U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: September 30, 2000
Commission File Number: 0-25562
GENESIS COMPANIES GROUP, INC.
(Exact name of small business issuer as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
72-1175963
(IRS Employer Identification No.)
830 S. Kline Way
Lakewood, Colorado
(Address of principal executive offices)
80226
(Zip Code)
(303) 985-3972
(Issuer's Telephone Number)
(Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 ____.
The number of shares of the registrant's only class of common stock issued and
outstanding, as of September 30, 2000, was 4,500,000 shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the nine month period ended
September 30, 2000, are attached hereto.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
Financial Statements and notes thereto included herein.
The Company generated no revenues during the nine month period ended
September 30, 2000. Management of the Company anticipates that the Company will
not generate any significant revenues until the Company accomplishes its
business objective of merging with a nonaffiliated entity or acquiring assets
from the same.
In connection with, and because it desires to take advantage of, the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995, the Company cautions readers regarding certain forward looking statements
in the following discussion and elsewhere in this report and in any other
statement made by, or on the behalf of the Company, whether or not in future
filings with the Securities and Exchange Commission. Forward looking statements
are statements not based on historical information and which relate to future
operations, strategies, financial results or other developments. Forward looking
statements are necessarily based upon estimates and assumptions that are
inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond the Company's control
and many of which, with respect to future business decisions, are subject to
change. These uncertainties and contingencies can affect actual results and
could cause actual results to differ materially from those expressed in any
forward looking statements made by, or on behalf of, the Company. The Company
disclaims any obligation to update forward looking statements.
Plan of Operation
The Company intends to seek to acquire assets or shares of an entity
actively engaged in business, in exchange for its securities. As of the date of
this report, management of the Company has had preliminary discussions with
potential merger or acquisition candidates, but there is no definitive agreement
between the Company and any third party relevant thereto. In the event the
Company does enter into an agreement with such a third party, the Board of
Directors does intend to obtain certain assurances of value of the target entity
assets prior to consummating such a transaction, with further assurances that an
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audited financial statement would be provided within sixty days after closing of
such a transaction. Closing documents relative thereto will include
representations that the value of the assets conveyed to or otherwise so
transferred will not materially differ from the representations included in such
closing documents, or the transaction will be voidable.
The Company has no full time employees. The Company's President and
Secretary have agreed to allocate a portion of their time to the activities of
the Company, without compensation. These officers anticipate that the business
plan of the Company can be implemented by their devoting approximately 20 hours
per month to the business affairs of the Company and, consequently, conflicts of
interest may arise with respect to the limited time commitment by such officers.
Because the Company presently has nominal overhead or other material
financial obligations, management of the Company believes that the Company's
short term cash requirements can be satisfied by management injecting whatever
nominal amounts of cash into the Company to cover these incidental expenses.
There are no assurances whatsoever that any additional cash will be made
available to the Company through any means.
Liquidity and Capital Resources
The Company presently has nominal cash or cash equivalents. Because the
Company is not required to pay rent or salaries to any of its officers or
directors, management believes that the Company has sufficient funds to continue
operations through the foreseeable future.
The Company's securities are currently not liquid. There are no market
makers in the Company's securities and it is not anticipated that any market
will develop in the Company's securities until such time as the Company
successfully implements its business plan of engaging in a business opportunity,
either by merger or acquisition of assets. The Company presently has no liquid
financial resources to offer such a candidate and must rely upon an exchange of
its stock to complete such a merger or acquisition.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS - None
ITEM 2. CHANGES IN SECURITIES - NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES - NONE
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ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS -
NONE.
ITEM 5. OTHER INFORMATION - NONE.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K
None
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GENESIS COMPANIES GROUP, INC.
Financial Statements
For the Nine Month Period Ended September 30, 2000
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Michael B. Johnson & Co, LLC
Certified Public Accountants
9175 East Kenyon Ave., Suite 100
Denver, Colorado 80237
Michael B. Johnson C.P.A. Telephone: (303) 796-0099
Member: A.I.C.P.A. Fax: (303) 796-0137
Colorado Society of C.P.A.'s
REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT
Board of Directors
Genesis Companies Group, Inc.
Denver, Colorado
We have reviewed the accompanying balance sheet of Genesis Companies Group, Inc.
as of September 30, 2000, and the related statements of operations for the nine
month period ended September 30, 2000 and the three month period ended September
30, 2000 and 1999, and the cash flows for the nine months ended September 30,
2000 included in the accompanying Securities and Exchange Commission Form 10-QSB
for the period ended September 30, 2000. These financial statements are the
responsibility of the Company's management.
We conducted our reviews 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 accounting standards, the objective of which
is the expression of an opinion regarding the financial statements as a whole.
Accordingly, we do not express such an opinion.
Based on our reviews, 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.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of December 31, 1999, and the related statements
of operations, stockholders' equity and cash flows for the year then ended (not
presented herein). In our report dated March 22, 2000, we express an unqualified
opinion on those financial statements. In our opinion, the information set forth
in the accompanying balance sheet as of September 30, 2000 is fairly stated in
all material respects in relation to the balance sheet from which it has been
derived.
s/Michael B. Johnson & Co., LLC
Michael Johnson & Co., LLC
Denver, Colorado
October 30, 2000
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<TABLE>
GENESIS COMPANIES GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<CAPTION>
(Unaudited) (Audited)
September 30, December 31,
2000 1999
--------- -----------
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 0 $ 0
--------- -----------
TOTAL ASSETS $ 0 $ 0
========= ===========
LIABILITIES AND STOCKHOLDERS' DEFICIT:
Current Liabilities:
Accounts Payable $ 25,364 $ 16,456
Short-term Borrowings from Shareholders 16,402 16,302
--------- -----------
TOTAL CURRENT LIABILITIES 41,766 32,758
--------- -----------
Stockholder's Deficit:
Common Stock, $.00001 par value,
100,000,000 shares authorized,
4,500,000 issued and outstanding $ 45 $ 45
Preferred Stock, $.00001 par value,
10,000,000 Shares Authorized 0 0
Additional paid-in capital 13,455 13,455
Deficit accumulated during
the development stage (55,266) (46,258)
--------- -----------
Total Stockholders' Deficit $ (41,766) $ (32,758)
--------- -----------
TOTAL LIABILITIES
AND STOCKHOLDERS' DEFICIT $ 0 $ 0
========= ===========
</TABLE>
See accountant's review report.
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<TABLE>
GENESIS COMPANIES GROUP, INC.
(A Development Stage Company)
Statements of Operation
<CAPTION>
For the For the
Three Months Three Months
Ended Ended
September 30, September 30,
2000 1999
------------ ------------
<S> <C> <C>
Income $ 0 $ 0
Operating Expenses:
Professional Fees 2,154 0 2,024
Registration Fees 0 0
Administrative Expenses 25 113
------------ ------------
Total Operating Expenses 2,179 2,137
Net Loss from Operations $ (2,179) $ (2,137)
============ ============
Weighted Average Number of
Shares Outstanding 4,500,000 4,500,000
Net Loss Per Share $ (*) $ (*)
============ ===========
*Less than $0.01 Per Share.
</TABLE>
See accountant's review report.
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<TABLE>
GENESIS COMPANIES GROUP, INC.
(a development stage company)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
For the For the
Nine Month Year December 22, 1988
Period Ended Ended (Inception) to
September 30, December 31, September 30,
2000 1999 2000
------------ ------------ -----------------
<S> <C> <C> <C>
INCOME $ 0 $ 0 $ 0
OPERATING EXPENSES:
Professional Fees 8,883 5,904 40,133
Registration Fees 100 178 3,768
Administrative Expenses 25 3,819 11,365
------------ ------------ -----------------
Total Operating Expenses 9,008 9,901 55,266
------------ ------------ -----------------
Net Loss from Operations $ (9,008) $ (9,901) $ (55,266)
============ ============ =================
Weighted Average Number of
Shares Outstanding 4,500,000 4,500,000
Net Loss Per Share $ (*) $ (*)
============ ===========
*Less than $0.01 Per Share.
</TABLE>
See accountant's review report.
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<TABLE>
GENESIS COMPANIES GROUP, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
Indirect Method
(Unaudited)
<CAPTION>
For the December 22, 1988
Nine Month For the (Inception)
Period Ended Year Ended thru
September 30, December 31, September 30,
2000 1999 2000
------------ ------------ --------------
<S> <C> <C> <C>
Cash Flows From
Operating Activities:
Adjustments to reconcile net
loss to net cash used in
operating activities:
Net (Loss) $ (9,008) $ (9,901) $ (55,266)
Changes in assets and
liabilities:
Increase in
Accounts Payables 8,908 7,156 25,364
Increase in Short-term
Borrowings - Shareholder 100 2,745 16,402
------------ ----------- -------------
9,008 9,901 41,766
------------ ----------- -------------
Net Cash Used in
Operating Activities 0 0 (13,500)
Cash Flows From
Financing Activities:
Issuance of Common Stock 0 0 13,500
------------ ----------- -------------
Net Cash Provided By
Financing Activities 0 0 13,500
------------ ----------- -------------
Increase (Decrease) in Cash 0 0 0
Cash and Cash Equivalents -
Beginning of Period 0 0 0
------------ ----------- -------------
Cash and Cash Equivalents -
End of Period $ 0 $ 0 $ 0
============ =========== =============
Supplemental Cash
Flow Information:
Interest paid $ 0 $ 0 $ 0
============ =========== =============
Taxes paid $ 0 $ 0 $ 0
============ =========== =============
</TABLE>
See accountant's review report.
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GENESIS COMPANIES GROUP, INC.
NOTES TO FINANCIAL STATEMENTS
1. Presentation of Interim Information
In the opinion of management of Genesis Companies Group, Inc., the
accompanying unaudited financial statements include all normal
adjustments considered necessary to present fairly the financial
position as of September 30, 2000, and the results of operations for
the three months and nine months ended September 30, 2000 and 1999, and
cash flows for the nine months ended September 30, 2000. Interim
results are not necessarily indicative of results for a full year.
The financial statements and notes are presented as permitted by Form
10- QSB, and do not contain certain information included in the
Company's unaudited financial statements and notes for the fiscal year
ended December 31, 1999.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
GENESIS COMPANIES GROUP, INC.
(Registrant)
Dated: November 10, 2000
By: s/Wm. Ernest Simmons
---------------------------------
Wm. Ernest Simmons
President
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GENESIS COMPANIES GROUP, INC.
EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
FOR THE QUARTER ENDED SEPTEMBER 30, 2000
EXHIBITS Page No.
EX-27 Financial Data Schedule.............................................14
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