U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the quarterly period ended September 30, 2000
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the transition period from to
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COMMISSION FILE NUMBER 0-20297
HIBSHMAN OPTICAL CORP.
(Exact Name of Small Business Issuer as Specified in Its Charter)
New Jersey 88-0284402
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
266 Cedar Street, Cedar Grove, New Jersey 07009
(Address of Principal executive offices)
(973) 239-2952
(Issuer's telephone number, including area code)
(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 Exchange Act during the past 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.
Yes [X[ No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of November 15, 2000: 10,088,235 shares
----------------- ----------
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [X]
<PAGE>
HIBSHMAN OPTICAL CORP.
(A Development Stage Company)
TABLE OF CONTENTS
PART I PAGE
ITEM 1 - FINANCIAL INFORMATION (UNAUDITED)
Hibshman Optical Corp.
Consolidated Balance Sheets as of
September 30, 2000 and December 31, 1999................... 3
Consolidated Statements of Operations
for the three and nine-month periods
ended September 30, 2000 and 1999.......................... 4
Consolidated Statements of Cash Flows
for the nine-month periods
ended September 30, 2000 and 1999.......................... 5
Notes to Financial Statements (unaudited)...................... 6
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS................ 7
PART II
Item 1 - Legal Proceedings........................................... 9
Item 2 - Changes in Securities and Use of Proceeds................... 9
Item 3 - Defaults Upon Senior Securities............................. 9
Item 4 - Submission of Matters to a Vote of Security Holders......... 9
Item 6 - Exhibits and Reports on Form 8-K............................ 9
2
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HIBSHMAN OPTICAL CORPORATION
BALANCE SHEETS
September 30, December 31,
2000 1999
------------- -------------
ASSETS (Unaudited) (Audited)
Current Assets:
Cash and cash equivalents $ 55,001 $ 52,887
------------- -------------
$ 55,001 $ 52,887
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
Accounts payable and accrued
expenses $ 10,263 $ 4,263
Convertible notes payable 50,000 50,000
------------- -------------
Total Current Liabilities 60,263 54,263
------------- -------------
Stockholders' Equity (Deficit):
Common stock, $.001 par value, 100,000,000
shares authorized, 10,088,235 shares issued
and outstanding 10,088 10,088
Additional paid-in-capital 19,912 19,912
Retained earnings (deficit) (35,262) (31,376)
------------- -------------
Total Stockholders' Equity (Deficit) (5,262) (1,376)
------------- -------------
$ 55,001 $ 52,887
============= =============
3
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<TABLE>
<CAPTION>
HIBSHMAN OPTICAL CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Three Months Ended For the Nine Months Ended
September 30, September 30,
------------------------ ------------------------
2000 1999 2000 1999
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Revenues $ -- $ -- $ -- $ --
Cost of Revenues -- -- -- --
---------- ---------- ---------- ----------
Gross Profit -- -- -- --
Other Costs:
General and administrative
Expenses 2,250 3,000 3,000 3,000
---------- ---------- ---------- ----------
Total Other Costs 2,250 3,000 3,000 3,000
Other Income and Expense:
Interest income (expense) (286) (315) (886) (994)
---------- ---------- ---------- ----------
Net Loss before Income Taxes (2,536) (3,315) (3,886) (3,994)
Income Taxes -- -- -- --
---------- ---------- ---------- ----------
Net Loss $ (2,536) $ (3,315) $ (3,886) $ (3,994)
========== ========== ========== ==========
Earnings (Loss) per Share:
Basic loss per common share $ -- $ -- $ -- $ --
========== ========== ========== ==========
Diluted loss per common share$ -- $ -- $ -- $ --
========== ========== ========== ==========
Basic common shares outstanding 10,088,325 10,088,325 10,088,325 10,088,325
========== ========== ========== ==========
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
HIBSHMAN OPTICAL CORPORATION
STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Nine Months Ended
September 30,
------------------------------
2000 1999
------------- -------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net loss $ (3,886) $ (3,994)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Increase in accounts payable and accrued
expenses 6,000 6,000
------------- -------------
Net cash provided by operating activities 2,114 2,006
------------- -------------
Net Increase in Cash and Cash Equivalents 2,114 2,006
Cash and Cash Equivalents, beginning of period 52,887 50,188
------------- -------------
Cash and Cash Equivalents, end of period $ 55,001 $ 52,194
============= =============
Supplemental Disclosures of Cash Flow Information:
Amounts paid during the period for:
Interest $ -- $ --
============= =============
Taxes $ -- $ --
============= =============
</TABLE>
5
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HIBSHMAN OPTICAL CORPORATION
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
NOTE 1
------
Hibshman Optical Corporation (formerly known as Fianza Commercial Corp.) and
hereinafter referred to as the "Company" was formed in 1991 as a subsidiary of
People Ridesharing Systems, Inc. ("PRS"), a company that filed for
reorganization under Chapter 11 of the Bankruptcy Act. As a result of an
arrangement with the Bankruptcy Court and PRS, ownership in the Company was to
be provided to the creditors and stockholders of PRS who received ten percent
and five percent, respectively, of the outstanding stock of the Company upon the
sale of the Company and in contemplation of a merger. In addition, the Company
sold eighty-five percent of the Company's stock to nonaffiliated parties.
NOTE 2
------
The December 31, 1999 balance sheet data was derived from audited financial
statements but does not include all disclosures required by generally accepted
accounting principles. In the opinion of management, the accompanying unaudited
financial statements contain all adjustments necessary to present fairly the
financial position as of September 30, 2000, the results of operations for the
three and nine months ended September 30, 2000 and1999 and the cash flows for
the nine months ended September 30, 2000 and 1999.
The statements of operations for the three and nine months ended September 30,
2000 and 1999 are not necessarily indicative of results for the full year.
While the Company believes that the disclosures presented are adequate to make
the information not misleading, these financial statements should be read in
conjunction with the financial statements and accompanying notes included in the
Company's Annual Report for the fiscal year ended December 31, 1999 filed as
part of the Company's filing on Form 10-SB.
NOTE 3
------
Earnings per share are based on the weighted average number of common shares
outstanding including common stock equivalents.
6
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS
The following is management's discussion and analysis of significant
factors which have affected the Company's financial position and operations
during the three and nine month periods ended September 30, 2000. This
discussion also includes events which occurred subsequent to the end of the
period and contains both historical and forward- looking statements. When used
in this discussion, the words "expect(s)", "feel(s)","believe(s)", "will",
"may", "anticipate(s)" "intend(s)" and similar expressions are intended to
identify forward-looking statements. Such statements are subject to certain
risks and uncertainties, which could cause actual results to differ materially
from those projected.
The Company's purpose is to seek, investigate and, if such
investigation warrants, acquire an interest in a business entity presented to it
by persons or firms who or which desire to seek the perceived advantages of a
corporation which has a class of securities registered under the Exchange Act.
The Company will not restrict its search to any specific business, industry, or
geographical location and the Company may participate in a business venture of
virtually any kind or nature. This discussion of the proposed business is not
meant to be restrictive of the Company's broad discretion to search for and
enter into potential business opportunities. Management anticipates that it will
be able to participate in only one potential business venture in the near future
because the Company has nominal assets and limited financial resources. See
"FINANCIAL STATEMENTS." This lack of diversification should be considered a
substantial risk to the shareholders of the Company because it will not permit
the Company to offset potential losses from one venture against gains from
another.
The Company may seek a business opportunity with an entity which has
recently commenced operations, or which wishes to utilize the public marketplace
in order to raise additional capital to expand into new products or markets, to
develop a new product or service, or for other corporate purposes. The Company
may acquire assets and establish wholly-owned subsidiaries in various businesses
or acquire existing businesses as subsidiaries.
The Company anticipates that the selection of a business opportunity in
which to participate will be complex and extremely risky. Management believes
(but has not conducted any research to confirm) that there are business entities
seeking the perceived benefits of a publicly registered corporation. Such
perceived benefits may include facilitating or improving the terms on which
additional equity financing may be sought, providing liquidity for incentive
stock options or similar benefits to key employees, increasing the opportunity
to use securities for acquisitions, providing liquidity for shareholders and
other factors. Business opportunities may be available in many different
industries and at various stages of development, all of which will make the task
of comparative investigation and analysis of such business opportunities
difficult and complex.
7
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company has, and will continue to have, very limited to no capital
with which to provide the owners of business opportunities with any cash or
other assets. However, management believes the Company will be able to offer
owners of acquisition candidates the opportunity to acquire a controlling
ownership interest in a publicly registered company without incurring the cost
and time required to conduct an initial public offering. Management has not
conducted market research and is not aware of statistical data to support the
perceived benefits of a merger or acquisition transaction for the owners of a
business opportunity.
As of September 30, 2000, the Company had total assets of $55,001 as
compared to $52,887 at December 31, 1999 reflecting a decrease of $2,114. As of
September 30, 2000, the Company had total liabilities of $60,263 as compared to
$54,263 at December 31, 1999, reflecting an increase in liabilities of $6,000.
Reflecting the foregoing, the financial statements indicate that at September
30, 2000, the Company had a working capital deficit (current assets minus
current liabilities) of ($5,262) and at December 31, 1999, the Company had a
working capital deficit of ($1,376).
In the event that the Company needs any additional funds for operating
capital or for costs in connection with searching for or completing an
acquisition or merger, management contemplates that it will seek to issue
additional shares of the Company. There is no fixed minimum or maximum amount
that management will raise in connection with such an issuance. The Company does
not intend to borrow any funds to make any payments to the Company's promoters,
management or their affiliates or associates.
RESULTS OF OPERATIONS
The Company is presently in the very early stages of seeking an
interest in a business entity. Unless and until the Company successfully
indentifies and acquires an interest in a business entity, it will continue to
generate no revenues from operations. Except for the foregoing, the Company has
never engaged in any significant business activities.
The financial statements which are included in this Report reflect
total general and administrative expenses of $2,250 for the three-month period
ended September 30, 2000 versus $3,000 for the analogous three-month period
ended September 30, 1999, reflecting a decrease of $750.
The Company has never commenced its proposed operations and therefore,
has generated no revenues there from.
8
<PAGE>
PART II
OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
The Company is unaware of any other pending or threatened legal
proceedings to which the Company is a party or of which any of its assets is the
subject.
ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS
The total number of shares of Common Stock issued and outstanding as of
September 30, 2000 was 10,088,235.
No new shares were issued during the three months ended September 30,
2000.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
Not applicable.
9
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
HIBSHMAN OPTICAL CORP.
Date: November 28, 2000 By: /s/ PASQUALE CATIZONE
----------------------------
Pasquale Catizone, President
Date: November 28, 2000 By: /s/ CARMINE CATIZONE
----------------------------
Carmine Catizone, Treasurer and
Chief Financial and Accounting Officer
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