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 SECURITIES
EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 2004
or
[ ] 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 000-50133
GRANT VENTURES, INC.
(Exact name of small business issuer as specified in its charter)
NEVADA 82 - 0490737
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
56 West 400 South, Suite #220, Salt Lake City, Utah 84101
---------------------------------------------------------
(Address of principal executive offices)
(801) 322-3401
--------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 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. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.
Class Outstanding as of March 31, 2004
----------------------------- --------------------------------
Common Stock, $.001 par value 6,000,000
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
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TABLE OF CONTENTS
Heading Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements..................................................................... 3
Balance Sheets - March 31, 2004 (unaudited) and December 31, 2003................... 4
Statements of Operations - three months ended March 31, 2004 and 2003 and
the period from inception on July 1, 1983 to March 31, 2004 (unaudited)........... 6
Statements in Changes in Stockholders' Equity (Deficit) - for the period
July 1, 1983 to March 31, 2004 (unaudited)........................................ 7
Statements of Cash Flows - three months ended March 31, 2004 and 2003 and
the period from inception on July 1, 1983 to March 31, 2004 (unaudited)........... 9
Notes to Financial Statements ...................................................... 11
Item 2. Management's Discussion and Analysis and Results of Operations........................... 12
Item 3. Controls and Procedures.................................................................. 13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings........................................................................ 13
Item 2. Changes in Securities and Use of Proceeds................................................ 13
Item 3. Defaults Upon Senior Securities.......................................................... 13
Item 4. Submission of Matters to a Vote of Securities Holders.................................... 13
Item 5. Other Information........................................................................ 13
Item 6. Exhibits and Reports on Form 8-K......................................................... 14
Signatures............................................................................... 15
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PART I
Item 1. Financial Statements
The accompanying unaudited balance sheets of Grant Ventures, Inc. at March
31, 2004 and December 31, 2003, related unaudited statements of operations,
stockholders' equity (deficit) and cash flows for the three and nine months
ended March 31, 2004 and 2003 and the period July 1, 1983 (date of inception) to
March 31, 2004, have been prepared by management in conformity with accounting
principles generally accepted in the United States. 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 period
ended March 31, 2004, are not necessarily indicative of the results that can be
expected for the fiscal year ending December 31, 2003.
GRANT VENTURES, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
March 31, 2004 and December 31, 2003
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GRANT VENTURES, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
------
March 31, December 31,
2004 2003
---------- ----------
(Unaudited)
CURRENT ASSETS
Cash $ -- $ --
---------- ----------
Total Current Assets -- --
---------- ----------
TOTAL ASSETS $ -- $ --
========== ==========
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
----------------------------------------------
March 31, December 31,
2004 2003
---------- ----------
(Unaudited)
CURRENT LIABILITIES
Accounts payable $ 3,355 $ 2,492
Due to stockholder 38,900 36,164
---------- ----------
Total Current Liabilities 42,255 38,656
---------- ----------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; 50,000,000 shares authorized at
$0.001 par value, 6,000,000 shares
issued and outstanding, respectively 6,000 6,000
Additional paid in capital 178,689 178,689
Deficit accumulated during the development stage (226,944) (223,345)
---------- ----------
Total Stockholders' Equity (Deficit) (42,255) (38,656)
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT) $ -- $ --
========== ==========
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
For the From
Three Months Inception on
Ended July 1,
March 31, 1983 Through
----------------------- March 31,
2004 2003 2004
---------- ---------- ----------
REVENUES $ -- $ -- $ --
EXPENSES 2,725 3,670 223,105
---------- ---------- ----------
LOSS FROM OPERATIONS (2,725) (3,670) (223,105)
---------- ---------- ----------
OTHER EXPENSES
Interest expense (874) (640) (3,839)
---------- ---------- ----------
Total Other Expenses (874) (640) (3,839)
---------- ---------- ----------
LOSS BEFORE INCOME TAXES (3,599) (4,310) (226,944)
INCOME TAXES -- -- --
---------- ---------- ----------
NET LOSS $ (3,599) $ (4,310) $ (226,944)
========== ========== ==========
BASIC NET LOSS PER SHARE $ (0.00) $ (0.00)
========== ==========
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 6,000,000 6,000,000
========== ==========
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)
From Inception on July 1, 1983 through March 31, 2004
Deficit
Accumulated
Common Stock During the
------------------------ Additional Development
Shares Amount Paid in Capital Stage
---------- ---------- ---------- ----------
Balance at inception of the
the development stage on
July 1, 1983 -- $ -- $ -- $ --
Common stock issued for
mining claims on July 2,
1983 at $0.04 per share 216,699 217 7,783 --
---------- ---------- ---------- ----------
Balance, December 31, 1984 216,699 217 7,783 --
Net Loss for the year ended
December 31, 1984 -- -- -- (8,000)
---------- ---------- ---------- ----------
Net Loss for the period December
31, 1984 through December 31, 1995 -- -- -- --
---------- ---------- ---------- ----------
Balance, December 31, 1995 216,699 217 7,783 (8,000)
Common stock issued for cash on
April 19, 1996 at $0.02 per share 3,466,650 3,467 4,033 --
Net Loss for the year ended
December 31, 1996 -- -- -- (565)
---------- ---------- ---------- ----------
Balance, December 31, 1996 3,683,349 3,684 11,816 (8,565)
Common shares canceled on
September 15, 1997 (3,466,650) (3,467) 3,467 --
Net Loss for the year ended
December 31, 1997 -- -- -- (7,535)
---------- ---------- ---------- ----------
Balance, December 31, 1997 216,699 217 15,283 (16,100)
Common shares issued at $0.08
per share on August 5, 1998
for services rendered 66,350 66 4,934 -
Net Loss for the year ended
December 31, 1998 -- -- -- (5,000)
---------- ---------- ---------- ----------
Balance, December 31, 1998 283,049 $ 283 $ 20,217 $ (21,100)
---------- ---------- ---------- ----------
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (Continued)
From Inception on July 1, 1983 through March 31, 2004
Deficit
Accumulated
Common Stock During the
-------------------- Additional Development
Shares Amount Paid in Capital Stage
---------- ---------- ---------- ----------
Balance, December 31, 1998 283,049 $ 283 $ 20,217 $ (21,100)
Common shares issued to directors
at $0.03 per share on August
30, 1999 for services rendered 4,000,000 4,000 116,000 -
Common shares issued to directors
at $0.40 per share on September
16, 1999 for services rendered 25,000 25 9,975 --
Net Loss for the year ended
December 31, 1999 -- -- -- (130,000)
---------- ---------- ---------- ----------
Balance, December 31, 1999 4,308,049 4,308 146,192 (151,100)
Net Loss for the year ended
December 31, 2000 -- -- -- (10,421)
---------- ---------- ---------- ----------
Balance, December 31, 2000 4,308,049 4,308 146,192 (161,521)
Net Loss for the year ended
December 31, 2001 -- -- -- (2,359)
---------- ---------- ---------- ----------
Balance, December 31, 2001 4,308,049 4,308 146,192 (163,880)
Common shares issued to directors
at $0.02 per share on February
24, 2002 for services rendered 1,691,951 1,692 32,147 --
Net Loss for the year ended
December 31, 2002 -- -- -- (47,857)
---------- ---------- ---------- ----------
Balance, December 31, 2002 6,000,000 6,000 178,339 (211,737)
Services contributed by
shareholder -- -- 350 --
Net Loss for the year ended
December 31, 2003 -- -- -- (11,608)
---------- ---------- ---------- ----------
Balance, December 31, 2003 6,000,000 6,000 178,689 (223,345)
Net Loss for the three months
ended March 31, 2004
(Unaudited) -- -- -- (3,599)
---------- ---------- ---------- ----------
Balance, March 31, 2004
(Unaudited) 6,000,000 $ 6,000 $ 178,689 $ (226,944)
========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
From
Inception on
For the Three Months Ended July 1,
March 31, 1983 Through
------------------------ March 31,
2004 2003 2004
---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (3,599) $ (4,310) $(226,944)
Adjustments to reconcile net
cash used by operating activities:
Common stock issued for services
rendered -- -- 168,839
Services contributed by shareholder -- -- 350
Changes in operating assets and
liabilities:
Increase in accounts payable 863 2,292 3,355
Increase in due to shareholder 2,736 2,018 38,900
Decrease of mining claims -- -- 8,000
--------- --------- ---------
Net Cash Used by
Operating Activities -- -- (7,500)
--------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES -- -- --
--------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Sale of common stock -- -- 7,500
--------- --------- ---------
Net Cash Provided by
Financing Activities -- -- 7,500
--------- --------- ---------
NET DECREASE IN CASH -- -- --
CASH AT BEGINNING OF PERIOD -- -- --
--------- --------- ---------
CASH AT END OF PERIOD $ -- $ -- $ --
========= ========= =========
The accompanying notes are an integral part of these financial statements.
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>
GRANT VENTURES, INC.
(A Development Stage Company)
Statements of Cash Flows (continued)
(Unaudited)
From
Inception on
For the Three Months Ended July 1,
March 31, 1983 Through
------------------------ March 31,
2004 2003 2004
---------- ---------- ----------
SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
CASH PAID FOR:
Interest $ -- $ -- $ --
Income Taxes $ -- $ -- $ --
NON CASH FINANCING ACTIVITIES
Common stock issued for services $ -- $ -- $ 168,839
Common stock issued for mining $ -- $ -- $ 8,000
The accompanying notes are an integral part of these financial statements.
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GRANT VENTURES, INC.
(A Development Stage Company)
Notes to the Financial Statements
March 31, 2004 and December 31, 2003
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company
without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly
the financial position, results of operations and cash flows at March
31, 2004 and 2003 and for all periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles
generally accepted in the United States of America have been condensed
or omitted. It is suggested that these condensed financial statements
be read in conjunction with the financial statements and notes thereto
included in the Company's December 31, 2003 audited financial
statements. The results of operations for the periods ended March 31,
2004 and 2003 are not necessarily indicative of the operating results
for the full years.
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.
The Company has not yet established an ongoing source of revenues
sufficient to cover its operating costs and allow it to continue as a
going concern. The ability of the Company to continue as a going
concern is dependent on the Company obtaining adequate capital to fund
operating losses until it becomes profitable. If the Company is unable
to obtain adequate capital, it could be forced to cease operations.
In order to continue as a going concern, the Company will need, among
other things, additional capital resources. Management's plans to
obtain such resources for the Company include (1) obtaining capital
from management and significant shareholders sufficient to meet its
minimal operating expenses, and (2) seeking out and completing a merger
with an existing operating company. However, management cannot provide
any assurances that the Company will be successful in accomplishing any
of its plans.
The ability of the Company to continue as a going concern is dependent
upon its ability to successfully accomplish the plans described in the
preceding paragraph and eventually secure other sources of financing
and attain profitable operations. The accompanying financial statements
do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern.
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Item 2. Management's Discussion and Analysis or Plan of Operations
The following information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.
We are considered a development stage company with no assets or capital and
with no material operations or income. The costs and expenses associated with
the preparation and filing of this report and other reports and our registration
statement in 2002 have been paid for by advances from shareholders, which are
evidenced on our financial statements as accounts payable-related parties. It is
anticipated that we will require only nominal capital to maintain our corporate
viability and necessary funds will most likely be provided by our officers and
directors in the immediate future. However, unless we are able to facilitate an
acquisition of or merger with an operating business or are able to obtain
significant outside financing, there is substantial doubt about our ability to
continue as a going concern.
In the opinion of management, inflation has not and will not have a
material effect on our operations until such time as we successfully complete an
acquisition or merger. At that time, management will evaluate the possible
effects of inflation related to our business and operations.
Plan of Operation
During the next 12 months, we intend to actively seek out and investigate
possible business opportunities for the purpose of possibly acquiring or merging
with one or more business ventures. We do not intend to limit our search to any
particular industry or type of business.
Because we lack funds, it may be necessary for our officers and directors
to either advance funds or to accrue expenses until such time as a successful
business consolidation can be made. Management intends to hold expenses to a
minimum and to obtain services on a contingency basis when possible. Further,
our directors will defer any compensation until such time as an acquisition or
merger can be accomplished and will strive to have the business opportunity
provide their remuneration. However, if we engage outside advisors or
consultants in its search for business opportunities, it may be necessary to
attempt to raise additional funds. As of the date hereof, we have not made any
arrangements or definitive agreements to use outside advisors or consultants or
to raise any capital.
In the event we need to raise capital, most likely the only method
available to us would be the private sale of our securities. Because we are a
development stage company, it is unlikely that we could make a public sale of
securities or be able to borrow any significant sum from either a commercial or
private lender. There can be no assurance that we will be able to obtain
additional funding when and if needed, or that such funding, if available, can
be obtained on acceptable terms.
We do not intend to use any employees, with the possible exception of
part-time clerical assistance on an as-needed basis. Outside advisors or
consultants will be used only if they can be obtained for minimal cost or on a
deferred payment basis. Management is confident that it will be able to operate
in this manner and to continue its search for business opportunities during the
next twelve months. Management further believes that we will not have to make
any equipment purchases in the immediate future.
Forward-Looking and Cautionary Statements
This report contains certain forward-looking statements. These statements
relate to future events or our future performance and involve known and unknown
risks and uncertainties. Actual results may differ substantially from such
forward-looking statements, including, but not limited to, the following:
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o our ability to search for an appropriate business opportunity and to
subsequently acquire or merge with such entity;
o to meet our cash and working capital needs;
o our ability to maintain our corporate existence as a viable entity; and
o other risks detailed in our periodic report filings with the SEC.
In some cases, you can identify forward-looking statements by terminology
such as "may," "will" "should," "expects," "intends," "plans," "anticipates,"
"believes," "estimates," "predicts," "potential," "continue," or the negative of
these terms or other comparable terminology.
These statements are only predictions. Although we believe that the
expectations reflected in the forward-looking statements are reasonable, we
cannot guarantee future results, levels of activity, performance or
achievements.
Item 3. Controls and Procedures.
As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of management,
including our chief executive officer and principal financial officer, of the
effectiveness of the design and operation of our disclosure controls and
procedures as defined in Rules 13a-15(e) and 15d-15(e) of the Securities
Exchange Act of 1934. Based upon that evaluation, our chief executive officer
and principal financial officer concluded that our disclosure controls and
procedures are effective to cause the material information required to be
disclosed by us in the reports that we file or submit under the Exchange Act to
be recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms. There have been no significant changes
in our internal controls or in other factors which could significantly affect
internal controls subsequent to the date we carried out our evaluation.
PART II
Item 1. Legal Proceedings
There are no material pending legal proceedings to which we are a party or
to which any of our property is subject and, to the best of our knowledge, no
such actions against us are contemplated or threatened.
Item 2. Changes In Securities and Use of Proceeds
This Item is not applicable.
Item 3. Defaults Upon Senior Securities
This Item is not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
This Item is not applicable.
Item 5. Other Information
This Item is not applicable.
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Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 31.1 Certification of C.E.O. Pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002.
Exhibit 31.2 Certification of Principal Accounting Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
Exhibit 32.1 Certification of C.E.O. Pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
Exhibit 32.2 Certification of Principal Accounting Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(b) Reports on Form 8-K
No report on Form 8-K was filed during the three month period ended March
31, 2004.
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SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the Registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
GRANT VENTURES, INC.
Date: May 12, 2004 By: /S/ GEOFF WILLIAMS
---------------------------------------
Geoff Williams
Acting President and C.E.O.,
Secretary and Director
(Principal Accounting Officer)
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