SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 1O-QSB
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended February 28, 1997
or
( ) 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.0-21099
HA SPINNAKER, INC.
(Exact name of Registrant as specified in its charter)
Colorado 84-112830
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
5650 Greenwood Plaza, # 216,
Englewood, Colorado 80111
(Address of principal executive offices) (Zip Code)
(303) 741-1118
(Registrant's telephone number including area code)
Indicate by check mark whether the Registrant (1) had 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 Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
The number of shares outstanding of Registrant's common stock, par value $ .0001
per share, as of February 28, 1997 was 28,600,000 shares.
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM I. Financial Statements
See attached financial statements
ITEM 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
The Company has generated no revenues from its operations and has been a
development stage company since inception. Since the Company has not generated
revenues and has never been in a profitable position, it operates with minimal
overhead.
During the period of this report, the Company has not engaged in any
preliminary efforts intended to identify any possible acquisitions nor entered
into a letter of intent concerning any business opportunity.
Liquidity and Capital Resources
As of the end of the reporting period, the Company had no material cash or
cash equivalents. There was no significant change in working capital during this
fiscal year.
Management feels that the Company has inadequate working capital to pursue
any operations. For the foreseeable future, the Company intends to pursue
acquisitions as a means to develop the Company. Otherwise, the Company will have
negligible capital requirements prior to the consummation of any acquisition
plan and can operate in the interim. The Company does not intend to pay
dividends in the foreseeable future.
<PAGE>
H A SPINNAKER, INC.
(A Development Stage Company)
Financial Statements
February 28, 1997
(unaudited)
<PAGE>
CONTENTS
Page
ACCOUNTANTS' REPORT ..................................................... 1
BALANCE SHEET ........................................................... 2
STATEMENTS OF LOSS AND ACCUMULATED DEFICIT .............................. 3
STATEMENTS OF CASH FLOWS ................................................ 4
NOTES TO FINANCIAL STATEMENTS ........................................... 5
<PAGE>
The Board of Directors and Stockholders
of H A Spinnaker, Inc.
The accompanying balance sheet of H.A. Spinnaker, Inc. (a development stage
company) as of February 28, 1997 and the related statements of operations and
cash flows for the period then ended were not audited by us, and accordingly,
we do not express an opinion on them
Aurora, Colorado
May 1, 1997
PROFESSIONAL CORPORATION
COMISKEY & COMPANY
1
<PAGE>
H A Spinnaker, Inc.
(A Development Stage Company)
BALANCE SHEET
February 28, 1997
ASSETS
CURRENT ASSETS $ 20
--------
TOTAL CURRENT ASSETS 20
--------
TOTAL ASSETS $ 20
========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable - related party $ 5,641
--------
Total current liabilities 5,641
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.0001 par value, 1,000,000,000
shares authorized; 28,600,000 shares issued
and outstanding 2,860
Preferred stock, $0.001 par value, 100,000,000
shares authorized; no shares issued and
outstanding -
Additional paid-in capital 37,212
Deficit accumulated during the development stage (45,693)
--------
Total stockholders' equity (deficit) (5,621)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 20
========
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
H A Spinnaker, Inc.
(A Development Stage Company)
STATEMENTS OF LOSS AND ACCUMULATED DEFICIT
(UNAUDITED)
<TABLE>
<S> <C> <C> <C>
Period Six Six
September months months
28, 1988 ended ended
(Inception) February February
to February 28, 28, 1997 28, 1996
1997
----------- ----------- ---------
REVENUES
Investment income $ 393 $ - $ -
EXPENSES
Office expenses 1,022 1,022 -
Wages 25,000 - -
Rent 7,200 - -
Legal and accounting 12,364 458 -
Amortization 500 - -
--------- --------- --------
Total expenses 46,086 1,480 -
--------- --------- --------
NET LOSS (45,693) (1,480) -
Accumulated deficit
Balance, beginning of period - (44,213) (43,344)
--------- --------- ---------
Balance, end of period $ (45,693) $ (45,693) $ (43,344)
========= ========= =========
NET LOSS PER SHARE $ (NIL) $ (NIL) $ (NIL)
========= ========= =========
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 28,600,000 28,600,000 28,600,000
========== ========== ==========
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE>
H A Spinnaker, Inc.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<S> <C> <C> <C>
Period Six Six
September months months
28, 1988 ended ended
(Inception) February February
to February 28, 28, 1997 29, 1996
1997
----------- ----------- ---------
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ (45,693) $ (1,480) $ -
Noncash items included in
net loss:
Amortization 500 - -
Rent 2,918 - -
Wages 23,054 - -
Stock issued for services 2,000 - -
Changes in:
Current liabilities 5,641 1,500 -
-------- --------- -------
Net cash used by operating
activities (11,580) 20 -
CASH FLOWS FROM
INVESTING ACTIVITIES
Increase in organization costs (500) - -
-------- --------- -------
Net cash used by investing
activities (500) - -
CASH FLOWS FROM
FINANCING ACTIVITIES
Issuance of common stock to
founding shareholders 12,100 - -
-------- --------- -------
Net cash provided by financing
activities 12,100 - -
-------- --------- -------
Net change in cash 20 20 -
Cash, beginning of period - - -
-------- --------- -------
Cash, end of period $ 20 $ 20 $ -
======== ========= =======
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE>
H A Spinnaker, Inc.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 28, 1997
1. Management's representation of interim financial information
------------------------------------------------------------
The accompanying financial statements have been prepared by H.A. Spinnaker,
Inc. without audit pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted as
allowed by such rules and regulations, and management believes that the
disclosures are adequate to make the information presented not misleading.
These financial statements include all of the adjustments which, in the
opinion of management, are necessary to a fair presentation of financial
position and results of operations. All such adjustments are of a normal and
recurring nature. These financial statements should be read in conjunction
with the audited financial statements at November 30, 1996.
5
<PAGE>
PART II- OTHER INFORMATION
ITEM 1. Legal Proceedings
No legal proceedings of a material nature to which the Company is a party
were pending during the reporting period, and the Company knows of no legal
proceedings of a material nature pending or threatened or judgments entered
against any director or officer of the Company in his capacity as such.
ITEM 2. Changes in Securities. None.
ITEM 3. Defaults upon Senior Securities. None.
ITEM 4. Submission of Matters to a Vote of Security Holders. None
<PAGE>
ITEM 5. Other Information. None.
ITEM 6. Exhibits and Reports on Form 8-K.
No exhibits as set forth in Regulation S-K are considered necessary in this
lO-QSB filing.
<PAGE>
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
HA Spinnaker, Inc.
Dated: 5/20/97 By: /s/ Gregory W. Skufca
---------------------------
Gregory W. Skufca
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
CHIEF FINANCIAL OFFICER
Dated: 5/20/97 By: /s/ William L. Skufca
---------------------------
William L. Skufca
Treasurer
SECRETARY
Dated: 5/20/97 By: /s/ William L. Skufca
---------------------------
William L. Skufca
Secretary
<PAGE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AND STATEMENTS OF LOSS AND ACCUMULATED DEFICIT AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH 10QSB FOR THE QUARTER ENDED FEBRUARY 28,1997.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> FEB-28-1997
<CASH> 20
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<ALLOWANCES> 0
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<BONDS> 0
0
0
<COMMON> 2860
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<TOTAL-LIABILITY-AND-EQUITY> 20
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<INCOME-PRETAX> (1480)
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</TABLE>
