10QSB 1 doc1.txt U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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, 2003 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-25809 SICLONE INDUSTRIES, INC. (Exact name of small business issuer as specified in its charter) NEVADA 87-0429748 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 6269 JAMESTOWN COURT, SALT LAKE CITY, UTAH 84121 (Address of principal executive offices) 801-566-6627 (Issuer's telephone number) NOT APPLICABLE (Former name, address and fiscal year, if changed since last report) Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 [ ] APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS: State the number of shares outstanding of each of the issuer's classes of common equity, as of March 31, 2003: 23,810,000 shares of common stock, $.001 par value. Transitional Small Business Format: Yes [ ] No [ X ]

FORM 10-QSB SICLONE INDUSTRIES, INC. MARCH 31, 2003 INDEX Page PART I.. Financial Information Item 1. Unaudited Financial Statements 3 Balance Sheets March 31, 2003 and December 31, 2001 4 Statements of Operations (unaudited) for the Three Months and Nine Months Ended March 31, 2003 and 2001, and for the Period from Inception on November 1, 1985 through March 31, 2003 5 Statement of Stockholders Equity (Deficit) 6 Statements of Cash Flows (unaudited) for the Three Months and Nine Months Ended March 31, 2003 and 2001, and from the Period from Inception on November 1, 1985 through March 31,2003 10 Notes to Financial Statements 11 Item 2. Management's Discussion and Analysis of Financial Condition 12 Item 3. Controls and Procedures 13 PART II. Other Information Item 6. Exhibits and Reports on Form 8-K 14 Signatures 14

(Inapplicable items have been omitted) 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) In the opinion of management, the accompanying unaudited financial statements included in this Form 10-QSB reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. 3

SICLONE INDUSTRIES, INC. (A Development Stage Company) Balance Sheet ASSETS ------ March 31, December 31, 2003 2002 ----------- -------------- (Unaudited) CURRENT ASSETS Cash . . . . . . . . . . . . . . . . . . . . . . . . $ 209 $ 209 ----------- -------------- Total Current Assets. . . . . . . . . . . . . . . 209 209 ----------- -------------- TOTAL ASSETS. . . . . . . . . . . . . . . . . . . $ 209 $ 209 =========== ============== LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) ------------------------------------------------------ CURRENT LIABILITIES Accounts payable - related party . . . . . . . . . . $ 21,712 $ 21,712 Accrued interest - related party . . . . . . . . . . 2,414 1,871 Accounts payable . . . . . . . . . . . . . . . . . . 1,623 - ----------- -------------- Total Current Liabilities. . . . . . . . . . . . 25,749 23,583 ----------- -------------- STOCKHOLDERS' EQUITY (DEFICIT) Preferred stock: 5,000,000 shares authorized at $0.001 par value; -0- shares issued and outstanding. - - Common stock: 30,000,000 shares authorized at $0.001 par value; 23,810,000 shares issued and outstanding. . . . . . . . . . . . . . . . . . . . . 23,810 23,810 Additional paid-in capital . . . . . . . . . . . . . 583,693 583,693 Deficit accumulated during the development stage . . (633,043) (630,877) ----------- -------------- Total Stockholders' Equity (Deficit). . . . . . . (25,540) (23,374) ----------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT). . . . . . . . . . . . . . . . . . . . . $ 209 $ 209 =========== ==============

The accompanying notes are an integral part of these financial statements 4

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Operations (Unaudited) From Inception on For the Three November 1, Months Ended 1985 through March 31, March 31, 2003 2002 2003 -------- -------- ------------ REVENUES . . . . . . . $ - $ - $ - EXPENSES . . . . . . . (2,166) (1,998) (37,540) LOSS FROM DISCONTINUED OPERATIONS. . . . . . - - (595,503) -------- -------- ------------ NET LOSS . . . . . . . $(2,166) $(1,998) $(633,043) ======== ======== ============ BASIC LOSS PER SHARE . $ (0.00) $ (0.00) ======== ========

The accompanying notes are an integral part of these financial statements 5

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Stockholders' Equity (Deficit) Deficit Accumulated Additional During the Common Stock Paid-in Development --------------------------- Shares Amount Capital Stage ------------- ------------ ------------- ----------- Balance, November 1, 1985. . . - $ - $ - $ - Issuance of 500,000 shares of common stock to Officers and Directors for cash on November 1, 1985 at $0.02 per share . . . . . . . 500,000 500 9,500 - Cancellation of 140,000 shares on February 7, 1986. . (140,000) (140) 140 - Cancellation of 300,000 shares on October 1, 1986. . . . . . (300,000) (300) 300 - Issuance of 1,000,000 shares of common stock to the public offered March 26, 1986 at $0.10 per share . . . . . . . 1,000,000 1,000 99,000 - Deferred offering costs offset against additional paid-in capital . . . . . . . - - (18,678) - Issuance of 10,700,000 shares of common stock October 10, 1986 at $0.05 per share . . . . . . . . . . 10,700,000 10,700 483,251 - Issuance of 50,000 shares for promotional services at $0.001 per share. . . . . . . 50,000 50 - - Accumulated losses from formation on November 1, 1985 through December 31, 1987 . . - - - (502,196) ------------- ------------ ------------- ----------- Balance, December 31, 1987 . . 11,810,000 $ 11,810 $ 573,513 $(502,196) ------------- ------------ ------------- -----------

The accompanying notes are an integral part of these financial statements 6

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Stockholders' Equity (Deficit) (Continued) Deficit Accumulated Additional During the Common Stock Paid-in Development ------------------------- Shares Amount Capital Stage ------------ ----------- ------------ ----------- Balance, December 31, 1987. . . 11,810,000 $ 11,810 $ 573,513 $(502,196) Net loss for the year ended December 31, 1988 . . . . . . - - - (92,783) ------------ ----------- ------------ ----------- Balance, December 31, 1988. . . 11,810,000 11,810 573,513 (594,979) Cash contributed to additional paid-in capital. . . . . . . . - - 10,180 - Net loss for the year ended December 31, 1989 . . . . . . - - - (524) ------------ ----------- ------------ ----------- Balance, December 31, 1989. . . 11,810,000 11,810 583,693 (595,503) Net loss for the year ended December 31, 1990 . . . . . . - - - - ------------ ----------- ------------ ----------- Balance, December 31, 1990. . . 11,810,000 11,810 583,693 (595,503) Net loss for the year ended December 31, 1991 . . . . . . - - - (758) ------------ ----------- ------------ ----------- Balance, December 31, 1991. . . 11,810,000 $ 11,810 $ 583,693 $(596,261) Net loss for the year ended December 31, 1992 . . . . . . - - - (651) ------------ ----------- ------------ ----------- Balance, December 31, 1992. . . 11,810,000 11,810 583,693 (596,912) Issuance of 1,000,000 shares of common stock to officer for cash June 7, 1993 at $0.001 per share. . . . . . . . . . . 1,000,000 1,000 - - Net loss for the year ended December 31, 1993 . . . . . . - - - (2,513) ------------ ----------- ------------ ----------- Balance, December 31, 1993. . . 12,810,000 12,810 583,693 (599,425) ------------ ----------- ------------ -----------

The accompanying notes are an integral part of these financial statements 7

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Stockholders' Equity (Deficit) (Continued) Deficit Accumulated Additional During the Common Stock Paid-in Development ------------------------- Shares Amount Capital Stage ------------ ----------- ------------ ----------- Balance, December 31, 1993. . . 12,810,000 $ 12,810 $ 583,693 $(599,425) Net loss for the year ended December 31, 1994. . . . . . . - - - - ------------ ----------- ------------ ----------- Balance, December 31, 1994. . . 12,810,000 12,810 583,693 (599,425) Issuance of 11,000,000 shares of common stock to officer for cash at $0.001 per share . . . 11,000,000 11,000 - - Net loss for the year ended December 31, 1995. . . . . . . - - - (438) ------------ ----------- ------------ ----------- Balance, December 31, 1995. . . 23,810,000 23,810 583,693 (599,863) Net loss for the year ended December 31, 1996. . . . . . . - - - (1,256) ------------ ----------- ------------ ----------- Balance, December 31, 1996. . . 23,810,000 23,810 583,693 (601,119) Net loss for the year ended December 31, 1997. . . . . . . - - - (1,373) ------------ ----------- ------------ ----------- Balance, December 31, 1997. . . 23,810,000 23,810 583,693 (602,492) Net loss for the year ended December 31, 1998. . . . . . . - - - (770) ------------ ----------- ------------ ----------- Balance, December 31, 1998. . . 23,810,000 23,810 583,693 (603,262) Net loss for the year ended December 31, 1999. . . . . . . - - - (9,343) ------------ ----------- ------------ ----------- Balance, December 31, 1999. . . 23,810,000 23,810 583,693 (612,605) Net loss for the year ended December 31, 2000 . . . . . . - - - (5,451) ------------ ----------- ------------ ----------- Balance, December 31, 2000. . . 23,810,000 $ 23,810 $ 583,693 $(618,056) ------------ ----------- ------------ -----------

The accompanying notes are an integral part of these financial statements 8

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Stockholders' Equity (Deficit) (Continued) Deficit Accumulated Additional During the Common Stock Paid-in Development ------------------------- Shares Amount Capital Stage ------------ ----------- ------------ ----------- Balance, December 31, 2000 . . 23,810,000 $ 23,810 $ 583,693 $(618,056) Net loss for the year ended December 31, 2001. . . . . . - - - (4,959) ------------ ----------- ------------ ----------- Balance, December 31, 2001 . . 23,810,000 23,810 583,693 (623,015) Net loss for the year ended December 31, 2002 . . . . . . - - - (7,862) ------------ ----------- ------------ ----------- Balance, December 31, 2002 . . 23,810,000 23,810 583,693 (630,877) Net loss for the three months ended March 31, 2003 (unaudited) . . . . . . . . . - - - (2,166) ------------ ----------- ------------ ----------- Balance, March 31, 2003 (unaudited) . . . . . . . . . 23,810,000 $ 23,810 $ 583,693 $(633,043) ============ =========== ============ ===========

The accompanying notes are an integral part of these financial statements 9

SICLONE INDUSTRIES, INC. (A Development Stage Company) Statements of Cash Flows (Unaudited) From Inception on November 1, For the Three Months Ended 1985 through March 31, March 31, 2003 2002 2003 -------------- ------------- ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net loss. . . . . . . . . . . . . . . . . . $ (2,166) $ (1,998) $(633,043) Adjustments to reconcile net loss to net cash provided used by operating activities: Shares issued for services . . . . . . . . - - 50 Changes in operating assets and liabilities: Increase (decrease) in accounts payable. . 1,623 1,998 1,623 Increase in accrued interest related party 543 - 2,414 -------------- ------------- ------------ Net Cash Used by Operating Activities . . - - (628,956) -------------- ------------- ------------ CASH FLOWS FROM INVESTING ACTIVITIES: . . . . . . . . . . . . . . . . . - - - -------------- ------------- ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from related parties. . . . . . . . - - 21,712 Additional capital contributed . . . . . . . - - 10,180 Stock offering costs . . . . . . . . . . . . - - (18,678) Issuance of common stock for cash. . . . . . - - 615,951 -------------- ------------- ------------ Net Cash Provided by Financing Activities - - 629,165 -------------- ------------- ------------ INCREASE (DECREASE) IN CASH. . . . . . . . . . - - 209 CASH AT BEGINNING OF PERIOD. . . . . . . . . . 209 347 - -------------- ------------- ------------ CASH AT END OF PERIOD. . . . . . . . . . . . . $ 209 $ 347 $ 209 ============== ============= ============ CASH PAID FOR Interest . . . . . . . . . . . . . . . . . . $ - $ - $ - Income taxes . . . . . . . . . . . . . . . . $ - $ - $ - SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES: Common stock issued for services . . . . . . $ - $ - $ 50

The accompanying notes are an integral part of these financial statements 10 SICLONE INDUSTRIES, INC. (A Development Stage Company) Notes to Financial Statements March 31, 2003 and December 31, 2002 NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared by the Company 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 in accordance with such rules and regulations. The information furnished in the interim condensed consolidated financial statements include normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed consolidated financial statements be read in conjunction with the Company's most recent audited financial statements and notes thereto included in its December 31, 2002 Annual Report on Form 10-KSB. Operating results for the three months ended March 31, 2003 are not necessarily indicative of the results that may be expected for the year ending December 31, 2003. NOTE 2 - GOING CONCERN The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has little cash and has experienced losses from inception. Without realization of additional adequate financing, it would be unlikely for the Company to pursue and realize its objectives. The Company intends to seek a merger with an existing operating company. In the interim, an officer of the Company has committed to meeting its operating expenses. 11 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION FORWARD-LOOKING STATEMENT NOTICE When used in this report, the words "may," "will," "expect," "anticipate," "continue," "estimate," "project," "intend," and similar expressions are intended to identify forward-looking statements within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934 regarding events, conditions, and financial trends that may affect the Company's future plans of operations, business strategy, operating results, and financial position. Persons reviewing this report are cautioned that any forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties and that actual results may differ materially from those included within the forward-looking statements as a result of various factors. Such factors are discussed under the Management's Discussion and Analysis of Financial Condition or Plan of Operation, and also include general economic factors and conditions that may directly or indirectly impact the Company's financial condition or results of operations. DESCRIPTION OF BUSINESS. Siclone Industries, Inc., ("Siclone" or the "Company") was originally incorporated in Delaware on November 1, 1985 as McKinnely Investments, Inc. The company changed its name to Accoline Industries, Inc. on November 5, 1986 and again changed its name to Siclone Industries, Inc. on May 24, 1988. The Company has not had active business operations since its inception and is considered a development stage company. In 1993, the Company entered into an agreement with Bradley S. Shepherd in which Mr. Shepherd agreed to become an officer and director of the Company and use his best efforts to organize and update the books and records of the Corporation and seek business opportunities for acquisition or participation by the Company. The Company intends to seek, investigate, and if warranted, acquire an interest in a business opportunity. The Company does not propose to restrict its search for a business opportunity to any particular industry or geographical area and may, therefore, engage in essentially any business in any industry. The Company has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors. The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that the Company will be able to identify and acquire any business opportunity which will ultimately prove to be beneficial to the Company and its shareholders. The activities of the Company are subject to several significant risks which arise primarily as a result of the fact that the Company has no specific business and may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without the consent, vote, or approval of the Company's shareholders. THREE MONTH PERIODS ENDED MARCH 31, 2003 AND 2002 The Company had no revenue from continuing operations for the three month periods ended March 31, 2003 and 2002. 12 Expenses for the three months ended March 31, 2003 were $2,166 compared to expenses of $1,998 during the first three months of 2002. Expenses during both periods consisted of general corporate administration, legal and professional expenses, and accounting and auditing costs. As a result of the foregoing factors, Siclone realized a net loss of $2,166 for the three months ended March 31, 2003 and a net loss of $1,998 for the comparable period in 2002. LIQUIDITY AND CAPITAL RESOURCES At March 31, 2003, total assets consisted of $209 in cash compared to assets of $209 in cash at December 31, 2002. Total current liabilities at March 31, 2003 were $25,749 consisting of $21,712 in accounts payable to a related party, $2,414 in accrued expenses and $1,623 in other accounts payable. Liabilities at December 31, 2002 consisted of $21,712 payable to a related party and $1,871 in accrued interest. In the past, Siclone has primarily relied on advances from officers to cover operating costs. Management anticipates that Siclone will receive sufficient advances from its current president to meet its needs through the next 12 months. However, there can be no assurances to that effect. Our need for capital may change dramatically if we acquire an interest in a business opportunity during the coming months. Should we require additional capital, we may seek additional advances from officers, sell equity of the Company or find other forms of debt financing. Our current operating plan is to handle our administrative and reporting requirements as a public company, and continue searching for potential businesses, products, technologies and companies for acquisition. At present, we have no understandings, commitments or agreements with respect to the acquisition of any business venture, and there can be no assurance that we will identify a business venture suitable for acquisition in the future. Further, there can be no assurance that we will be successful in consummating any acquisition on favorable terms or that we will be able to profitably manage any business venture we acquire. ITEM 3. CONTROLS AND PROCEDURES Within the 90-day period prior to the date of this report, we evaluated the effectiveness and operation of our disclosure controls and procedures pursuant to Rule 13a-14 of the Securities Exchange Act of 1934. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective. There have been no significant changes in internal controls or other factors that could significantly affect internal controls subsequent to the date we carried out our evaluation. 13 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

EXHIBIT NUMBER TITLE LOCATION 99.1 Certification of Chief Executive Officer and Chief Financial Officer Attached pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 99.2 Certification of Chief Executive Officer and Chief Financial Officer Attached pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

REPORTS ON FORM 8-K: No reports on Form 8-K were filed by the Company during the quarter ended March 31, 2003. SIGNATURES In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SICLONE INDUSTRIES, INC. Date: May 14, 2003 By: /s/Bradley S. Shepherd ----------------------------------------- Bradley S. Shepherd President and Chief Financial Officer 14