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Vegas Equity International Corp – ‘10KSB’ for 12/31/04

On:  Thursday, 4/14/05, at 9:47pm ET   ·   As of:  4/15/05   ·   For:  12/31/04   ·   Accession #:  1117768-5-58   ·   File #:  0-50317

Previous ‘10KSB’:  ‘10KSB’ on 8/20/04 for 12/31/03   ·   Next & Latest:  ‘10KSB’ on 4/20/06 for 12/31/05

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/15/05  Vegas Equity International Corp   10KSB      12/31/04    4:171K                                   123EDGARDIRECT Inc/FA

Annual Report — Small Business   —   Form 10-KSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10KSB       Annual Report -- Small Business                     HTML    147K 
 2: EX-31.1     Certification per Sarbanes-Oxley Act (Section 302)  HTML      8K 
 3: EX-31.2     Certification per Sarbanes-Oxley Act (Section 302)  HTML      8K 
 4: EX-32.1     Certification per Sarbanes-Oxley Act (Section 906)  HTML      6K 


10KSB   —   Annual Report — Small Business


This is an HTML Document rendered as filed.  [ Alternative Formats ]



  Form 10KSB  

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-KSB


[X]          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE OF 1934

FOR THE FISCAL YEAR ENDED: DECEMBER 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 N/A

COMMISSION FILE NUMBER: 000-50317

CASH 4 HOMES 247
(Name of small business issuer in its charter)

Nevada

95-4558335

(State of Incorporation)

(I.R.S. Employer Identification No.)


6767 West Tropicana Avenue, Suite 204, Las Vegas, Nevada 89103
(Address of Principal Executive Offices) (Zip Code)
(702) 355-3103
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:    None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock
(Title of Class)

Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act 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           No __X___

Check if disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB [ ]

State issuer’s revenues for its most recent fiscal year: $-0-

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the average bid and asked price of such common equity, as of a specified date within the past 60 days.  $0.00 as of March 31, 2005

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

166,116,662 Common Shares as of March 31, 2005

 


 

TABLE OF CONTENTS TO ANNUAL REPORT

ON FORM 10-KSB

YEAR ENDED DECEMBER 31, 2004

Page

Part I

Item 1.

Description of Business

3

Item 2.

Description of Property

3

Item 3.

Legal Proceedings

3

Item 4.

Submission of Matters to a Vote of Security Holders

3


Part II

Item 5.

Market for Common Equity and Related Stockholder Matters

4

Item 6.

Management's Discussion and Analysis or Plan of Operation

4

Item 7.

Financial Statements

6

Item 8.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

7

Item 8A.

Controls and Procedures

7


Part III

Item 9.

Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act

8

Item 10.

Executive Compensation

8

Item 11.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

8

Item 12.

Certain Relationships and Related Transactions

9

Item 13.

Exhibits and Reports on Form 8-K

9

Item 14.

Principal Account Fees and Services

9

 

2


 

PART I

ITEM 1.  DESCRIPTION OF BUSINESS

The Company was incorporated as Overtime, Ltd. on May 17, 1996, under laws of the State of Nevada. Later the Company was named Callwriter, Inc. On November 10, 1999, the Company changed its name to American Broadsports. On November 29, 1999, the Company changed its name to Sierra Pacific Gypsum Corporation. On June 15, 2000, the Company changed its name to Sanitec Holdings USA. On November 29, 2000, the Company changed its name to Co-Media, Inc. On June 27, 2001, the Company changed its name to Select, Inc. and then changed it back to Co-Media, Inc. on October 22, 2001. On January 7, 2002, the Company changed its name to The Jarvis Group, Inc. On May 7, 2003, the Company changed its name to Cash 4 Homes 247.

The business purpose of the Company is to franchise nationally a system for acquiring and marketing real estate properties owned by motivated sellers.

Description of Business

The business purpose of the Company is to franchise nationally a system for acquiring and marketing real estate properties owned by motivated sellers.



Cash 4 Homes 247 has not selected any other company as an acquisition target or merger partner and does not intend to merge with or acquire any other business entity at this time.

Due to our inability to secure funding, we were unable to implement this business plan.  We have attempted to identify and evaluate other business and technology opportunities in order to proceed with an active business operation.

Employees

We currently have no employees other than our sole officer and director, Gordon Forgey.

Available Information

We file annual reports on Form 10-KSB, quarterly reports on Form 10-QSB, current reports on Form 8-K and proxy and information statements and amendments to reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended. The public may read and copy these materials at the SEC’s Public Reference Room at 450 Fifth Street, NW, Washington, D.C. 20549. The public may obtain information on the operation of the public reference room by calling the SEC at 1-800-SEC-0330. The SEC also maintains a website (http://www.sec.gov) that contains reports, proxy and information statements and other information regarding our Company and other companies that file materials with the SEC electronically. Our office is located at 6767 West Tropicana Avenue, Suite 204, Las Vegas, Nevada 89103.

Government Regulation

We are not aware of any existing or probable governmental regulation that will have a material impact on our company.

We are not subject to any compliance with environmental laws.

Trademarks and Intellectual Property

We do not own any interest in a patent, trademark, license, franchise, concession, or royalty agreement.

Research and Development

We have incurred no research or development expenditures during the fiscal years ended December 31, 2003 or 2004.

3


 


ITEM 2.  DESCRIPTION OF PROPERTY

Cash 4 Homes 247 neither owns nor leases any real property at this time, and conducts its business from the Vu Buy Properties, Inc. office, which is approximately 300 square feet, leased for $889.00 per month and located at 6767 West Tropicana Avenue, Suite 204, Las Vegas, Nevada 89103.

ITEM 3.  LEGAL PROCEEDINGS

We are not aware of any legal proceedings against us.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matters have been submitted to our security holders for a vote at a meeting or otherwise during the fiscal years ended December 31, 2003 or 2004.

 

4


 


PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our common stock is currently quoted on the Pink Sheets under the symbol “CSFM.PK.”

The following table sets forth the range of high and low bid quotations for our common stock for each of the periods indicated. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.

Fiscal Year Ending December 31, 2004

Quarter Ended

 

High $

 

Low $

March 30, 2004

 

0.01

 

0.00

June 30, 2004

 

0.04

 

0.03

September 30, 2004

 

0.01

 

0.01

December 31, 2004

 

0.05

 

0.01

 

On March 31, 2005 the last bid price per share of our common stock was $0.001.

PENNY STOCK

The Securities Exchange Commission has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the Nasdaq system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from those rules, deliver a standardized risk disclosure document prepared by the Commission, which: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation to such duties or other requirements of Securities' laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form as the Commission shall require by rule or regulation. The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer: (a) with bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and (d) monthly account statements showing the market value of each penny stock held in the customer's account. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitably statement.

These disclosure requirements may have the effect of reducing the trading activity in the secondary market for our stock if it becomes subject to these penny stock rules. Therefore, because our common stock is subject to the penny stock rules, stockholders may have difficulty selling our securities.

Dividends

We have not declared any dividends, and we do not plan to declare any dividends in the foreseeable future.

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends.

5


 

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS

Management discussed that there were no sales, operations or income in 2003 or 2004.  The Company is in the process of reorganizing at the present moment and there are no plans to operate until the reorganization is completed.  Management said it is expected that the reorganization will be completed this year.

The following discussion with regard to our financial condition and operating results should be read in conjunction with our financial statements and attached footnotes that are included elsewhere in this Report. Except for the historical information contained in this Report, the discussion contained in this Report contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on our current plans and expectations and involve risks and uncertainties that could cause actual future activities and results of operations to be materially different from those set forth in the forward-looking statements. These statements may be identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "should" or "anticipates" or the negative of these words or similar expressions or by discussions of strategy. Our actual
results could differ materially from those discussed in this Report. Important factors that could cause actual results to differ include, among other things, our inability to consummate an acquisition of an operating business on terms favorable to us or, in the event we do consummate the transaction contemplated, our inability to successfully manage and operate the combined business.

Plan of Operation

We currently have no business activities. Due to our inability to secure funding, we were unable to implement our previous business plan.   Since this time, we have attempted to identify and evaluate other business and technology opportunities in order to proceed with an active business operation. At the present time, we have not identified any other business and/or technology opportunities that our management believes are consistent with the best interest of the company. Our plan of operations is to continue our attempts to identify and evaluate other business and technology opportunities in order to proceed with an active business operation.

We can provide no assurance that we will be successful in acquiring other businesses or technology due to our limited working capital. We anticipate that if we are successfully able to identify any technology or business for acquisition, we will require additional financing in order for us to complete the acquisition. We can provide no assurance that we will receive additional financing if sought.



Results of Operations

The Company has had no operations during this quarter.  Management discussions centered on the need for additional financing.  There is no guaranty that the Company will be able to achieve this endeavor, however, Management is working hard towards this goal.  The OTCBB market exposure should enable the Company to raise additional capital, which is vital for its continued operations.



Going Concern

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern.  The Company has had recurring operating deficits in the past few years and has large accumulated deficits and is in the development stage and has no recurring revenues. These items raise substantial doubt about the Company’s ability to continue as a going concern.

In view of these matters, realization of the assets of the Company is dependent upon the Company’s ability to meet its financial requirements and the success of future operations. These condensed financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

The Company’s continued existence is dependent upon its ability to generate sufficient cash flows from equity financing.


6


 

ITEM 7.  FINANCIAL STATEMENTS

The following are the audited financial statements.

CASH 4 HOMES 247

(FORMERLY THE JARVIS GROUP, INC.)

(A DEVELOPMENT STAGE COMPANY)

FINANCIAL STATEMENTS

DECEMBER 31, 2004 AND 2003

 

 

7


 

 


CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
INDEX TO FINANCIAL STATEMENTS

 

Page(s)

Report of Independent Registered Public Accounting Firm

1

Balance Sheets as of December 31, 2004 and 2003

2

Statements of Operations for the Years Ended December 31, 2004 and 2003
with Cumulative Totals Since Inception

3

Statement of Changes in Stockholders’ Deficit for the Period May 17, 1996
(Inception) to December 31, 2004

4

Statements of Cash Flows for the Years Ended December 31, 2004 and 2003
with Cumulative Totals Since Inception

5

Notes to Financial Statements

6-12

 

 


 
 

BAGELL, JOSEPHS & COMPANY, L.L.C.
Certified Public Accountants
High Ridge Commons
Suites 400-403
200 Haddonfield Berlin Road
Gibbsboro, New Jersey 08026
(856) 346-2828  Fax (856) 346-2882

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Cash 4 Homes 247
Las Vegas, Nevada

We have audited the accompanying balance sheet of Cash 4 Homes 247 as of December 31, 2004 and 2003 and the related statements of operations, changes in stockholders’ (deficit), and cash flows for the years then ended with cumulative totals since inception, May 17, 1996.  These financial statements are the responsibility of the Company’s management.  Our responsibility is to express an opinion on these financial statements based on our audits.

We have conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated 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.  We believe that our audits provide a reasonable basis for our opinion.

The accompanying financial statements for the years ended December 31, 2004 and 2003 have been prepared assuming that the Company will continue as a going concern.   As discussed in Note 5 to the financial statements, the Company has sustained operating losses and capital deficits that raise substantial doubt about its ability to continue as a going concern.  Management’s operating and financing plans in regard to these matters are also discussed in Note 5.  The financial statements do not include any adjustments that might result from the outcome of these uncertainties.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Cash 4 Homes 247 as of December 31, 2004 and 2003 and the results of its operations, changes in stockholders’ (deficit) and their cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

BAGELL, JOSEPHS & COMPANY, L.L.C.
BAGELL, JOSEPHS & COMPANY, L.L.C.
Certified Public Accountants
Gibbsboro, New Jersey
March 25, 2005

                                MEMBER OF:       AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
                                                                NEW JERSEY SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS
                                                                PENNSYLVANIA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
                                                                NEW YORK STATE SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS             


1


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
DECEMBER 31, 2004 AND 2003

ASSET

2004

2003

Current Asset

  Cash and cash equivalents

  $                  -

  $                  -

    Total Current Asset

                     -

                     -

TOTAL ASSET

  $                  -
=========

  $                  -
=========

  

  

LIABILITY AND STOCKHOLDERS' (DEFICIT)

LIABILITY

Current Liability

  Accounts payable and accrued expenses

  $        34,725

  $        12,195

      Total Current Liability

           34,725

           12,195

      Total Liability

           34,725

           12,195

STOCKHOLDERS' (DEFICIT)

  Preferred stock, par value $.0001, 10,000,000 shares authorized and

    10,000,000 shares issued and outstanding

             1,000

              1,000

  Common stock, par value $.0001, 490,000,000 shares authorized

    and 166,116,662 shares issued and outstanding

           16,612

           16,612

  Additional paid-in capital

      4,789,666

      4,789,666

  Deficit accumulated during the development stage

     (4,842,003)

     (4,819,473)

      Total Stockholders' (Deficit)

          (34,725)

          (12,195)

TOTAL LIABILITY AND STOCKHOLDERS' (DEFICIT)

  $                  -
==========

  $                   -
==========

 

The accompanying notes are an integral part of the financial statements.

2


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
FOR THE YEARS ENDED DECEMBER 31, 20043 AND 2003
(WITH CUMULATIVE TOTALS SINCE INCEPTION)

 

Cumulative Totals

May 17, 1996

2004

2003

to December 31, 2004

INCOME

  $                   -

  $                   -

  $                               -

OPERATING EXPENSES

Administrative expenses

                   30

                      -

                          5,508

TV programming

                      -

                      -

                             800

Consulting

                      -

       2,001,000

                   2,001,000

Service fees

                      -

              5,770

                          6,195

Professional fees

            22,500

              6,000

                        28,500

       Total Operating Expenses

22,530

2,012,770

2,042,003

OTHER (EXPENSE)

Unrealized loss on investment

                      -

      (2,800,000)

(2,800,000)

     Total other (expense)

                      -

      (2,800,000)

(2,800,000)

NET INCOME (LOSS) APPLICABLE TO COMMON SHARES

  $        (22,530)
===========

  $   (4,812,770)
==========

  $               (4,842,003)
================

NET INCOME (LOSS) PER BASIC AND DILUTED SHARES

  $        (0.0001)
===========

  $        (0.0382)
==========

WEIGHTED AVERAGE NUMBER OF COMMON

    SHARES OUTSTANDING

166,116,662
=========

126,116,662
=========

The accompanying notes are an integral part of the financial statements.


3


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS’ (DEFICIT)
FROM MAY 17, 1996 (INCEPTION) TO DECEMBER 31, 2004

Additional

Deficits Accumulated

Preferred Stock

Common Stock

Paid-in

During the Development

  Shares

Amount

  Shares

Amount

Capital

Stage

Total

Balance, May 17, 1996

                -  

  $            -  

                   -  

  $             -  

  $                 -  

  $                  -  

  $                    -  

Common stock issued for cash

                -  

               -  

       25,000

           2,500

                    -  

                  -  

             2,500

Net loss - 1996

                -   

               -  

                   -  

                -  

                    -  

         (2,500)

          (2,500)

Balance, December 31, 1996

                -  

               -  

       25,000

           2,500

                     -  

        (2,500)

                       -  

Net loss - 1997

                -  

               -  

                 -  

                -  

                    -  

                  -  

                       -  

Balance, December 31, 1997

                -  

               -  

       25,000

           2,500

                    -  

        (2,500)

                       -  

Change in par value to $.0001

                -  

                -  

                   -  

         (2,498)

              2,498

                 -  

                       -  

Stock split 100 for 1

                -  

               -  

  2,475,000

              248

                (248)

                  -  

                       -  

Net loss - 1998

                -  

               -  

                   -  

                -  

                    -  

                 -  

                       -  

Balance, December 31, 1998

                -  

               -  

  2,500,000

              250

              2,250

      (2,500)

                       -  

Stock split 3 for 1

                -  

               -  

  5,000,000

               500

                (500)

               -  

                       -  

Net loss - 1999

                -  

               -  

                   -  

                -  

                    -  

               -  

                        -  

Balance, December 31, 1999

                -  

               -  

  7,500,000

              750

              1,750

     (2,500)

                       -  

Issuance of common shares for services

                -   

               -  

   4,675,000

              468

                    -  

                -  

                468

Net loss - 2000

                -  

               -  

                   -  

                -  

                     -  

         (468)

             (468)

Balance, December 31, 2000

                -  

               -  

12,175,000

           1,218

              1,750

      (2,968)

                       -  

Issuance of common shares for services

                -  

               -  

  5,665,176

              566

                    -  

              -  

                566

Reverse stock split 1 for 20

                -  

               -  

(16,948,159)

         (1,695)

              1,695

             -  

                       -  

Issuance of common shares for services

                -  

               -  

  8,000,000

              800

                    -  

               -  

                800

Net loss - 2001

                -  

               -  

                   -  

                -  

                    -  

      (1,366)

         (1,366)

Balance, December 31, 2001

                -  

               -  

  8,892,017

               889

              3,445

      (4,334)

                       -  

Stock split 3 for 1

                -  

               -  

  17,784,034

           1,779

             (1,779)

               -  

                        -  

Issuance of stock for equipment

                -  

               -  

  19,440,611

           1,944

                    -  

               -  

            1,944

Net loss - 2002

                -  

               -  

                   -  

                -  

                    -  

     (2,369)

          (2,369)

Balance, December 31, 2002

                -  

               -  

  46,116,662

           4,612

              1,666

     (6,703)

             (425)

Issuance of stock for investment

                -  

               -  

  70,000,000

           7,000

       2,793,000

              -  

     2,800,000

Issuance of stock for services

  10,000,000

    1,000

  50,000,000

           5,000

       1,995,000

              -  

     2,001,000

Net loss - 2003

                -  

               -  

                 -  

                -  

                    -  

  (4,812,770)

    (4,812,770)

Balance, December 31, 2003

  10,000,000

     1,000

166,116,662

         16,612

       4,789,666

  (4,819,473)

        (12,195)

Net loss- 2004

                -  

               -  

                  -  

                -  

                     -  

        (22,530)

         (22,530)

Balance, December 31, 2004

  10,000,000
========

  $  1,000
======

166,116,662
=========

  $      16,612
=========

  $    4,789,666
==========

  $  (4,842,003)
==========

$      (34,725)
==========

The accompanying notes are an integral part of the consolidated financial statements.

4


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2004 AND 2003
(WITH CUMULATIVE TOTALS SINCE INCEPTION)

Cumulative Totals

May 17, 1996

2004

2003

to December 31, 2004

CASH FLOWS FROM OPERATING ACTIVITIES

   Net loss

  $  (22,530)

  $(4,812,770)

  $         (4,842,003)

   Adjustments to reconcile net loss to net cash

     (used in) operating activities

     Stock issued for services

               -

    2,001,000

            2,004,778

     Unrealized loss on investment

             -

     2,800,000

            2,800,000

  Changes in assets and liabilities

     Increase in accounts payable and

       accrued expenses

      22,530

        11,770

                34,725

     Total adjustments

     22,530

   4,812,770

           4,839,503

     Net cash (used in) operating activities

               -

                  -

              (2,500)

CASH FLOWS FROM FINANCING ACTIVITIES

    Proceeds from the sale of common stock

                -

                   -

                2,500

       Net cash provided by financing activities

                -

                   -

                 2,500

NET INCREASE (DECREASE) IN

    CASH AND CASH EQUIVALENTS

                 -

                   -

                        -

CASH AND CASH EQUIVALENTS -

    BEGINNING OF PERIOD

                -

                   -

                         -

CASH AND CASH EQUIVALENTS - END OF PERIOD

  $               -
========

  $                 -
=========

  $                        -
============

SUPPLEMENTAL DISCLOSURE OF NONCASH

   INFORMATION:

     Shares issued for services

  $              -
========

  $  2,001,000
=========

  $           2,004,778
=============

    Shares issued for acquisition

  $              -
========

  $  2,800,000
=========

  $           2,800,000
=============

The accompanying notes are an integral part of the financial statements.

5


 
 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 AND 2003

NOTE 1-                ORGANIZATION AND BASIS OF PRESENTATION

The Company was incorporated as Overtime, Ltd. on May 17, 1996, under laws of the State of Nevada. Later the Company was named Callwriter, Inc. On November 10, 1999, the Company changed its name to American Broadsports. On November 29, 1999, the Company changed its name to Sierra Pacific Gypsum Corporation. On June 15, 2000, the Company changed its name to Sanitec Holdings USA. On November 29, 2000, the Company changed its name to Co-Media, Inc. On June 27, 2001, the Company changed its name to Select, Inc. and then changed it back to Co-Media, Inc. on October 22, 2001. On January 7, 2002, the Company changed its name to The Jarvis Group, Inc. On May 7, 2003, the Company changed its name to Cash 4 Homes 247.

The business purpose of the Company is to franchise nationally a system for acquiring and marketing real estate properties owned by motivated sellers.

NOTE 2-                SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Development Stage Company

The Company is considered to be in the development stage as defined in Statement of Financial Accounting Standards (SFAS) No. 7, “Accounting and Reporting by Development Stage Enterprises.The Company is devoting substantially all of its efforts to developing the marketing of the real estate properties.

Use of Estimates

The preparation of condensed financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents consists principally of currency on hand, demand deposits at commercial banks, and liquid investment funds having a maturity of three months or less at the time of purchase.


6


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2004 AND 2003

 

NOTE 2-                SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                               
(CONTINUED)

Start-up Costs

In accordance with the American Institute of Certified Public Accountants Statement of Position 98-5, “Reporting on the Costs of Start-up Activities”, the Company expenses all costs incurred in connection with the start-up and organization of the Company.

Common Stock Issued For Other Than Cash

Services purchased and other transactions settled in the Company's common stock are recorded at the estimated fair value of the stock issued if that value is more readily determinable than the fair value of the consideration received.

Net (Loss) Per Share of Common Stock

The following table sets forth the computation of basic and diluted earnings per share:

YEARS ENDED

DECEMBER 31,

2004

2003

Net loss

  $      (22,530)

  $   (4,812,770)

Weighted average common shares

  outstanding (Basic)

  166,116,662

   126,116,662

Options

                  -  

                    -  

Warrants

                  -  

                    -  

Weighted average common shares

  outstanding (Diluted)

  166,116,662
=========

    126,116,662

All dilutive securities were not included in the calculation of dilutive earnings per share because the effect would be anti-dilutive when the Company has incurred a loss from operations.


7


 

 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2004 AND 2003

 

NOTE 2-                SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                                (CONTINUED)

Stock-Based Compensation

The Company has adopted the disclosure provisions of Statement of Financial Accounting Standards No. 123, “Accounting for Stock-Based Compensation” ("SFAS No. 123"). SFAS No. 123 permits the Company to continue accounting for stock-based compensation as set forth in Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees” ("APB Opinion No. 25"), provided the Company discloses the pro forma effect on net income and earnings per share of adopting the full provisions of SFAS No. 123. Accordingly, the Company continues to account for stock-based compensation under APB Opinion No. 25 and has provided the required pro forma disclosures.

Recent Accounting Pronouncements

In June 2001, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards No. 141, Business Combinations,” which eliminated the pooling of interest method of accounting for all business combinations initiated after June 30, 2001 and addresses the initial recognition and measurement of goodwill and other intangible assets acquired in a business combination.  The Company adopted this accounting standard for business combinations initiated after June 30, 2001.

The Company adopted SFAS 142, Goodwill and Other Intangible Assets,” effective July 1, 2001.  SFAS 142 addresses the financial and accounting and reporting standards for the acquisition of intangible assets outside of a business combination and for goodwill (of which the Company has not recognized such intangible asset) and other intangible assets subsequent to their acquisition.  This accounting standard requires that goodwill be separately disclosed from other intangible assets in the statement of financial position, and no longer be amortized but tested for impairment on a periodic basis.  The provisions of this accounting standard also require the completion of a transitional impairment test within six months of adoption, with any impairments identified treated as a cumulative effect of a change in accounting principle.

In August 2002, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets,” which supersedes SFAS No. 121 and provides a single accounting model for long-lived assets to be disposed of.  The new rules significantly change what would have to be met to classify an asset as held for sale.  In addition, more dispositions will qualify for discontinued operations treatment in the income statement as the criteria for discontinued operation presentation is changed to a component of the business rather than a segment of the business.  The Company is required to apply SFAS No. 144 as of October 1, 2003.


8


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2004 AND 2003

 

NOTE 2-                SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                                (CONTINUED)

Recent Accounting Pronouncements (Continued)

In April 2002, the FASB issued SFAS No. 145, “Rescission of FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13, and Technical Corrections”.  This statement rescinds SFAS No. 4, Reporting Gains and Losses from Extinguishment of Debt, and an amendment of that statement, SFAS No. 44, Accounting for Intangible Assets of Motor Carriers, and SFAS No. 64, Extinguishments of Debt Made to Satisfy Sinking‑Fund Requirements.   This statement amends SFAS No. 13, Accounting for Leases, to eliminate inconsistencies between the required accounting for sales‑leaseback transactions and the required accounting for certain lease modifications that have economic effects that are similar to sales‑leaseback transactions.

Also, this statement amends other existing authoritative pronouncements to make various technical corrections, clarify meanings, or describe their applicability under changed conditions.  Provisions of SFAS No. 145 related to the rescissions of SFAS No. 4 were effective for the Company on November 1, 2002 and provisions affecting SFAS No. 13 were effective for transactions occurring after May 15, 2002.  The adoption of SFAS No. 145 did not have a significant impact on the Company's results of operations or financial position.

In June 2002, the FASB issued SFAS No. 146, “Accounting for Costs Associated with Exit or Disposal Activities”.  The statement addresses financial accounting and reporting for costs associated with exit or disposal activities and requires that a liability for a cost associated with an exit or disposal activity be recognized at fair value when the liability is incurred, rather than at the date of an entity’s commitment to an exit plan.  The provisions of SFAS No. 146 are effective for exit or disposal activities that are initiated after December 31, 2002, with early application encouraged.  The adoption of SFAS No. 146 did not have a significant impact on the Company's results of operations or financial position.

In December 2002, the FASB issued Statement No. 148, “Accounting for Stock-Based Compensation-Transition and Disclosure, an amendment of FASB Statement No. 123”(“SFAS 148”). SFAS 148 amends FASB Statement No. 123, Accounting for Stock-Based Compensation,” to provide alternative methods of transition for an entity that voluntarily changes to the fair value based method of accounting for stock-based employee compensation. It also amends the disclosure provisions of that Statement to require prominent disclosure about the effects on reported net income of an entity’s accounting policy decisions with respect to stock-based employee compensation.

9


 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2004 AND 2003

 

NOTE 2-                SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                                (CONTINUED)

Recent Accounting Pronouncements (Continued)

Finally, this Statement amends Accounting Principles Board (“APB”) Opinion No. 28, “Interim Financial Reporting”, to require disclosure about those effects in interim financial information. SFAS 148 is effective for financial statements for fiscal years ending after December 15, 2002. The Company will continue to account for stock-based employee compensation using the intrinsic value method of APB Opinion No. 25, Accounting for Stock Issued to Employees,” but has adopted the enhanced disclosure requirements of SFAS 148.

NOTE 3-                PROVISION FOR INCOME TAXES

The Company accounts for income taxes using the liability method.

At December 31, 2004 and 2003 deferred tax assets consist of the following:

2004

2003

Net operating loss carryforwards

    1,452,601

    1,445,842

Less: valuation allowance

  (1,452,601)

  (1,445,842)

Net deferred tax assets

                -  
=========

                -  
========

Net operating losses totaling approximately $4,842,003 are currently available and begin to expire in 2021.

A valuation allowance has been provided for the entire deferred tax asset amount until such time that the Company demonstrates the ability to produce taxable income.

NOTE 4-                STOCKHOLDERS’ DEFICIT

Common Stock

As of December 31, 2004, the Company has 490,000,000 shares of common stock authorized and 166,116,662 shares issued and outstanding.

10


 

 

CASH 4 HOMES 247
(FORMERLY THE JARVIS GROUP, INC.)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
DECEMBER 31, 2004 AND 2003

NOTE 4-                STOCKHOLDERS’ DEFICIT (CONTINUED)

Common Stock (Continued)

The Company has amended their Articles of Incorporation at various times amending the authorized share level and par value. As stated the current authorized level is 490,000,000 common shares with a par value of $.0001.
The following details the stock transactions for since inception:

In May 1996, the Company issued 25,000 shares of common stock for $2,500 at a value of $.10 per share.

The Company on November 10, 1998 had a 100 for 1 stock split. On November 15, 1999, the Company had a 3 for 1 stock split.

In the second quarter of 2000, the Company issued 4,675,000 shares of common stock for services rendered at a value of $.0001 per share, the then fair value of the common stock at the date of issuance.

In the second quarter of 2001, the Company issued 5,665,176 shares of common stock for services rendered at a value of $.0001 per share, the then fair value of the common stock at the date of issuance.

On November 5, 2001, the Company reverse split its common stock 1 for 20. On November 5, 2001, the Company also issued 8,000,000 shares of common stock for services at a value of $.0001 per share for a value of $800, the then fair value of the stock at the time of issuance.

On January 8, 2002, the Company split its common stock 3 for 1.

On May 17, 2002, the Company issued 19,440,611 shares of common stock for equipment. The shares were valued at $.0001 per share for a value of $1,944, the then fair value of the stock at the time of issuance. Subsequent to the issuance, the equipment was deemed to be worthless, and the Company impaired the equipment to $0.                


11


 

CASH 4 HOMES 247

(FORMERLY THE JARVIS GROUP, INC.)

(A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

DECEMBER 31, 2004 AND 2003

 

NOTE 4-                STOCKHOLDERS’ DEFICIT (CONTINUED)

 

Common Stock(Continued)

 

On May 7, 2003, the Company issued 70,000,000 shares of common stock in exchange for 100% of the outstanding shares of Vu Buy Properties, Inc. The value of these shares were $.04 per share for a value of $2,800,000, the then current fair value of the shares at the time of acquisition. On June 25, 2003, the Company exchanged 100% of the stock it acquired in the Vu Buy Properties, Inc. transaction, for 1,000 shares of common stock of Univa Estates, Inc., a private company, and entered into an agreement with Univa to provide funding to develop franchise agreements, marketing materials, and business plans for the sale of Vu Buy franchises. The Univa stock was valued at the cost basis, and subsequently written down to $0. This is reflected as an unrealized loss on the condensed statements of operations for the year ended December 31, 2003.

Additionally, on May 7, 2003 the Company issued 50,000,000 shares of common stock for consulting services valued at $.04 per share for a value of $2,000,000, the then fair value of the stock at the time of issuance.

 

Preferred Stock

The Company on May 7, 2003, authorized the issuance of 10,000,000 shares of convertible preferred stock with a par value of $.0001.

These shares are convertible into common stock at a 5 for 1 ratio. All 10,000,000 shares were issued on May 7, 2003 for services. The value of these shares were par value, $1,000.

NOTE 5-                GOING CONCERN

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern.  The Company has had recurring operating deficits in the past few years and has large accumulated deficits and is in the development stage and has no recurring revenues. These items raise substantial doubt about the Company’s ability to continue as a going concern.

In view of these matters, realization of the assets of the Company is dependent upon the Company’s ability to meet its financial requirements and the success of future operations. These condensed financial statements do not include adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

The Company’s continued existence is dependent upon its ability to generate sufficient cash flows from equity financing.

 

12


 


ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING CONTROL AND
                 FINANCIAL DISCLOSURE

None.

ITEM 8A.  CONTROLS AND PROCEDURES

The Company carried out an evaluation of the effectiveness of the design and  operation of the Company's disclosure controls and procedures (as defined in  Exchange Act Rules 13a-15(e) and 15d-15(e)) as of December 31, 2004.  This evaluation was carried out under the supervision and with the participation of the Company's management, specifically Mr. Gordon Forgey, the Company's Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective. There have been no significant changes in the Company's internal controls or in other factors, which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

 

 

8


 

PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS;
               COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

The following table sets forth certain information regarding the executive officers and directors of Cash 4 Homes 247 as of December 31, 2003:



Name
Age
Position
Gordon Forgey
55
President, Secretary, Treasurer and Sole Director


Gordon Forgey, President, Chief Executive Officer and Chief Financial Officer.  Since 1985, Mr. Forgey has been in the Real Estate Investment market as a consultant.

ITEM 10.  EXECUTIVE COMPENSATION

There is no executive compensation given to any officers and directors of the company

No retirement, pension, profit sharing, stock option or insurance programs or other similar programs have been adopted by the Registrant for the benefit of its employees.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND

RELATED STOCKHOLDER MATTERS

The following table sets forth, as at December 31, 2004, certain information as to shares of the common stock owned by (i) each person known by management to beneficially own more than 5% of the outstanding common stock, (ii) each of our directors, and (iii) all executive officers and directors as a group:



SECURITY OWNERSHIP OF BENEFICIAL OWNERS
Approved by the Board of Directors but not issued yet


Title of Class
Name of Owner
Shares Beneficially
Owned
Percentage
Ownership
Preferred
Pamela Harrison Trustee
of the Brown Lychee Trust
10,000,000
5.5%
Common
Pamela Harrison
3,500,000
.02%
Common
Pamela Harrison, Trustee
of the Alex Irrevocable Trust
3,430,000
.02%
Common
Pamela Harrison, Trustee
of the Brown Lychee Insurance Trust
53,060,000
29.48%
Common
Pamela Harrison, Trustee
of the Mekela Irrevocable Trust
3,430,000
.02%
Common
Pamela Harrison, Trustee
of the Thomas Irrevocable Trust
3,430,000
.02%
Total Shares Held

78,850,000
35.06%


All the above will be restricted pursuant to Rule 144.

9


 


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a)           EXHIBITS.

EXHIBIT
NUMBER

DESCRIPTION

LOCATION

3.1

Articles of Incorporation

Incorporated by reference to Exhibit 3.1

3.2

Bylaws

Incorporated by reference to Exhibit 3.2

31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the of the Sarbanes Oxley Act of 2002.

Attached

31.2

Certification of Chief Financial Officer Pursuant to Section 302 of the of the Sarbanes Oxley Act of 2002.

Attached

32.1

Certification of the Chief Executive Officer and the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Attached

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

The aggregate fees billed for each of the last two years for professional services rendered by the principal accountant for the audit of Cash 4 Homes 247 annual financial statements and review of financial statements included in Cash 4 Homes 247 form 10-KSB, and services that are normally provided by the accountant in connection with statutory and regulatory engagements for those fiscal years was $10,000 and $10,000 respectively.

Audit - Related Fees

None

Tax Fees

None

All Other Fees

None

SIGNATURES

Pursuant to the requirements of Section 13 and 15 (d) 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.

                                                                                CASH 4 HOMES 247

Date:  April 13, 2005                                             By: /s/ Gordon Forgey                                                    
                                                                                             Gordon Forgey, Chief Executive Officer and
                                                                                             Chief Financial Officer

P


Dates Referenced Herein   and   Documents Incorporated by Reference

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3/25/05
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