10QSB 1 0001.txt JUNE 2000 10-QSB SPM GROUP, INC. 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: June 30, 2000 ( ) 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: 0-9410 SPM GROUP, INC. (Exact name of registrant as specified in charter) Colorado 83-0233011 (State or other jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 5882 South 900 East, Suite 202, Salt Lake City, UT 84121 (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: 801 269-9500 Not Applicable (Former name, address and 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 registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. (1) Yes [X] No [ ] (2) Yes [X] No [ ] APPLICABLE ONLY TO CORPORATE REGISTRANTS State the number of shares outstanding of each of the issuer's classes of common equity, as of July 31 2000: 179,619 shares of common stock 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 [ ] Transitional Small Business Format: Yes [ ] No [X] Documents incorporated by reference: None PART I - FINANCIAL INFORMATION 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. [Letterhead] Board of Directors SPM Group, Inc. (A Development Stage Company) I have reviewed the accompanying balance sheets of SPM Group, Inc. as of June 30, 2000 and for the three and six month periods then ended. These financial statements are the responsibility of the Company's management. I conducted my review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financials 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 auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, I do not express such an opinion. Based on my review, I am 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. /s/ Schvaneveldt & Company Salt Lake City, Utah 84111 August 15, 2000 SPM Group, Inc. ( Development Stage Company ) BALANCE SHEETS June 30, 2000 (Unaudited) and December 31, 1999
June 30 Dec 31, 2000 1999 ------- ------- ASSETS CURRENT ASSETS Cash $ - $ - -------- -------- Total Current Assets $ - $ - ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES $ - $ - ------- -------- Total Current Liabilities - - ------- -------- STOCKHOLDERS' EQUITY Common stock 100,000,000 shares authorized, at no par value; 176,619 and 43,861,858 issued & Outstanding respectively 5,638,986 5,607,486 Deficit accumulated (5,638,986) (5,607,486) --------- --------- Total Stockholders' Equity (Deficiency) $ - $ - -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ - ======== ========
See Accountant's Review Letter and Accompanying Notes SPM Group, Inc. ( Development Stage Company ) STATEMENTS OF OPERATIONS (Unaudited) For the Three and Six Month Periods Ended June 30, 2000 & 1999
Three Months Six Months Ended Ended Jun 30, Jun 30, Jun 30 Jun 30 2000 1999 2000 1999 -------- -------- -------- -------- REVENUE $ - $ - $ - $ - EXPENSES General & Admin. Expenses - - 31,500 - ------ ------ ------ ------ Total Expenses - - 31,500 - ------ ------ ------ ------ Net Loss $ - $ - $(31,500) $ - ====== ====== ======= ====== Basic Net Loss Per Share $( 0.00) $( 0.00) $ (0.00) $ (0.00) Diluted Net Loss Per Share $( 0.00) $( 0.00) $ (0.00) $ (0.00) Weighted Average Shares Outstanding 176,619 43,861,858 176,619 43,861,858
See Accountant's Review Letter and Accompanying Notes SPM Group, Inc. ( Development Stage Company ) STATEMENT OF CASH FLOWS (Unaudited) For the Six Month Periods Ended June 30, 2000 & 1999
Jun 30, Jun 30, 2000 1999 ------- ------- CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $(31,500) $ - Adjustments to reconcile net loss to net cash provided by operating activities: Non Cash Expenses 31,500 - ------ ----- Cash Provided from Operating Activities - - ------ ----- CASH FLOWS FROM INVESTING ACTIVITIES - - ------ ----- CASH FLOWS FROM FINANCING ACTIVITIES - - ------ ----- Net Increase (Decrease) in Cash - - Cash at Beginning of Period - - ------ ----- Cash at End of Period $ - $ - ====== ====== NON CASH EXPENSES Interest $ - $ - Taxes $ - $ -
See Accountant's Review Letter and Accompanying Notes SPM Group, Inc. ( Development Stage Company ) NOTES TO FINANCIAL STATEMENTS NOTE 1. ORGANIZATION SPM Group, Inc. was incorporated on May 1, 1978, under the laws of the state of Colorado. In 1991, SPM Group, Inc. ceased operations and was considered to be a development stage company effective January 1, 1992. NOTE 2. SIGNIFICANT ACCOUNTING POLICIES A. The Company uses the accrual method of accounting. B. Revenues and directly related expenses are recognized in the period when the goods are shipped to the customer. C. The Company considers all short term, highly liquid investments that are readily convertible, within three months, to known amounts as cash equivalents. The Company currently has no cash equivalents. D. Basic Earnings Per Share are computed by dividing income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted Earnings Per Share shall be computed by including contingently issuable shares with the weighted average shares outstanding during the period. When inclusion of the contingently issuable shares would have an antidilutive effect upon earnings per share no diluted earnings per share shall be presented. E. Inventories: Inventories are stated at the lower of cost, determined by the FIFO method or market. F. Depreciation: The cost of property and equipment is depreciated over the estimated useful lives of the related assets. The cost of leasehold improvements is amortized over the lesser of the length of the lease of the related assets or the estimated lives of the assets. Depreciation and amortization are computed on the straight line method. G. Estimates: The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. NOTE 3. Income Taxes The Company has adopted Statements of Financial Accounting Standards No. 109, Accounting for Income Taxes. The Company had net operating losses Of approximately $6,400,000 which expire through 2007. In 2000, there was a significant change in control of the ownership of the Company which will prohibit the use of net operating losses sustained by the Company in prior years. NOTE 4. Stockholders' Equity Common Stock: SPM Group, Inc. has authority to issue 100,000,000 shares of common stock at no par value. Retained Earnings: From inception to June 30, 2000, SPM Group, Inc. incurred losses of $5,638,986. In 1991, the Company ceased operations and became a development stage company. In 1992, the Company incurred minimal operating costs, sustaining a net loss of $1,550. In 1993, all remaining debts of the Company were assumed by corporate officers or settled at no cost to the Company and are reported as gains from extinguishment of debts. NOTE 5. GOING CONCERN The Company currently has no assets or operations from which it can provide operating capital. Under new management in 2000 the Company seeks to acquire or merge with an operating entity that can provide capital and managerial leadership to enable it to continue in existence. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION The Company has $-0- cash on hand and did not generate any revenue during the quarterly period ended June 30, 2000. The Company has no material commitments for capital expenditures for the next twelve months. The Company believes that its current cash needs can be met with cash advances from officers and directors of the Company for at least the next twelve months. However, should the Company obtain a business opportunity, it may be necessary to raise additional capital. This may be accomplished by loans from the principals of the Company, debt financing, equity financing or a combination of financing options. Part II - Other Information Changes in Securities and Use of Proceeds: On June 19, 2000, the Company effected a one for 5000 reverse split of its common stock while retaining the current authorized capital and par value, provided however, that no stockholder of record currently owning 100 or more shares shall be reduced to less than 100 shares as a result of the reverse split, on a per stock certificate basis, and that no person owning less than 100 shares shall be affected by the reverse split. Exhibits and Reports on Form 8-K. Reports on Form 8-K: No reports on Form 8-K were filed by the Company during the quarter ended June 30, 2000. Exhibits: Included only with the electronic filing of this report is the Financial Data Schedule for the Six month period ended June 30, 2000 (Exhibit ref. No. 27). SIGNATURES In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SPM Group, Inc. Date: August 15, 2000 By /s/ John Chymboryk ---------------------- John Chymboyk, President Date: August 15, 2000 By /s/ Kip Eardley ---------------------- Kip Eardley, Vice President