrant as specified in its charter)
NOT APPLICABLE
(Former name of registrant)
Florida
(State of Incorporation)
65-0106255
(IRS Employer ID Number)
1109 North 21 Avenue
Suite 120
Hollywood, FL 33020
(Address of principal executive offices and zip code)
Securities to be registered pursuant to 12 (b) of the Act:
Title of each class to be so registered: Common Stock - Par Value $.0001
Name of each exchange on which each class to be registered: None
Securities to be registered pursuant to 12 (g) of the Act:
Title of each class to be so registered: Not applicable.
Name of each exchange on which each class to be registered: Not applicable.
Item 1. Business
General:
Sun Reporter, Inc., the "Registrant or the Company", is a Florida corporation
which became public when its Registration Statement under the Securities
Act of 1933 filed with the Securities and Exchange Commission became
effective on July 20, 1990 and closed on December 31, 1990.
The Company:
The company was engaged in the publication of a local newspaper business.
In 1991, the company ceased doing business and has not engaged in any
enterprises since that time. The company has not yet determined what form
of business, if any, it will initiate after the completion of this Form 10.
The company ceased operations and has not functioned since the later part of
1991. The company has remained as a non-function non-trading public shell
corporation with no assets. (See Item 13 "Financial Statements")
The company's executive offices are located at 1109 North 21 Avenue, Suite
120, Hollywood, Florida 33020 telephone (954) 923-6002.
General Information about Industry Segments:
The company, Sun Reporter, Inc. operated from January 15, 1988 to the middle
of 1991 as a newspaper publisher. As of the date of the filing of this Form
10 the company is not engaged in any business nor has it determined what
form of business it will operate after completion of this filing.
Narrative Description of Business:
The company has no business.
The registrant has no patents, trademarks, licenses, franchises nor
concessions.
The company can not yet determine if the business it will engage in is
seasonal or not, since they have yet to determine what type of business it
will operate.
Since there has not been a determination of the type of business the
company will operate, it can not be determined who its major competitors
will be.
Presently the company employs no one other than its officers who receive no
compensation. The number of persons to be employed in the future depends on
what type of business the company will be engaged in.
ITEM 2: FINANCIAL INFORMATION
Selected Financial Data:
1997 1998
Revenue 0 0
Expenses 0 0
Income (loss) before provision for (benefit
from) income taxes and extraordinary item (0) (0)
Provision for (benefit from income taxes) 0 0
Income (loss) before extraordinary item 0 0
Extraordinary item - tax benefit resulting
from utilization of net operating loss
carry forwards 0 0
Net income (loss) ($0) ($0)
Weighted average number of common
shares outstanding 0 0
Earnings per share: Income (loss) before
extraordinary item 0 0
Net income (loss) ($0) ($0)
Total assets $0 $0
Net working capital (deficiency) ($0) ($0)
Long term obligations 0 0
Shareholders' equity ($0) ($0)
Management's Discussion and Analysis of Financial Conditions and Results of
Operations
Results of Operations for the Period Ended: December 31, 1998 None
Liquidity and Capital Resources for the Period Ended None
Seasonally and Inflation: Not Applicable
ITEM 3 PROPERTY
The company neither owns nor rents any properties. The company is currently
sharing space with Associates Investment Corp., which is the office space of Guy
Galluccio, who is the Secretary/Treasurer of Sun Reporter, Inc. This office
space is fully equipped with a computer, fax machine, copying machine, files
and bookcase. The company has no written lease. The term of the oral lease
is on a monthly bases at no cost to the company.
ITEM 4. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The following table contains information as of the date of this Form 10
filing as to the beneficial ownership of shares of common stock of the
company of each person who was the beneficial owner of five (5%) or
more of the outstanding shares of the company.
Security ownership of certain beneficial owners:
Name and Address Amount and Nature
Title of Class of Beneficial Owner of Beneficial Owner Percent
Common Stock Michael A. Dermer 375,000 owner 74.06%
1109 N 21 Ave
Suite 120
Hollywood, FL 33020
Common Stock Frank Freeman 41,500 owner 8.20%
11645 Biscayne Blvd.
Suite 210
Miami, FL 33181
The following table contains information as of the date of the Form 10 filing
as to the beneficial ownership of shares of common stock of the company, as
well as all persons as a group who are officers and directors of the company.
Security Ownership of Management:
Name and Address Amount and Nature
Title of Class of Beneficial Owner of Beneficial Owner Percent
Common Stock Frank Freeman 41,500 owner 8.20%
11645 Biscayne Blvd.
Suite 210
Miami, FL 33181
Common Stock Guy A. Galluccio, Sr. 29,150 owner 5.76%
1109 N 21 Ave
Suite 120
Hollywood, FL 33020
ITEM 5. DIRECTORS AND EXECUTIVE OFFICERS
Identification of Directors:
Name Age Position Held with Company
Guy A. Galluccio, Sr. 62 Director
Frank Freeman 74 Director
Brief biographies of the directors of the company are set forth below. Each
director holds office until the next annual stockholders' meeting or until
his death, resignation, retirement, removal, disqualification, or until his
successor has been elected and qualified. Vacancies are
filled by majority vote of the remaining directors.
Identification of Officers:
Name Age Position Held with Company
Guy A. Galluccio, Sr. 62 Secretary/Treasurer
Frank Freeman 74 President
Brief biographies of the officers of the company are set forth below. Officers
of the company serve at the will of the Board of Directors. Presently the
company has no employment contracts with its officers or directors.
Biographies:
GUY A. GALLUCCIO, SR. - Secretary, Treasurer and Director
In 1999, Mr. Galluccio became Secretary, Treasurer and a member of the Board
of Directors of the company. His duties are the general administration of
the books and records of the company and carrying out the polices established
by the Board of Directors. In addition, since 1996 he has worked as a
President and Director of Associates Investment Corporation and has
conducted a business brokerage service for that company since its inception.
From 1988 to 1996, Mr. Galluccio was the President and Director of Omni
Financial Management, Inc., which was incorporated in 1988. Mr. Galluccio
also conducted a business brokerage business for this entity. His duties
with that company included the general management of the company.
Education: Mr. Galluccio's formal education was terminated when he graduated
from Manhattan Aviation School in 1954.
Frank Freeman is presently the President and Chairman of the Board of
Directors the company. His duties are the general administration of the
company and carrying out the polices established by the Board of Directors.
Mr. Freeman is a promoter of the company and organized the company. Mr.
Freeman is a practicing attorney in the State of Florida and has been since
1948.
Mr. Freeman has had extensive experience in the travel industry both as a
travel agent and as an operations officer of various airlines. From 1973 to
1975 he was the Executive Vice-President of Quisqueyana Airlines, during that
time he administered the jet operation of that company on its Miami, Santo
Domingo, San Juan route and also on its charter operation in Africa (the
"HADJ"); Santo Domingo to New York charters and Santo Domingo to Montreal,
Canada charters. From 1976 to 1977, Mr. Freeman served as Vice-President of
Bahamas World Airlines, Ltd. Between 1978 and 1983 Mr. Freeman was President
and Chief Operating Officer of Southern Airlines, Inc., a United States
commuter carrier. From 1979 to 1991 Mr. Freeman served as Vice-President of Sky
Freight, Inc. This company only dealt with cargo.
Mr. Freeman has also been an officer and director of various travel
agencies. These include: from 1961 to 1964 Airways Travel of Miami Beach,
Florida; from 1944 to 1968 Vice-President of All Season Travel Agency in
Miami, Florida and London, England; from 1968 to 1972 Mr. Freeman served as
President of Globetrotters Travel of Miami Beach, Florida and from 1972 to
1981 Mr. Freeman was President of Keystone Travel Agency in North Miami
Beach, Florida.
Education: Mr. Freeman attended CCNY from 1940 to 1943, University of Miami,
Coral Gables, Florida Law School from 1946 to 1948. He received his LLB in
1948.
ITEM 6. EXECUTIVE COMPENSATION
None of the officers or directors have received any compensation for their
services with the company to date nor will they receive any remuneration
from the company for serving in these positions other than reimbursement for
out-of-pocket expenses incurred on behalf of the company during the year
ending December 31, 1999. Out of pocket expenses is defined as the moneys
expended on behalf of the company while engaged in company business such as
travel expenses and items purchased for the company. After that time, future
salaries of the officers and directors will be set by the Board of Directors
depending on the financial condition of the company. There are no arrangments
or understandings pursuant to which they were or are to be selected as an
officer or director of the company nor do any of the officers or directors
serve as a nominee for another person.
ITEM 7. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
No transactions have taken place during the last two years between the
company and any of its officers, directors, any nominees for such offices or
shareholders nor are there any proposed transactions.
Sale of Investment Stock:
Not applicable. There have been no such transactions.
ITEM 8. LEGAL PROCEEDINGS
The company is not involved in any litigation nor does management know of any
litigation involving the company, which may be filed in the future.
ITEM 9. MARKET PRICE OF AND DIVIDENDS OF THE REGISTRANT'S COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS
The company's current stock is not currently trading, but may do so upon the
filing of this Form 10. The company believes there will be a market for the
common stock of the company on the over-the-counter market.
The market for the company's common stock will depend upon the ultimate value
of the business it may acquire. Should the business become profitably
productive, management believes that a fair market price for the stock will
develop. In the event the company's operations show a profit beyond the
company's need for expansion capital it is the intention of management to
declare quarterly cash dividends.
It should be noted that, since the company has not as yet started or required
its business, the above is speculation on the part of management.
ITEM 10. RECENT SALES OF UNREGISTERED STOCK.
See Item 7.
ITEM 11. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The company has one class of stock authorized, i.e. 40,000,000 shares of common
stock, par value $.0001.
Common Stock:
The authorized capital stock of the company consists of 40,000,000 shares of
common stock of $.0001 par value per share and it is the only authorized class
of stock of the company. The holders of the common stock have no pre-emptive,
conversion or subscription rights. There are no sinking fund provisions. The
shares of common stock are not repurchasable by the company or redeemable and
are not subject to call. The said holders have equal right of participation in
dividends (when, as and if declared by the Board of Directors) and in the
event of liquidation, dissolution or winding up of the affairs of the
company, are entitled to receive, according to the number of their respective
shares, the assets, and funds of the company remaining after payment of its
indebtedness. The common stock outstanding is validly issued, fully paid and
non-assessable.
The voting rights of the common stock of the company are cumulative which
means that each shareholder will have a number of votes equal to the number of
shares he owns times the number of officers or directors to be chosen. The
shareholder is allowed to concentrate the whole number of votes on one person
or to distribute them as seems fit.
Owners of the shares being registered hereby should also be aware that the by-
laws of the company provide that the shareholders of the majority of the
outstanding shares may take any action required or permitted by the by-laws
without prior notice and without a vote providing that they file a written
consent setting forth the action so taken and that said majority have signed
same.
No personal liability attaches to shareholders by reason of the ownership of
such shares.
ITEM 12. INDEMNIFICATION OF DIRECTORS AND OFFICERS
The Company's Certificate of Incorporation, as amended, contains the following
provisions with respect to indemnification of Directors and Officers:
There is no statute, charter provision, by-law, contract or other arrangement
under which any controlling person, director or officer of the registrant is
insured or indemnified in any manner against liability which he may incur in
this capacity as such, other than:
Article VIII of the Articles of Incorporation, states:
"The corporation shall indemnify an officer or director or any former officer
or director, to the full extent permitted by law."
Florida Statute 607.014 provides that where an officer, director, employee or
agent of the corporation is sued by a third party for his actions or behalf
of the corporation, the corporation may determine he is entitled to
indemnification by the corporation including expenses and attorney's fees if
he acted in good faith and in a manner he reasonably believed to be in, or
not opposed to, the best interest of the corporation and with respect to any
criminal action had no reasonable cause to believe his conduct to be
in good faith and in the best interest of the corporation. Where the officer,
director, employee, or agent is sued or threatened with suit by the
corporation, the corporation may indemnify him if he acted in good faith and
in a manner he believed to be in the best interest of the corporation, except
where he is judged to be liable for negligence or misconduct in the
performance of his duty to the corporation and only to the extent that the
court shall determine that such person is fairly and reasonably enti
he is entitled to such indemnity.
Florida Statute 607.271 provides that where a corporation has been
involuntarily dissolved and then reinstated, the power of the corporation to
indemnify its director, officer, or agents shall extend to actions taken
during the periods of time between dissolution and reinstatement.
Insofar as indemnification by the company for liabilities arising under the
Securities Act of 1933 may be permitted to indemnify directors, officers or
persons controlling the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been informed that in the opinion of the
Securities and Exchange Commission such indemnification is against public
policy as expressed in the Act and is therefore unenforceable. In the event
that a claim of indemnification against such liabilities (other than the payment
by the registrant of expenses incurred or paid by a director, officer, or
controlling person of the registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer, or controlling
person in connection with the securities being registered, the registrant
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the act and will be governed by the final adjudication of such
issue.
ITEM 13. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
See Financial Statements, Item 15, Page 11.
ITEM 14. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURES
There are none.
ITEM 15. FINANCIAL STATEMENTS AND EXHIBITS
Dates of Financial Statements: Page
December 31, 1997 and 1998 11
Number Exhibits
(3) Articles of Incorporation and By-Laws
(4) Instruments defining the rights of
security holders, including indentures
(7) Opinion of attorney, re: liquidation preference
(9) Voting Trust Agreement None
(10) Material Contracts None
(11) Statement re: computation of per share earning None
(12) Statements re: computation of rations None
(14) Material foreign patents None
(15) None
(22) Subsidiaries of the registrant None
(28) Additional Information None
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Act of 1934,
the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
SUN REPORTER, INC.
By:___________/s/_________________
FRANK FREEMAN, President
Date:____________________________
SUN REPORTER, INC.
(A Development Stage Company)
Miami, Florida
Inception to December 31, 1998
Marvin B. Seidman, CPA
Certified Public Accountant
Miami, Florida
TABLE OF CONTENTS PAGE
Independent Auditor's Report...................................... 3
Balance Sheet..................................................... 4
Statement of Income............................................... 5
Statement of Cash Flows............................................6
Statement of Stockholders' Equity..................................7
Notes to Financial Statements......................................8
Marvin B. Seidman, CPA
CERTIFIED PUBLIC ACCOUNTANT
8501 S.W. 29th Street
Miami, Florida 33155
(305) 221-8271
INDEPENDENT AUDITOR'S REPORT
To: The Board of Directors
Sun Reporter, Inc.
Miami, Florida
I have audited the accompanying balance sheet of Sun Reporter, Inc. (a
development stage Company) since its inception to the period ending December
31, 1998, and the related statements of income, cash flows, and statement of
stockholders' equity from inception. These financial statements are the
responsibility of the management of Sun Reporter, Inc. My responsibility is
to express an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
n. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Sun Reporter, Inc. as of
December 31, 1998, and the results of its operations, cash flows, and
statement of stockholders' equity since inception to the period then ended
in conformity with generally accepted accounting principles.
Marvin B. Seidman, CPA
Certified Public Accountant
August 22, 1999
SUN REPORTER, INC.
BALANCE SHEET
As of Quarter Ending June 30, 1999
(UNAUDITED)
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents $ 0
Accounts Receivable 0
TOTAL CURRENT ASSETS: $ 0
TOTAL ASSETS $ 0
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
STOCKHOLDERS' EQUITY
Common Stock - Par Value $.001; 10,000,000
Shares authorized; 506,300 issued and
Outstanding. $ 51
Paid-in Capital in excess of par value 89,288
Retained Earnings (Deficit accumulated
from inception during Development Stage) (89,339)
TOTAL STOCKHOLDERS' EQUITY $ 0
TOTAL LIABILITIES
& STOCKHOLDER'S EQUITY $ 0
SUN REPORTER, INC.
STATEMENT OF INCOME
Inception to December 31, 1998
Cumulated
from
1998 1997 Inception
REVENUE $ 0 $ 0 $ 20,000
OPERATING EXPENSES $ 0 $ 0 $ 109,339
NET INCOME (LOSS)
BEFORE TAXES $ 0 $ 0 $ (89,339)
PROVISION FOR
INCOME TAXES (Note 1) $ 0 $ 0 $ 0
NET INCOME $ 0 $ 0 $ (89,339)
NET INCOME PER SHARE $ 0 $ 0 $ (.525)
AVERAGE NUMBER OF
SHARES OUTSTANDING 506,300 503,000 170,000
SUN REPORTER, INC.
STATEMENT OF CASH FLOWS
Inception to December 31, 1998
Cumulated
from
1998 1997 Inception
Operating Activities:
NET INCOME $ 0 $ 0 ($89,339)
NET CASH - OPERATING ACTIVITIES: $ 0 $ 0 ($89,339)
Financing Activities:
Net Proceeds - Issuance of
new shares $ 0 $ 0 $89,339
NET - FINANCING ACTIVITIES: $ 0 $ 0 $89,339
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS: $ 0 $ 0 $ 0
CASH AND CASH EQUIVALENTS - BEGINNING $ 0 $ 0 $ 0
CASH AND CASH EQUIVALENTS - ENDING $ 0 $ 0 $ 0
SUN REPORTER, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
Common Stock Additional Retained
Number Paid In Earnings
of Shares Amount Capital Deficit Total
January 15, 1988
Date of Inception 0 $ 0 $ -- $ -- $ 0
April, 1989
Issuance for Cash 4,500,000 450 32,489 -- 32,939
Income (Loss) (2,550 (2,550)
Balance
December 31, 1988 4,500,000 $ 450 $ 32,489 (2,550)$30,389
Contributed Capital 2,600 32,989
Income (Loss) (19,243) (19,243)
Balance
December 31, 1989 4,500,000 $ 450 $ 35,089 $ (21,793) $13,746
Adjustments (4,410,000) (441) 441 0 0
Balance
May 31, 1990 90,000 35,530 (21,793) 13,746
Sale of Stock 11/26/90 16,300 53,798 0 53,800
Balance
November 30, 1990 106,300 89,328 (21,793) 67,546
Income 0 0
Balance
December 31, 1990 106,300 89,328 (21,793) 67,546
Income (Loss) (67,546) (67,546)
Balance
December 31, 1991 106,300 $ 11 89,328 $ (89,339) $ 0
Stock Adjustment Issue 400,000 40 (40) 0 0
Balance
January 16, 1997 506,300 51 89,288 (89,339) 0
Income 1997 0 0
Income 1998 0 0
Balance
December 31, 1998 506,300 $ 51 $ 89,288 $ (89,339) $ 0
SUN REPORTER, INC.
NOTES TO FINANCIAL STATEMENTS
December 31, 1998
NOTE 1 - ORGANIZATION AND OPERATION
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles. In the opinion of the Company's
management, all adjustments consisting of normal recurring adjustments
necessary for a fair presentation of financial position, results of
operations and cash flows for the period from its inception, January 15,
1988 to December 31, 1998 have been made.
The Company completed a public offering on November 26, 1990.
No provision for income tax under GAAP because of loss carry forward which came
about because it ceased operations in 1991 and wrote off its uncollectable
receivables.
The Company is still subject to FAS 7 as a Development Stage Company.
NOTE 2 - NEW BUSINESS
The Company on January 16, 1997 obtained a consulting firm to search for a new
business with 400,000 shares issued in escrow to accomplish this task. The
Company has no assets or liabilities at this time.
SUN REPORTER, INC.
(A Development Stage Company)
Miami, Florida
Quarter Ending March 31, 1999
Marvin B. Seidman, CPA
Certified Public Accountant
Miami, Florida
TABLE OF CONTENTS
PAGE
Independent Auditor's Report....................................... 3
Balance Sheet...................................................... 4
Statement of Income................................................ 5
Statement of Cash Flows............................................ 6
Statement of Stockholders' Equity.................................. 7
Notes to Financial Statements...................................... 8
Marvin B. Seidman, CPA
CERTIFIED PUBLIC ACCOUNTANT
8501 S.W. 29th Street
Miami, Florida 33155
(305) 221-8271
The Board of Directors
Sun Reporter, Inc.
11645 Biscayne Blvd., Suite 210
Miami, Florida 33181
I have compiled the accompanying balance sheet of Sun Reporter, Inc. for the
Quarter Ending March 31, 1999, and the related statements of income,
statement of stockholders' equity, and cash flow for the period then ended,
in accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial statements
information that is the representation of management. I have not audited or
reviewed the accompanying financial statements and, accordingly, do not
express an opinion or any other form of assurance on them.
/s/
MARVIN B. SEIDMAN, CPA
August 22, 1999
Miami, Florida
SUN REPORTER, INC.
BALANCE SHEET
As of Quarter Ending March 31, 1999
(UNAUDITED)
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents $ 0
Accounts Receivable 0
TOTAL CURRENT ASSETS: $ 0
TOTAL ASSETS $ 0
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
STOCKHOLDERS' EQUITY
Common Stock - Par Value $.001; 10,000,000
Shares authorized; 506,300 issued and
Outstanding. $ 51
Paid-in Capital in excess of par value 89,288
Retained Earnings (Deficit accumulated
from inception during Development Stage) (89,339)
TOTAL STOCKHOLDERS' EQUITY $ 0
TOTAL LIABILITIES
& STOCKHOLDER'S EQUITY $ 0
SUN REPORTER, INC.
STATEMENT OF INCOME
Inception to December 31, 1998
Cumulated
from
1998 Inception
REVENUE $ 0 $ 20,000
OPERATING EXPENSES $ 0 $ 109,339
NET INCOME (LOSS) BEFORE TAXES $ 0 $ (89,339)
PROVISION FOR
INCOME TAXES (Note 1) $ 0 $ 0
NET INCOME $ 0 $ (89,339)
NET INCOME PER SHARE $ 0 $ (.525)
AVERAGE NUMBER OF SHARES OUTSTANDING 506,300 170,000
STATEMENT OF CASH FLOWS
SUN REPORTER, INC.
As of Quarter Ending March 31, 1999
(UNAUDITED)
Cumulated
from
Inception
Operating Activities:
NET INCOME $ 0 $ (89,339)
NET CASH - OPERATING ACTIVITIES: $ 0 $ (89,339)
Financing Activities:
Net Proceeds - Issuance of
new shares $ 0 $ 89,339
NET - FINANCING ACTIVITIES: $ 0_ $ 89,339
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS: $ 0 $ 0
CASH AND CASH EQUIVALENTS - BEGINNING $ 0 $ 0
CASH AND CASH EQUIVALENTS - ENDING $ 0 $ 0
SUN REPORTER, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED)
Common Stock Additional Retained
Number Paid In Earnings
of_Shares Amount Capital Deficit. Total
January 15, 1988
Date of Inception 0 $ 0 $ -- $ -- $ 0
April, 1989
Issuance for Cash 4,500,000 450 32,489 -- 32,939
Income (Loss) (2,550) (2,550)
Balance 12/31/88 4,500,000) $ 450 $ 32,489 $ (2,550) $ 30,389
Contributed Capital 2,600 32,989
Income (Loss) (19,243) (19,243)
Balance 12/31/89 4,500,000 $ 450 $ 35,089 $ (21,793) $ 13,746
Adjustments (4,410,000) (441) 441 0 0
Balance 5/31/90 90,000 9 35,530 (21,793) 13,746
Sale of Stock 11/26/90 16,300 2 53,798 0 53,800
Balance 11/30/90 106,300 11 89,328 (21,793) 67,546
Income 0 0
Balance 12/31/90 106,300 11 89,328 (21,793) 67,546
Income (Loss) (67,546) (67,546)
Balance 12/31/91 106,300 $ 11 89,328 $ (89,339) $ 0
Stock Adjustment Issue 400,000 40 (40) 0 0
Balance 1/16/97 506,300 51 89,288 (89,339) 0
Income 1997 0 0
Income 1998 0 0
Balance 12/31/98 506,000 51 89,288 (89,339) 0
Income 0 0
Balance 3/31/99 506,300 $ 51 $ 89,288 $ (89,339) $ 0
SUN REPORTER, INC.
NOTES TO FINANCIAL STATEMENTS
March 31, 1999
(UNAUDITED)
NOTE 1 - ORGANIZATION AND OPERATION
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles. In the opinion of the Company's
management, all adjustments consisting of normal recurring adjustments
necessary for a fair presentation of financial position, results of
operations and cash flows for the period from its inception, January 15,
1988 to March 31, 1999 have been made.
The Company completed a public offering on November 26, 1990.
No provision for income tax under GAAP because of loss carry forward which
came about because it ceased operations in 1991 and wrote off its
uncollectable receivables.
The Company is still subject to FAS 7 as a Development Stage Company.
NOTE 2 - NEW BUSINESS
The Company on January 16, 1997 obtained a consulting firm to search for a new
business with 400,000 shares issued in escrow to accomplish this task. The
Company has no assets or liabilities at this time.
SUN REPORTER, INC.
(A Development Stage Company)
Miami, Florida
Quarter Ending June 30, 1999
Marvin B. Seidman, CPA
Certified Public Accountant
Miami, Florida
TABLE OF CONTENTS
PAGE
Independent Auditor's Report....................................... 3
Balance Sheet...................................................... 4
Statement of Income................................................ 5
Statement of Cash Flows............................................ 6
Statement of Stockholders' Equity.................................. 7
Notes to Financial Statements...................................... 8
Marvin B. Seidman, CPA
CERTIFIED PUBLIC ACCOUNTANT
8501 S.W. 29th Street
Miami, Florida 33155
(305) 221-8271
The Board of Directors
Sun Reporter, Inc.
11645 Biscayne Blvd., Suite 210
Miami, Florida 33181
I have compiled the accompanying balance sheet of Sun Reporter, Inc. for the
Quarter Ending June 30, 1999, and the related statements of income, statement
of stockholders' equity, and cash flow for the period then ended, in
accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants.
A compilation is limited to presenting in the form of financial statements
information that is the representation of management. I have not audited or
reviewed the accompanying financial statements and, accordingly, do not
express an opinion or any other form of assurance on them.
MARVIN B. SEIDMAN, CPA
August 22, 1999
Miami, Florida
SUN REPORTER, INC.
BALANCE SHEET
As of Quarter Ending June 30, 1999
(UNAUDITED)
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents $ 0
Accounts Receivable 0
TOTAL CURRENT ASSETS: $ 0
TOTAL ASSETS $ 0
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
STOCKHOLDERS' EQUITY
Common Stock - Par Value $.001; 10,000,000
Shares authorized; 506,300 issued and
Outstanding. $ 51
Paid-in Capital in excess of par value 89,288
Retained Earnings (Deficit accumulated
from inception during Development Stage) (89,339)
TOTAL STOCKHOLDERS' EQUITY $ 0
TOTAL LIABILITIES
& STOCKHOLDER'S EQUITY $ 0
SUN REPORTER, INC.
STATEMENT OF INCOME
As of Quarter Ending June 30, 1999
(UNAUDITED)
Cumulated
from
Inception
REVENUE $ 0 $ 20,000
OPERATING EXPENSES $ 0 $ 109,339
NET INCOME (LOSS) BEFORE TAXES $ 0 $ (89,339)
PROVISION FOR
INCOME TAXES (Note 1) $ 0 $ 0
NET INCOME $ 0 $ (89,339)
NET INCOME PER SHARE $ 0 $ (.525)
AVERAGE NUMBER OF SHARES OUTSTANDING 506,300 170,000
SUN REPORTER, INC.
STATEMENT OF CASH FLOWS
As of Quarter Ending June 30, 1999
(UNAUDITED)
Cumulated
from
Inception
Operating Activities:
NET INCOME $ 0 $ (89,339)
NET CASH - OPERATING ACTIVITIES: $ 0 $ (89,339)
Financing Activities:
Net Proceeds - Issuance of
new shares $ 0 $ 89,339
NET - FINANCING ACTIVITIES $ 0 $ 89,339
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS: $ 0 $ 0
CASH AND CASH EQUIVALENTS - BEGINNING $ 0 $ 0
CASH AND CASH EQUIVALENTS - ENDING $ 0_ $ 0_
SUN REPORTER, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
(UNAUDITED)
Common Stock Additional Retained
Number Paid In Earnings
Of Shares Amount Capital Deficit Total
January 15, 1988
Date of Inception 0 $ 0 $ -- $ -- $ 0
April, 1989
Issuance for Cash 4,500,000 450 32,489 -- 32,939
Income (Loss) _________ _________ _________ (2,550) (2,550)
Balance 12/31/88 4,500,000) $ 450 $ 32,489 $ (2,550) $ 30,389
Contributed Capital 2,600 32,989
Income (Loss) (19,243) (19,243)
Balance 12/31/89 4,500,000 $ 450 $ 35,089 $ (21,793) $ 13,746
Adjustments (4,410,000) (441) 441 0 0
Balance 5/31/90 90,000 9 35,530 (21,793) 13,746
Sale of Stock 11/26/90 16,300 2 53,798 0 53,800
Balance 11/30/90 106,300 11 89,328 (21,793) 67,546
Income 0 0
Balance 12/31/90 106,300 11 89,328 (21,793) 67,546
Income (Loss) (67,546) (67,546)
Balance 12/31/91 106,300 $ 11 89,328 $ (89,339) $ 0
Stock Adjustment Issue 400,000 40 (40) 0 0
Balance 1/16/97 506,300 51 89,288 (89,339) 0
Income 1997 0 0
Income 1998 0 0
Balance 12/31/98 506,000 51 89,288 (89,339) 0
Income 0 0
Balance 3/31/99 506,000 51 89,288 (89,339) 0
Income 0 0
Balance 6/30/99 506,300 $ 51 $ 89,288 $ (89,339) $ 0
SUN REPORTER, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1999
(UNAUDITED)
NOTE 1 - ORGANIZATION AND OPERATION
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles. In the opinion of the Company's
management, all adjustments consisting of normal recurring adjustments
necessary for a fair presentation of financial position, results of
operations and cash flows for the period from its inception, January 15,
1988 to June 30, 1999 have been made.
The Company completed a public offering on November 26, 1990.
No provision for income tax under GAAP because of loss carry forward which
came about because it ceased operations in 1991 and wrote off its
uncollectable receivables.
The Company is still subject to FAS 7 as a Development Stage Company.
NOTE 2 - NEW BUSINESS
The Company on January 16, 1997 obtained a consulting firm to search for a new
business with 400,000 shares issued in escrow to accomplish this task. The
Company has no assets or liabilities at this time.
