13
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES
EXCHANGE ACT OF 1934
For the quarterly period ended February 28, 2001
-------------------
( ) 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 0000093314
----------
STANDARD CAPITAL CORPORATION
------------------------------
(Exact name of registrant as specified in charter)
Delaware 91-1949078
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) IdentificationNo.)
800 - 15355 24th Avenue, Suite 287
White Rock, British Columbia, Canada V4A 2H9
- ---------------------------------------- ---------------
(Address of principal executive offices) (Zip Code)
1 - 604 - 538-4898
----------------------
Registrant's telephone number, including area code
(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (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
registrant was required to file such reports), Yes [X] No [ ] and ( ) has
been subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of February 28, 2001
---------- ----------------------------------------
mon Stock, $0.001 per share 1,295,000
-1-
ANDERSEN ANDERSEN & STRONG, L.C. 941 East 3300 South, Suite202
- ------------------------------------
Certified Public Accountants and Business Consultants Salt Lake City,
Utah 84106
Telephone 801-486-0096
Fax 801-486-0098
REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Board of Directors
Standard Capital Corporation
We have reviewed the condensed balance sheet of the above Company as of February
28, 2001, and the related statements of operations and the statements of cash
flows for the six months ended February 28, 2001 and February 29, 2000 and the
period September 24, 1998 (date of inception) to February 28, 2001. These
financial statements are the responsibility of the company's management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information 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, we do not express such an opinion.
Based on our review, we are 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/ "Andersen Andersen and Strong"
Salt Lake City, Utah
January 7, 2002
-2-
INDEX
PAGE
NUMBER
-------
PART 1.
ITEM 1. ..Financial Statements (unaudited) . 4
Balance Sheet as at February 28, 2001 and August 31,
2000 5
Statement of Operations
For the three months ended February 28, 2001 and
February 29, 2000, for the six months ended
February 28, 2001 and February 29, 2000, and for the
Period September 24, 1998 (Date of Inception) to
February 28, 2001. . . . . . . . . . . . . . . . . . 6
Statement of Cash Flows
For the six months ended February 28, 2001 and
February 29, 2000 and for the period September 24,
1998 (Date of Inception) to February 28, 2001. . . . 7
Notes to Financial Statements 8
ITEM 11. Plan of Operations 11
PART 11. Signatures 12
-3-
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying balance sheet of Standard Capital Corporation (an exploration
stage company) at February 28, 2001 (with comparative figures as at August 31,
2000) and the statement of operations and statement of cash flow for the six
months ended February 28, 2001 and February 29, 2000 and for the period from
September 24, 1998 (date of incorporation) to February 28, 2001 have been
prepared by the Company's management 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 quarter ended February 28, 2001, are not necessarily
indicative of the results that can be expected for the year ending August 31,
2001.
-4-
STANDARD CAPITAL CORPORATION
(An Exploration Stage Company)
BALANCE SHEET
February 28, 2001
(with comparative figures at August 31, 2000)
(Unaudited - Prepared by Management)
FEBRUARY 28 AUGUST 31
2001 2000
------------- -----------
ASSETS
CURRENT ASSETS
Bank. . . . . . . . . . . . . . . . . . . . . . . . . $ 36 $ 175
------------- -----------
$ 36 $ 175
============= ===========
LIABILITIES
Accounts payable and accrued liabilities . . . . . . $ 5,219 3,438
Accounts payable - related party . . . . . . . . . . 10,655 10,655
------------- -----------
15,874 14,093
------------- -----------
STOCKHOLDERS' EQUITY
Common stock
25,000,000 shares authorized, at $0.001 par
value, 1,295,000 shares issued and outstanding. 1,295 1,295
Capital in excess of par value. . . . . . . . . . . . 12,255 10,155
Deficit accumulated during the exploration stage. . . (29,388) (25,368)
------------- -----------
Total Stockholders' Equity (deficiency) . . . . (15,838) (13,918)
------------- -----------
$ 36 $ 175
============= ===========
The accompanying notes are an integral part of these unaudited financial
statements.
-5-
STANDARD CAPITAL CORPORATION
(An Exploration Stage Company)
STATEMENT OF OPERATIONS
For the three months ended February 28, 2001 and February 29, 2000,
for the six months ended February 28, 2001 and
February 29, 2000 and for the period from September 24,
1998 (Date of Inception) to February 28, 2001
(Unaudited - Prepared by Management)
FOR THE FOR THE FOR THE FOR THE
THREE THREE SIX SIX
MONTHS MONTHS MONTHS MONTHS
ENDED . . .ENDED ENDED ENDED DATE OF INCEP
FEBRUARY FEB FEB FEB TO FEBRUARY
28,2001 29, 2000 28, 2001 29,2000 28, 2001
--------- --------- -------- -------- ------------
SALES . . . . . . . . . . . . .$ - $ - $ - $ - $ -
------ --------- -------- -------- ---------
GENERAL AND ADMINISTRATIVE
EXPENSES:
Accounting and audit . . . 950 450 1,900 900 10,200
Bank charges and interest. . . 17 17 50 37 247
Edgar filing fees. . . . . . . - 1,122 - 1,122 1,615
Geological report. . . . . . . - - - 500 1,780
Incorporation costs. . . . . . - - - - 255
Management fees. . . . . . . . 600 600 1,200 1,200 6,000
Miscellaneous. . . . . . . . . 5 - 5 - 405
Office expenses. . . . . . . .(119) - (35) (52) 523
Rent . . . . . . . . . . . . . 300 300 600 600 3,000
Staking costs. . . . . . . . . - - - - 367
Telephone. . . . . . . . . . 150 150 300 300 1,500
Transfer agent's fees. . . . . - - - 28 3,496
-------- ------- --------- -------- ----------
NET LOSS. . . . . . . . . . .. $(1,903) $ (2,639) $ ( 4,020) $ 4,635) $ (29,388)
========= ======== ========== ======== =========
NET LOSS PER COMMON SHARE
Basic. . . . . . . . . . $ - $ - $ - $ -
========= ========= =========== ========
AVERAGE OUTSTANDING SHARES
Basic. . . . . . . . 1,295,000 646,625 1,295,000 329,490
========= ========== =========== =========
The accompanying notes are an integral part of these unaudited financial
statements.
-6-
STANDARD CAPITAL CORPORATION
----------------------------
(An Exploration Stage Company)
------------------------------
STATEMENT OF CASH FLOWS
--------------------------
For the three months ended February 28, 2001 and February 29, 2000, for
------------------------------------------------------------------------
the six months ended
--------------------
February 28, 2001 and Febraury 29, 2000 and for the period from September 24,
-----------------------------------------------------------------------------
1998
----
(Date of Inception) to February 28, 2001
----------------------------------------
(Unaudited - Prepared by Management)
------------------------------------
FOR THE SIX FOR THE SIX
MONTHS MONTHS DATE OF INCEP
ENDED ENDED TO
FEBRUARY FEBRUARY FEBRUARY,
28, 2001 29, 2000 28, 2001
------------- ------------- -------------
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net loss. . . . . . . . . . . . . . . $ (4,020) $ ( 4,635) $ (29,388)
Adjustments to reconcile net loss to
net cash provided by
operating activities:
Changes in assets and liabilities:
Accounts payable . . . . . . . . 1,781 20 5,219
Accounts payable - related party - - 10,655
Capital contributions - expenses 2,100 2,100 10,500
------------- ------------- -------------
Net Cash from Operations. . (139) (2,515) (3,014)
------------- ------------- -------------
CASH FLOWS FROM
FINANCING ACTIVITIES:
Proceeds from issuance of
common stock. . . . . . . . - - 3,050
------------- ------------- --------------
- - 3,050
------------- ------------- -------------
Net Increase in Cash. . . . . . . . . (139) (2,515) 36
Cash at Beginning of Period . . . . . 175 2,531 -
------------- ------------- -------------
CASH AT END OF PERIOD . . . . . . . . $ 36 $ 16 $ 36
============= ============= =============
The accompanying notes are an integral part of these unaudited financial
------------------------------------------------------------------------
statements.
-----------
-7-
STANDARD CAPITAL CORPORATION
----------------------------
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
--------------------------------
February 28, 2001
-----------------
(Unaudited - Prepared by Management)
------------------------------------
1. ORGANIZATION
- -------------------
The Company was incorporated under the laws of the State of Delaware on
September 24, 1998 with the authorized common stock of 25,000,000 shares at
$0.001 par value.
The Company was organized for the purpose of acquiring and developing mineral
properties. At the report date mineral claims, with unknown reserves, had been
acquired. The Company has not established the existence of a commercially
minable ore deposit and therefore has not reached the development stage and is
considered to be in the exploration stage (see note 3).
The Company has completed one Regulation D offering of 1,295,000 shares of its
capital stock for cash.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- -----------------------------------------------------
Accounting Methods
- -------------------
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
- ----------------
The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
- -------------
On February 28, 2001 the Company had a net operating loss carry forward of
$29,388. The tax benefit of $8,816 from the loss carry forward has been fully
offset by a valuation reserve because the use of the future tax benefit is
doubtful since the Company has no operations. The loss carry forward will expire
in 2022.
Earnings (Loss) per Share
- ----------------------------
Earnings (Loss) per share amounts are computed based on the weighted
average number of shares actually outstanding.
-8-
STANDARD CAPITAL CORPORATION
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 28, 2001
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Cash and Cash Equivalents
- ----------------------------
The Company considers all highly liquid instruments purchased with a maturity,
at the time of purchase, of less than three months, to be cash equivalents.
Capitalization of Mineral Claim Costs
- -----------------------------------------
Cost of acquisition, exploration, carrying and retained unproven properties are
expensed as incurred. Costs incurred in proving and developing a property ready
for production are capitalized and amortized over the life of the mineral
deposit or over a shorter period if the property is shown to have an impairment
in value. Expenditures for mining equipment are capitalized and depreciated
over their useful life.
Environmental Requirements
- ---------------------------
At the date of the balance sheet environmental requirements related to the
mineral leases acquired (Note 3) are unknown and therefore any estimate of any
future cost cannot be made.
Financial Instruments
- ----------------------
The carrying amounts of financial instruments, including cash, accounts payable
and accrued liabilities are considered by management to be their standard fair
values.
Estimates and Assumptions
- ---------------------------
Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles. These estimates and
assumptions affect the reported amounts of the assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses. Actual results could vary from the estimates that were assumed in
preparing these financial statements.
-9-
STANDARD CAPITAL CORPORATION
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
February 28, 2001
(Unaudited - Prepared by Management)
3. AQUISITION OF MINERAL CLAIM
The Company acquired one 18 unit metric claim known as the Standard claim
situated within the Bridge River gold camp near the town of Gold Bridge, 160
kilometres north of Vancouver, British Columbia, with an expiration date of
February 23, 2001. The renewal cost of these claims is $1,800. The costs of
staking and filing have been expensed.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 7.7 % of the common shares issued for cash.
5. GOING CONCERN
The Company will need additional working capital to be successful in its
efforts to develop the mineral lease acquired and therefore continuation of the
Company as a going concern is dependent upon obtaining additional working
capital and the management of the Company has developed a strategy, which it
believes will accomplish this objective through additional equity funding, and
long term financing, which will enable the Company to operate for the coming
year.
.
-10-
ITEM 2. PLAN OF OPERATIONS
On January 22, 2001, the Company paid cash of $1,800 Cdn in lieu of work on the
claims, which would have expired on February 24, 2001. The Company plans to
undertake a work program on the property during the summer of 2001, comprising
laying out a grid, taking numerous soil samples, having them assayed and
determining new areas of interest in the property.
Liquidity and Capital Resources
- ----------------------------------
At the present time the Company does not have sufficient funds on hand for it to
undertake a work program. Management has not yet decided upon the best method
to raise funds to meet the costs of an exploration program on its mineral
claims.
Results of Operations
- -----------------------
There have been no operations during the current period.
-11-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
STANDARD CAPITAL CORPORATION
(Registrant)
April 21, 2001 /s/ "Del Thachuk"
---------------- ----------------------
Del Thachuk
President and Director
-12-