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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended March 31, 1997
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act
of 1934 For the transition period from to
Commission File Number 33-55254-24
EGRET, INC.
(Exact name of Small Business Issuer as specified in its charter)
Nevada 87-0438635
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation)
1800 East Sahara Avenue, Suite 107
Las Vegas, Nevada 89104
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (702) 792-7449
Indicate by a 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 [ ] Yes [X] 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 July 31, 1997
- ------------------------------------ --------------------------------
$.001 par value Class A Common Stock 2,500,000 Shares
1
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
BASIS OF PRESENTATION
General
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB pursuant to the rules and regulations of
the Securities and Exchange Commission and, therefore, do not include all
information and footnotes necessary for a complete presentation of the financial
position, results of operations, cash flows, and stockholders' equity 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 three months ended March 31, 1997 are not necessarily
indicative of the results that can be expected for the year ending December 31,
1997.
Item 2.
Management's Discussion and Analysis of Financial Conditions 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.
During the quarter ended March 31, 1997, the Company received $550,000 which is
being held in escrow and has received a total of $1,000,000 prior to the filing
of this report. The money is to be used to acquire a potential business venture.
If a suitable business opportunity becomes available within the next year, the
Company will issue 400,000 shares of its restricted common stock at $2.50 per
share to convert the $1,000,000 to equity. If the business opportunity does not
become available the $1,000,000 will be returned to the investors.
During the quarter the Company lost $7,883. The expenses related to looking for
business opportunities.
As of August, 1997, 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, at which point the Company
would no longer be a viable corporation under Nevada law and would be unable to
function as a legal entity. Should management decide not to further pursue its
acquisition activities, management may abandon its activities and the shares of
the Company would become worthless. However, the Company's officers, directors
and major shareholder, have made an oral undertaking to make loans to the
Company in amounts sufficient to enable it
2
<PAGE>
to satisfy its reporting requirements and other obligations incumbent on it as a
public company, and to commence, on a limited basis, the process of
investigating possible merger and acquisition candidates. The Company's status
as a publicly-held corporation may enhance its ability to locate potential
business ventures. The loans will be interest free and are intended to be repaid
at a future date, if or when the Company shall have received sufficient funds
through any business acquisition. The loans are intended to provide for the
payment of filing fees, professional fees, printing and copying fees and other
miscellaneous fees.
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 many 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
99.1 Financial Statements as of March 31, 1997
27 Financial Data Summary
(b) Reports on Form 8-K
None.
3
<PAGE>
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.
EGRET, INC.
DATED: August 27, 1997 /s/ Pierre-Paul Lalonde
Pierre-Paul Lalonde, President and
Director
4
<PAGE>
EGRET, INC.
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
March 31,
1997
----------------------
ASSETS
CURRENT ASSETS
<S> <C>
Cash in bank $ 0
Prepaid expense 10,000
----------------------
TOTAL CURRENT ASSETS 10,000
OTHER ASSETS
Organization costs 0
0
----------------------
$ 10,000
======================
LIABILITIES & EQUITY
CURRENT LIABILITIES
Accounts payable - related parties $ 7,883
----------------------
TOTAL CURRENT LIABILITIES 7,883
STOCKHOLDERS' EQUITY
Common Stock $.001 par value:
Authorized - 100,000,000 shares
Issued and outstanding
2,500,000 shares 2,500
Additional paid-in capital 14,500
Deficit accumulated during the
development stage (14,883)
----------------------
TOTAL STOCKHOLDERS' EQUITY 2,117
----------------------
$ 10,000
======================
</TABLE>
F-1
<PAGE>
EGRET, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
Three Months Ended (Date of
March 31, inception) to
1997 1996 3/31/97
------------------ ----------------- -----------------------
<S> <C> <C> <C>
Net sales $ 0 $ 0 $ 0
Cost of sales 0 0 0
------------------ ----------------- -----------------------
GROSS PROFIT 0 0 0
General and administrative expenses 7,883 0 14,883
------------------ ----------------- -----------------------
NET LOSS $ (7,883) $ 0 $ (14,883)
================== ================= =======================
Net income (loss) per weighted
average share $ .00 $ .00
================== =================
Weighted average number of common
shares used to compute net income
(loss) per weighted average share 2,500,000 1,000,000
================== =================
</TABLE>
F-2
<PAGE>
EGRET, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During
Par Value $0.001 Paid-in Development
Shares Amount Capital Stage
-------------- -------------- ----------------- --------------
<S> <C> <C> <C> <C>
Balances at 4/16/86 (Date of inception) 0 $ 0 $ 0 $ 0
Issuance of common stock
(restricted) at $.002 per share
at 4/17/86 1,000,000 1,000 1,000
Net loss for period (1,950)
-------------- -------------- ----------------- --------------
Balances at 12/31/86 1,000,000 1,000 1,000 (1,950)
Net loss for year (10)
-------------- -------------- ----------------- --------------
Balances at 12/31/87 1,000,000 1,000 1,000 (1,960)
Net loss for year (10)
-------------- -------------- ----------------- --------------
Balances at 12/31/88 1,000,000 1,000 1,000 (1,970)
Net loss for year (10)
-------------- -------------- ----------------- --------------
Balances at 12/31/89 1,000,000 1,000 1,000 (1,980)
Net loss for year (10)
-------------- -------------- ----------------- --------------
Balances at 12/31/90 1,000,000 1,000 1,000 (1,990)
Net loss for year (10)
-------------- -------------- ----------------- --------------
Balances at 12/31/91 1,000,000 1,000 1,000 (2,000)
Net income for year 0
-------------- -------------- ----------------- --------------
Balances at 12/31/92 1,000,000 1,000 1,000 (2,000)
Net income for year 0
-------------- -------------- ----------------- --------------
Balances at 12/31/93 1,000,000 1,000 1,000 (2,000)
Net income for year 0
-------------- -------------- ----------------- --------------
Balances at 12/31/94 1,000,000 1,000 1,000 (2,000)
Net income for year 0
-------------- -------------- ----------------- --------------
Balances at 12/31/95 1,000,000 1,000 1,000 (2,000)
Issuance of common stock
(restricted) at $.01 per
share into escrow for services
from related parties
at 11/4/96 1,500,000 1,500 13,500
Net loss for year (5,000)
-------------- -------------- ----------------- --------------
Balances at 12/31/96 2,500,000 2,500 14,500 (7,000)
Net loss for period (7,883)
-------------- -------------- ----------------- --------------
Balances at 3/31/97 2,500,000 $ 2,500 $ 14,500 $ (14,883)
============== ============== ================= ==============
</TABLE>
F-3
<PAGE>
EGRET, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
4/16/86
(Date of
Three Months Ended March 31, Inception) to
1997 1996 3/31/97
--------------- --------------- ----------------
OPERATING ACTIVITIES
<S> <C> <C> <C>
Net (loss) $ (7,883) $ 0 $ (14,883)
Adjustments to reconcile net (loss) to cash used
by operating activities:
Stock issued for expenses 0 0 5,000
Amortization 0 0 50
Change in assets and liabilities:
Accounts payable 7,883 0 7,883
--------------- --------------- ----------------
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>
F-4
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Egret, Inc. March 31, 1997 financial statements and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000894533
<NAME> Egret, Inc.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10,000
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 10,000
<CURRENT-LIABILITIES> 7,883
<BONDS> 0
0
0
<COMMON> 2,500
<OTHER-SE> (383)
<TOTAL-LIABILITY-AND-EQUITY> 10,000
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 7,883
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (7,883)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,883)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7,883)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
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