UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For quarter ended: December 31, 2001
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission File No.000-31355
GALAXY SPECIALTIES, INC.
(Exact name of registrant as specified in its charter)
Nevada 81-0438093
(State of incorporation) (I.R.S. Employer Identification No.)
369 East 900 South, Suite 149
Salt Lake City, Utah 84111
(801) 323-2395
(Address and telephone number of principal executive offices
and principal place of business)
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), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ X ] No [ ]
As of January 31, 2002, the Registrant had a total of 17,000,000 shares
of common stock issued and outstanding.
PART I: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
The financial information set forth below with respect to our statements
of operations for the three and six month period ended December 31, 2001 and
2000 are unaudited. This financial information, in the opinion of management,
includes all adjustments consisting of normal recurring entries necessary for
the fair presentation of such data. The results of operations for the three
and six months ended December 31, 2001, are not necessarily indicative of
results to be expected for any subsequent period.
2
Galaxy Specialties, Inc.
(A Development Stage Company)
Financial Statements
December 31, 2001
3
Galaxy Specialties, Inc.
(A Development Stage Company)
Balance Sheets
ASSETS
-------
December 31, June 30,
2001 2001
------------- -------------
(Unaudited)
CURRENT ASSETS $ - $ -
------------- -------------
TOTAL ASSETS $ - $ -
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Accounts Payable - Related party $ 28,000 $ 28,000
------------- -------------
Total Liabilities 28,000 28,000
------------- -------------
STOCKHOLDERS' EQUITY
Common Stock, $.001 par value; 20,000,000
shares authorized; 17,000,000 shares
issued and outstanding 17,000 17,000
Deficit Accumulated During the
Development Stage (45,000) (45,000)
------------- -------------
Total Stockholders' Equity (deficit) (28,000) (28,000)
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ -
============= =============
4
Galaxy Specialties, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)
From
For the For the For the For the inception
three months three months six months six months on March 7,
ended ended ended ended 1986 to
December 31, December 31, December 31, December 31, December 31,
2001 2000 2001 2000 2001
------------ ------------ ------------ ------------ ------------
REVENUES $ - $ - $ - $ - $ -
------------ ------------ ------------ ------------ ------------
EXPENSES
Depreciation & Amortization - - - - 17,000
General & Administrative - - - - 28,000
------------ ------------ ------------ ------------ ------------
TOTAL EXPENSES - - - - 45,000
------------ ------------ ------------ ------------ ------------
NET INCOME (LOSS) $ - $ - $ - $ - $ (45,000)
============ ============ ============ ============ ============
NET LOSS PER SHARE $ - $ - $ - $ - $ -
============ ============ ============ ============ ============
WEIGHTED AVERAGE SHARES
OUTSTANDING 17,000,000 17,000,000 17,000,000 17,000,000 17,000,000
============ ============ ============ ============ ============
5
Galaxy Specialties, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
From
Inception on
For the six months ended March 7, 1986
December 31, Through
2001 2000 Dec. 31, 2001
------------- ------------- -------------
Cash Flows from Operating Activities
Net Loss $ - $ - $ (45,000)
Less Non-cash Items:
Depreciation & Amortization - - 17,000
Increase in Accounts Payable - - 28,000
------------- ------------- -------------
Net Cash Provided (Used) by
Operating Activities - - -
------------- ------------- -------------
Cash Flows from Investing Activities - - -
------------- ------------- -------------
Net Cash Provided (Used) by
Investing Activities - - -
------------- ------------- -------------
Cash Flows from Financing Activities
Net Cash Provided (Used) by
Financing Activities - - -
------------- ------------- -------------
Increase (Decrease) in Cash - - -
Cash and Cash Equivalents at
Beginning of Period - - -
------------- ------------- -------------
Cash and Cash Equivalents at
End of Period $ - $ - $ -
============= ============= =============
Supplemental Cash Flow Information:
Stock issued for marketing rights $ - $ - $ 17,000
Cash Paid For:
Interest $ - $ - $ -
Income Taxes $ - $ - $ -
6
Galaxy Specialties, Inc.
(A Development Stage Company)
Notes to the Financial Statements
December 31, 2001
GENERAL
Galaxy Specialties, Inc. (the Company) has elected to omit substantially all
footnotes to the financial statements for the six months ended December 31,
2001 since there have been no material changes (other than indicated in other
footnotes) to the information previously reported by the Company in their
General Form for Registration of Securities Report filed on the Form 10-SB for
the twelve months ended June 30, 2001.
UNAUDITED INFORMATION
The information furnished herein was taken from the books and records of the
Company without audit. However, such information reflects all adjustments
which are, in the opinion of management, necessary to properly reflect the
results of the interim period presented. The information presented is not
necessarily indicative of the results from operations expected for the full
fiscal year.
7
In this report references to "Galaxy Specialties," "we," "us," and "our"
refer to Galaxy Specialties, Inc.
FORWARD LOOKING STATEMENTS
This Form 10-QSB contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. For this
purpose any statements contained in this Form 10-QSB that are not statements
of historical fact may be deemed to be forward-looking statements. Without
limiting the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "estimate" or "continue" or comparable terminology are intended
to identify forward-looking statements. These statements by their nature
involve substantial risks and uncertainties, and actual results may differ
materially depending on a variety of factors, many of which are not within our
control. These factors include but are not limited to economic conditions
generally and in the industries which we may participate; competition within a
chosen market and failure by Galaxy Specialties to successfully develop
business relationships.
ITEM 2: PLAN OF OPERATION
We are a development stage company with no assets and recurring losses
from inception and we are dependent upon financing to continue operations.
For the year ended June 30, 2001, and the three and six months ended December
31, 2001, we had no cash on hand and total current liabilities of $28,000.
The $28,000 note payable is related to accounting and legal fees incurred
during the 2000 fiscal year which were paid on our behalf by a related party.
We have no material commitments for the next twelve months. We believe
that our current cash needs for at least the next twelve months can be met by
loans from our directors, officers and shareholders, based on understandings
we have with these persons. However, these understandings are not formal
agreements and therefore these persons are not obligated to provide funds. We
may repay any loans, costs of services and advancements with cash, if
available, or we may convert them into common stock.
Our management intends to actively pursue business opportunities during
the next twelve months. All risks inherent in new and inexperienced
enterprises are inherent in our business. We have not made a formal study of
the economic potential of any business and as of the date of this filing, we
have not identified any assets or business opportunities for acquisition. In
the event we acquire a business opportunity, then it may be necessary to raise
additional capital, which may be accomplished by selling our common stock.
Based on current economic and regulatory conditions, management believes
that it is possible, if not probable, for a company like ours, without many
assets or 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 Galaxy Specialties.
Potential investors must recognize that because of our limited capital
available for investigation and management's limited experience in business
analysis we may not discover or adequately evaluate adverse facts about the
business opportunity to be acquired. Also, we intend to concentrate our
acquisition efforts on properties or businesses that we believe to be
undervalued or that we believe may realize a substantial benefit from being
publicly owned. Investors should expect that any acquisition candidate may
have little or no operating history, or a history of losses or low
profitability.
It is emphasized that our management may effect transactions having a
potentially adverse impact upon our shareholders pursuant to the authority and
discretion of our management to complete acquisitions without submitting any
proposal to the stockholders for their consideration.
8
Should a merger or acquisition prove unsuccessful, it is possible that
we may decide not to pursue further acquisition activities and management may
abandon its activities and our shares would become worthless.
PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Part II Exhibits.
3.1 Articles of Incorporation (Incorporated by reference to exhibit 3.1
of Form 10-SB, filed August 21, 2000)
3.2 Bylaws of Galaxy Sspecialties (Incorporated by reference to exhibit
3.3 of Form 10-SB, filed August 21, 2000)
(b) Reports on Form 8-K.
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 who is duly
authorized.
Galaxy Specialties, Inc.
Date__2/4/02
By: /s/ M. Jeanne Ball
--------------------------------------
M. Jeanne Ball, President and Director