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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934:
For the Quarterly Period ended June 30, 2002
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from __________________ to __________________
Commission file number 0-26919
CYBER MARK INTERNATIONAL CORP.
-----------------------------------
(Name of Small Business Issuer in Its Charter)
Nevada
N/A
(State or Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification No.)
7500 West Lake Mead Boulevard, Suite 9627
Las Vegas, Nevada 89128
(Address of Principal Executive Offices) (Zip Code)
Issuer's telephone number: (702) 683-3722
Indicate by check mark whether the registrant (1) has filed 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 registrant 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
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES ____ NO _____
APPLICABLE ONLY TO CORPORATE ISSUERS
As of June 30, 2002, 352,223,510 shares of the Issuer's Common Stock were outstanding.
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The Audited financial statements for the period ending June 30, 2002
CYBER MARK INTERNATIONAL CORP.
JUNE 30, 2002 and DECEMBER 31, 2001
FINANCIAL STATEMENTS
TABLE OF CONTENTS
Page Number
INDEPENDENT ACCOUNTANT'S REPORT
1
FINANCIAL STATEMENTS (POST-REORGANIZATION)
Balance sheets
2
Income statements
3
Statement of stockholders' equity
4
Statement of cash flows
5
Notes to the Financial Statements
6
David E. Coffey 3651 Lindell Road, Suite I, Las Vegas, Nevada 89103
CERTIFIED PUBLIC ACCOUNTANT Phone (702) 871-3979 FAX (702) 871-6769
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of Cyber mark International Corporation
Las Vegas, Nevada
I have audited the accompanying balance sheets of Cyber Mark International Corporation. as of June 30, 2002 and December 31, 2001 and the related statements of operations, cash flows, and changes in stockholders' equity for the years then ended, as well as the cumulative period from September 30, 2001 (date of reorganization) to June 30, 2002. These statements are the responsibility of Cyber Mark International Corporation's management. My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the accompanying financial statements present fairly, in all material respects, the financial position of Cyber Mark International Corporation as of June 30, 2002 and December 31, 2001 and the results of operations, cash flows, and changes in stockholders' equity for the cumulative period from September 30, 2001 in conformity with generally accepted accounting principles.
David E. Coffey, C. P. A.
Las Vegas, Nevada
August 5, 2002
CYBER MARK INTERNATIONAL CORP.
BALANCE SHEET (POST-REORGANIZATION)
JUNE 30, 2002 and DECEMBER 31, 2001
June 30,
2002
----------------
December 31,
2001
----------------
ASSETS
Cash
$
4,799
-------------------
$
373
--------------------
Total Assets
$
4,799
===========
$
373
===========
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable
$
4,672
----------------
$
4,475
-----------------
Total Liabilities
4,672
4,475
Stockholders' Equity
Common stock, authorized 500,000,000 shares
at $.0001 par value, issued and outstanding
352,223,510 shares and 342,223,510 shares,
respectively
35,222
34,222
Preferred stock, authorized 3,000,000 shares at
$.001 par value, issued and outstanding one (1)
share
1
1
Additional paid-in capital
3,452,298
3,443,298
Deficit accumulated
(3,487,394)
---------------
(3,481,623)
----------------
Total Stockholders' Equity
127
(4,102)
Total Liabilities and Stockholders' Equity
$
4,799
==========
$
373
============
The accompanying notes are an integral part of
these financial statements.
CYBER MARK INTERNATIONAL CORP.
STATEMENTS OF OPERATIONS (POST-REORGANIZATION)
JUNE 30, 2002 AND DECEMBER 31, 2001
Six months
ending
June 30, 2002
------------------
From reorganization,
Sept. 30, 2001 to
December 31, 2001
-----------------------
From reorganization,
September 30, 2001
to June 30, 2002
-----------------------
Income
$
0
$
0
$
0
Rent
0
600
600
Fees
1,223
4,475
5,698
Professional fees
4,500
0
4,500
Bank charges
48
-------------------
27
--------------------
75
-------------------
Total expenses
5,771
5,102
10,873
Net loss
(5,771)
-------------------
(5,102)
--------------------
(10,873)
--------------------
Retained earnings, beginning of period
(3,481,623)
---------------
(3,476,521)
-----------------
(3,476,521)
---------------------
Deficit accumulated
$
(3,487,394)
===========
$
(3,481,623)
==============
$
(3,487,394)
=============
Earnings (loss) per share of common stock, assuming dilution:
Net loss
$
0.00
===========
$
0.00
=============
$
0.00
=============
Weighted average common shares
outstanding
347,223,510
============
342,223,510
==============
345,556,843
==============
The accompanying notes are an integral part of
these financial statements
CYBER MARK INTERNATIONAL CORP.
STATEMENT OF STOCKHOLDERS' EQUITY (POST-REORGANIZATION)
FROM REORGANIZATION SEPTEMBER 30, 2001 TO JUNE 30, 2002
Common shares
issued and
outstanding
------------------
Common
Stock
-----------
Preferred
Stock
-----------
Additional
Paid-in
Capital
--------------
Deficit
accumulated
----------------
Total
-----------
$
$
$
$
$
Balance, pre-reorganization September 30, 2001
332,223,510
33,222
1
3,311,380
(3,476,521)
(131,918)
Gain on exchange of equipment for discharge of accounts payable and loans from stockholders
0
0
131,918
0
131,918
Issuance of 10,000,000 shares at $.0001 per share, September 30, 2001
10,000,000
1,000
0
0
0
1,000
---------------
-----------
-----------
--------------
----------------
------------
Balance, post-reorganization Sept. 30, 2001
342,223,510
34,222
1
3,443,298
(3,476,521)
1,000
Post-reorganization loss
0
0
0
0
(5,102)
(5,102)
------------------
-----------
-----------
--------------
----------------
------------
Balance, December 31, 2001
342,223,510
$
34,222
$
1
$
3,443,298
$
(3,481,623)
$
(4,102)
Issuance of 10,000,000 shares at $.001, April 24, 2002
10,000,000
1,000
0
9,000
0
10,000
Less net loss
0
0
0
0
(5,771)
(5,771)
------------------
-----------
-----------
--------------
----------------
------------
Balance, June 30, 2002
352,223,510
35,222
1
3,452,298
(3,487,394)
127
==========
======
======
========
=========
======
CYBER MARK INTERNATIONAL CORP.
STATEMENTS OF CASH FLOWS (POST-REORGANIZATION)
JUNE 30, 2002 AND DECEMBER 31, 2001
Six months
ending
June 30, 2002
-----------------
From reorganization,
Sept. 30, 2001
to
December 31, 2001
--------------------------
From reorganization,
Sept. 30, 2001
to
June 30, 2002
--------------------------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net Loss
$
(5,771)
$
(5,102)
$
(10,873)
Non-cash items included in net loss
Adjustments to reconcile net loss to
cash used by operating activity
Accounts payable
197
4,475
4,672
-----------------
------------------------
------------------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES
(5,574)
(627)
(6,201)
CASH FLOWS FROM INVESTING ACTIVITIES
0
0
0
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock
1,000
1,000
2,000
Additional paid-in capital
9,000
0
9,000
-----------------
------------------------
-----------------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES
10,000
1,000
11,000
NET INCREASE IN CASH
4,426
373
$
4,799
=============
CASH AT BEGINNING OF PERIOD
373
----------------
0
---------------------
CASH AT END OF PERIOD
$
4,799
==========
$
373
============
The accompanying notes are an integral part of
these financial statements.
CYBER MARK INTERNATIONAL CORP.
NOTES TO THE FINANCIAL STATEMENTS
JUNE 30, 2002 AND DECEMBER 31, 2001
NOTE A PRE-REORGANIZATION
Cyber Mark International Corp. was incorporated in the State of Delaware on June 9, 1998. The Company was reorganized September 30, 2001.
NOTE B REORGANIZATION SEPTEMBER 30, 2001
The Company was reorganized on September 30, 2001. The Company will continue in the entertainment business, subject to the preparation of a business plan and attainment of sufficient capital to support the plan.
NOTE C EXCHANGE OF EQUIPMENT FOR SATISFACTION OF DEBT
Coincident with the reorganization, accounts payable vendors and stockholders with outstanding loans to the Company agreed to accept equipment with a net book value of $71,051 in full satisfaction of debt totaling $202,969. The result was a capital contribution of $131,918.
NOTE D COMMON STOCK ISSUES
On September 30, 2001 the Company sold 10,000,000 shares of its common stock at $.0001 per share for a total of $1,000. The proceeds were to be used for working capital.
NOTE E SUBSEQUENT EVENTS
The Company was changed from a Delaware corporation to a Nevada corporation on April 18, 2002. Articles of Conversion, from Delaware to Nevada, were filed on that date. Articles of Incorporation in Nevada were filed on April 19, 2002.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
There were no sales, no revenues, nor operating expenses this quarter.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
None.
Item 3. Default Upon Senior Securities
None.
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
Reports on Form 8-K: None
Exhibits: None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CYBER MARK INTERNATIONAL CORP.
Dated: May 13, 2002
By: /s/ Ian McIntyre
Ian McIntyre, President
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934:
For the Quarterly Period ended June 30, 2002
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from __________________ to __________________
Commission file number 0-26919
CYBER MARK INTERNATIONAL CORP.
-----------------------------------
(Name of Small Business Issuer in Its Charter)
Nevada
N/A
(State or Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification No.)
7500 West Lake Mead Boulevard, Suite 9627
Las Vegas, Nevada 89128
(Address of Principal Executive Offices) (Zip Code)
Issuer's telephone number: (702) 683-3722
Indicate by check mark whether the registrant (1) has filed 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 registrant 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
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES ____ NO _____
APPLICABLE ONLY TO CORPORATE ISSUERS
As of June 30, 2002, 352,223,510 shares of the Issuer's Common Stock were outstanding.
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The Audited financial statements for the period ending June 30, 2002
CYBER MARK INTERNATIONAL CORP.
JUNE 30, 2002 and DECEMBER 31, 2001
FINANCIAL STATEMENTS
TABLE OF CONTENTS
Page Number
INDEPENDENT ACCOUNTANT'S REPORT
1
FINANCIAL STATEMENTS (POST-REORGANIZATION)
Balance sheets
2
Income statements
3
Statement of stockholders' equity
4
Statement of cash flows
5
Notes to the Financial Statements
6
David E. Coffey 3651 Lindell Road, Suite I, Las Vegas, Nevada 89103
CERTIFIED PUBLIC ACCOUNTANT Phone (702) 871-3979 FAX (702) 871-6769
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors and Stockholders
of Cyber mark International Corporation
Las Vegas, Nevada
I have audited the accompanying balance sheets of Cyber Mark International Corporation. as of June 30, 2002 and December 31, 2001 and the related statements of operations, cash flows, and changes in stockholders' equity for the years then ended, as well as the cumulative period from September 30, 2001 (date of reorganization) to June 30, 2002. These statements are the responsibility of Cyber Mark International Corporation's management. My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.
In my opinion, the accompanying financial statements present fairly, in all material respects, the financial position of Cyber Mark International Corporation as of June 30, 2002 and December 31, 2001 and the results of operations, cash flows, and changes in stockholders' equity for the cumulative period from September 30, 2001 in conformity with generally accepted accounting principles.
David E. Coffey, C. P. A.
Las Vegas, Nevada
August 5, 2002
CYBER MARK INTERNATIONAL CORP.
BALANCE SHEET (POST-REORGANIZATION)
JUNE 30, 2002 and DECEMBER 31, 2001
June 30,
2002
----------------
December 31,
2001
----------------
ASSETS
Cash
$
4,799
-------------------
$
373
--------------------
Total Assets
$
4,799
===========
$
373
===========
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable
$
4,672
----------------
$
4,475
-----------------
Total Liabilities
4,672
4,475
Stockholders' Equity
Common stock, authorized 500,000,000 shares
at $.0001 par value, issued and outstanding
352,223,510 shares and 342,223,510 shares,
respectively
35,222
34,222
Preferred stock, authorized 3,000,000 shares at
$.001 par value, issued and outstanding one (1)
share
1
1
Additional paid-in capital
3,452,298
3,443,298
Deficit accumulated
(3,487,394)
---------------
(3,481,623)
----------------
Total Stockholders' Equity
127
(4,102)
Total Liabilities and Stockholders' Equity
$
4,799
==========
$
373
============
The accompanying notes are an integral part of
these financial statements.
CYBER MARK INTERNATIONAL CORP.
STATEMENTS OF OPERATIONS (POST-REORGANIZATION)
JUNE 30, 2002 AND DECEMBER 31, 2001
Six months
ending
June 30, 2002
------------------
From reorganization,
Sept. 30, 2001 to
December 31, 2001
-----------------------
From reorganization,
September 30, 2001
to June 30, 2002
-----------------------
Income
$
0
$
0
$
0
Rent
0
600
600
Fees
1,223
4,475
5,698
Professional fees
4,500
0
4,500
Bank charges
48
-------------------
27
--------------------
75
-------------------
Total expenses
5,771
5,102
10,873
Net loss
(5,771)
-------------------
(5,102)
--------------------
(10,873)
--------------------
Retained earnings, beginning of period
(3,481,623)
---------------
(3,476,521)
-----------------
(3,476,521)
---------------------
Deficit accumulated
$
(3,487,394)
===========
$
(3,481,623)
==============
$
(3,487,394)
=============
Earnings (loss) per share of common stock, assuming dilution:
Net loss
$
0.00
===========
$
0.00
=============
$
0.00
=============
Weighted average common shares
outstanding
347,223,510
============
342,223,510
==============
345,556,843
==============
The accompanying notes are an integral part of
these financial statements
CYBER MARK INTERNATIONAL CORP.
STATEMENT OF STOCKHOLDERS' EQUITY (POST-REORGANIZATION)
FROM REORGANIZATION SEPTEMBER 30, 2001 TO JUNE 30, 2002
Common shares
issued and
outstanding
------------------
Common
Stock
-----------
Preferred
Stock
-----------
Additional
Paid-in
Capital
--------------
Deficit
accumulated
----------------
Total
-----------
$
$
$
$
$
Balance, pre-reorganization September 30, 2001
332,223,510
33,222
1
3,311,380
(3,476,521)
(131,918)
Gain on exchange of equipment for discharge of accounts payable and loans from stockholders
0
0
131,918
0
131,918
Issuance of 10,000,000 shares at $.0001 per share, September 30, 2001
10,000,000
1,000
0
0
0
1,000
---------------
-----------
-----------
--------------
----------------
------------
Balance, post-reorganization Sept. 30, 2001
342,223,510
34,222
1
3,443,298
(3,476,521)
1,000
Post-reorganization loss
0
0
0
0
(5,102)
(5,102)
------------------
-----------
-----------
--------------
----------------
------------
Balance, December 31, 2001
342,223,510
$
34,222
$
1
$
3,443,298
$
(3,481,623)
$
(4,102)
Issuance of 10,000,000 shares at $.001, April 24, 2002
10,000,000
1,000
0
9,000
0
10,000
Less net loss
0
0
0
0
(5,771)
(5,771)
------------------
-----------
-----------
--------------
----------------
------------
Balance, June 30, 2002
352,223,510
35,222
1
3,452,298
(3,487,394)
127
==========
======
======
========
=========
======
CYBER MARK INTERNATIONAL CORP.
STATEMENTS OF CASH FLOWS (POST-REORGANIZATION)
JUNE 30, 2002 AND DECEMBER 31, 2001
Six months
ending
June 30, 2002
-----------------
From reorganization,
Sept. 30, 2001
to
December 31, 2001
--------------------------
From reorganization,
Sept. 30, 2001
to
June 30, 2002
--------------------------
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
Net Loss
$
(5,771)
$
(5,102)
$
(10,873)
Non-cash items included in net loss
Adjustments to reconcile net loss to
cash used by operating activity
Accounts payable
197
4,475
4,672
-----------------
------------------------
------------------------
NET CASH PROVIDED BY
OPERATING ACTIVITIES
(5,574)
(627)
(6,201)
CASH FLOWS FROM INVESTING ACTIVITIES
0
0
0
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock
1,000
1,000
2,000
Additional paid-in capital
9,000
0
9,000
-----------------
------------------------
-----------------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES
10,000
1,000
11,000
NET INCREASE IN CASH
4,426
373
$
4,799
=============
CASH AT BEGINNING OF PERIOD
373
----------------
0
---------------------
CASH AT END OF PERIOD
$
4,799
==========
$
373
============
The accompanying notes are an integral part of
these financial statements.
CYBER MARK INTERNATIONAL CORP.
NOTES TO THE FINANCIAL STATEMENTS
JUNE 30, 2002 AND DECEMBER 31, 2001
NOTE A PRE-REORGANIZATION
Cyber Mark International Corp. was incorporated in the State of Delaware on June 9, 1998. The Company was reorganized September 30, 2001.
NOTE B REORGANIZATION SEPTEMBER 30, 2001
The Company was reorganized on September 30, 2001. The Company will continue in the entertainment business, subject to the preparation of a business plan and attainment of sufficient capital to support the plan.
NOTE C EXCHANGE OF EQUIPMENT FOR SATISFACTION OF DEBT
Coincident with the reorganization, accounts payable vendors and stockholders with outstanding loans to the Company agreed to accept equipment with a net book value of $71,051 in full satisfaction of debt totaling $202,969. The result was a capital contribution of $131,918.
NOTE D COMMON STOCK ISSUES
On September 30, 2001 the Company sold 10,000,000 shares of its common stock at $.0001 per share for a total of $1,000. The proceeds were to be used for working capital.
NOTE E SUBSEQUENT EVENTS
The Company was changed from a Delaware corporation to a Nevada corporation on April 18, 2002. Articles of Conversion, from Delaware to Nevada, were filed on that date. Articles of Incorporation in Nevada were filed on April 19, 2002.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
There were no sales, no revenues, nor operating expenses this quarter.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
None.
Item 3. Default Upon Senior Securities
None.
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
Reports on Form 8-K: None
Exhibits: None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CYBER MARK INTERNATIONAL CORP.
Dated: May 13, 2002
By: /s/ Ian McIntyre
Ian McIntyre, President
