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 September 30, 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 0-50542
GREEN MT. LABS., INC.
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(Exact name of small business issuer as specified in its charter)
NEVADA 82-0497807
(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 September 30, 2004
----------------------------- -------------------------------------
Common Stock, $.001 par value 1,006,000
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 - September 30, 2004 (unaudited) and December 31, 2003............... 4
Statements of Operations - three and nine months ended September 30, 2004
and 2003 and the period from inception on July 12, 1983 to
September 30, 2004 (unaudited).................................................... 5
Statements in Changes in Stockholders' Equity (Deficit) - for the period
July 12, 1983 to September 30, 2004 (unaudited)................................... 6
Statements of Cash Flows - three and nine months ended September 30, 2004
and 2003 and the period from inception on July 12, 1983 to
September 30, 2004 (unaudited).................................................... 8
Notes to Financial Statements ...................................................... 9
Item 2. Management's Discussion and Analysis and Results of Operations........................... 10
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.................................... 14
Item 5. Other Information........................................................................ 14
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 Green Mt. Labs., Inc. at
September 30, 2004 and December 31, 2003, related unaudited statements of
operations, stockholders' equity (deficit) and cash flows for the three and nine
months ended September 30, 2004 and 2003 and the period July 12, 1983 (date of
inception) to September 30, 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 September 30, 2004, are not necessarily indicative
of the results that can be expected for the fiscal year ending December 31,
2004.
GREEN MT. LABS., INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
September 30, 2004 and December 31, 2003
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GREEN MT. LABS, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
September 30, December 31,
2004 2003
----------- -----------
(Unaudited)
CURRENT ASSETS
Cash $ -- $ --
----------- -----------
Total Current Assets -- --
----------- -----------
TOTAL ASSETS $ -- $ --
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Accounts payable $ 7,464 $ 3,465
Accounts payable - stockholder 29,668 16,611
----------- -----------
Total Current Liabilities 37,132 20,076
----------- -----------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock; 50,000,000 shares authorized,
at no par value, 1,006,000 shares issued
and outstanding 13,800 13,800
Additional paid-in capital 4,702 4,702
Deficit accumulated during the development stage (55,634) (38,578)
----------- -----------
Total Stockholders' Equity (Deficit) (37,132) (20,076)
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ -- $ --
=========== ===========
The accompanying notes are an integral part of these financial statements.
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GREEN MT. LABS, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
For the Three For the Nine Inception on
Months Ended Months Ended July 1,
September 30, September 30, 1983 Through
-------------------------- -------------------------- September 30,
2004 2003 2004 2003 2004
----------- ----------- ----------- ----------- -----------
REVENUES $ -- $ -- $ -- $ -- $ --
EXPENSES
General and Administrative 7,807 1,379 15,894 11,496 54,472
----------- ----------- ----------- ----------- -----------
Total Expenses 7,807 1,379 15,894 11,496 54,472
----------- ----------- ----------- ----------- -----------
LOSS FROM OPERATIONS (7,807) (1,379) (15,894) (11,496) (54,472)
----------- ----------- ----------- ----------- -----------
OTHER EXPENSES
Interest Expense (541) -- (1,162) -- (1,162)
----------- ----------- ----------- ----------- -----------
Total Other Expenses (541) -- (1,162) -- (1,162)
----------- ----------- ----------- ----------- -----------
NET LOSS $ (8,348) $ (1,379) $ (17,056) $ (11,496) $ (55,634)
=========== =========== =========== =========== ===========
BASIC LOSS PER SHARE $ (0.01) $ (0.00) $ (0.02) $ (0.01)
=========== =========== =========== ===========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 1,006,000 1,006,000 1,006,000 1,006,000
=========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements.
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GREEN MT. LABS, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)
Deficit
Accumulated
Common Stock Additional During the
--------------------- Paid-In Development
Shares Amount Capital Stage
--------- --------- --------- ---------
Balance at inception on
July 12, 1983 -- $ -- $ -- $ --
Common stock issued for
mining claims 1,000,000 7,500 -- --
Net loss from inception on
July 12, 1983 through
December 31, 1997 -- -- -- (8,710)
--------- --------- --------- ---------
Balance, December 31, 1997 1,000,000 7,500 -- (8,710)
Net loss for the year ended
December 31, 1998 -- -- -- --
--------- --------- --------- ---------
Balance, December 31, 1998 1,000,000 7,500 -- (8,710)
Net loss for the year ended
December 31, 1999 -- -- -- --
--------- --------- --------- ---------
Balance, December 31, 1999 1,000,000 7,500 -- (8,710)
Common stock issued for
services, September 11, 2000 6,000 6,300 -- --
Contributed capital -- -- 3,099 --
Net loss for the year ended
December 31, 2000 -- -- -- (9,399)
--------- --------- --------- ---------
Balance, December 31, 2000 1,006,000 13,800 3,099 (18,109)
Contributed capital -- -- 993 --
Net loss for the year ended
December 31, 2001 -- -- -- (3,236)
--------- --------- --------- ---------
Balance, December 31, 2001 1,006,000 13,800 4,092 (21,345)
--------- --------- --------- ---------
The accompanying notes are an integral part of these financial statements.
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GREEN MT. LABS, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit) (continued)
Deficit
Accumulated
Common Stock Additional During the
--------------------- Paid-In Development
Shares Amount Capital Stage
--------- --------- --------- ---------
Balance, December 31, 2001 1,006,000 $ 13,800 $ 4,092 $ (21,345)
Net loss for the year ended
December 31, 2002 -- -- -- (2,789)
--------- --------- --------- ---------
Balance, December 31, 2002 1,006,000 13,800 4,092 (24,134)
Services contributed to the
Company -- -- 610 --
Net loss for the year ended
December 31, 2003 -- -- -- (14,444)
--------- --------- --------- ---------
Balance, December 31, 2003 1,006,000 13,800 4,702 (38,578)
Net loss for the nine months
ended September 30, 2004
(unaudited) -- -- -- (17,056)
--------- --------- --------- ---------
Balance, September 30, 2004
(unaudited) 1,006,000 $ 13,800 $ 4,702 $ (55,634)
========= ========= ========= =========
The accompanying notes are an integral part of these financial statements.
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GREEN MT. LABS, INC.
(A Development Stage Company)
Statements of Cash Flows
From
Inception on
For the Nine July 1,
Months Ended 1983 Through
September 30, September 30,
-------------------------- -----------
2004 2003 2004
----------- ----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (17,056) $ (11,496) $ (55,634)
Adjustments to reconcile net loss to net cash
used by operating activities:
Impairment loss on mining claims -- -- 7,500
Common stock issued for services -- -- 6,300
Changes in operating assets and liabilities
Increase in accounts payable 3,999 (260) 7,464
Increase in account payable - shareholder 13,057 11,756 29,668
----------- ----------- -----------
Net Cash Used by Operating Activities -- -- (4,702)
----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES -- -- --
----------- ----------- -----------
CASH FLOWS FROM FINIANCING ACTIVITIES
Contribution of capital by shareholders -- -- 4,702
----------- ----------- -----------
Net Cash Provided by Operating
Activities -- -- 4,702
----------- ----------- -----------
NET DECREASE IN CASH -- -- --
CASH AT BEGINNING OF PERIOD -- -- --
----------- ----------- -----------
CASH AT END OF PERIOD $ -- $ -- $ --
=========== =========== ===========
SUPPLIMENTAL DISCLOSURES OF
CASH FLOW INFORMATION
CASH PAID FOR:
Interest $ -- $ -- $ --
Income Taxes $ -- $ -- $ --
NON-CASH FINANCING ACTIVITIES
Common stock issued for services $ -- $ -- $ 6,300
Common stock issued for mining claims $ -- $ -- $ 7,500
The accompanying notes are an integral part of these financial statements.
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GREEN MT. LABS, INC.
(A Development Stage Company)
Notes to the Financial Statements
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
September 30, 2004 and 2003, and for all periods presented herein, 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 September 30, 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 upon
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 or other
business combination 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. Ongoing expense, including the costs
associated with the preparation and filing of our registration statement and
periodic reports are being paid for by advances from shareholders, which are
evidenced in our financial statements as accounts payable-related party. 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.
Results of Operations
We incurred a loss of $8,348 and $17,056 during the three and nine month
periods ended September 30, 2004, respectively, compared to a loss of $1,379 and
$11,496 during the respective comparable 2003 periods. The decreases was due to
the majority of legal and accounting costs associated with the preparation and
filing with the SEC of our Form 10-SB registration statement being incurred
during the 2003 periods.
Liquidity and Capital Resources
During the three months ended September 30, 2004, our expenses were paid by
a shareholder. We expect to continue to rely on the shareholder to pay our
expenses, because we have no cash reserves or sources of revenues, until such
time that we complete a merger with or acquisition of an existing, operating
company. There is no assurance that we will complete such a merger or
acquisition or that the shareholder will continue indefinitely to pay our
expenses.
In the opinion of management, inflation has not and will not have a
material effect on our operations until such time as we successfully completes
an acquisition or merger. At that time, management will evaluate the possible
effects of inflation on 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 our 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.
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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 their 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.
Net Operating Loss
We have accumulated approximately $31,000 of net operating loss
carryforwards as of December 31, 2003. This loss carry forward may be offset
against taxable income and income taxes in future years and expires in the year
2023. The use of these losses to reduce future income taxes will depend on the
generation of sufficient taxable income prior to the expiration of the net
operating loss carryforwards. In the event of certain changes in control, there
will be an annual limitation on the amount of net operating loss carryforwards
which can be used. No tax benefit has been reported in the financial statements
for the year ended December 31, 2003 because it has been fully offset by a
valuation reserve. The use of future tax benefit is undeterminable because we
presently have no operations.
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:
o our ability to search for an appropriate business opportunity and
to subsequently acquire or merge with such entity;
o our ability 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
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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.
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.
Exhibit32.1 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
September 30, 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.
GREEN MT. LABS., INC.
Date: November 15, 2004 By: /S/ GEOFF WILLIAMS
-----------------------------------
Geoff Williams
President, C.E.O. and Director
(Principal Accounting Officer)
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