Quarterly Report — Form 10-Q
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10-Q Form 10-Q (Qtr. Ended 09/30/03) 8 28K
2: EX-31.1 Certification per Sarbanes-Oxley Act (Section 302) 2± 9K
3: EX-31.2 Certification per Sarbanes-Oxley Act (Section 302) 2± 9K
4: EX-32.1 Certification per Sarbanes-Oxley Act (Section 906) 1 6K
5: EX-32.2 Certification per Sarbanes-Oxley Act (Section 906) 1 6K
10-Q — Form 10-Q (Qtr. Ended 09/30/03)
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For Quarter Ended September 30, 2003
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXHANGE ACT
Commission File No. 0-24262
---------------------------
ADVEN, INC.
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(Exact name of registrant as specified in its charter)
Washington 91-1363905
------------------------------- -------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3653 Hemlock Court
Reno, Nevada 89509
--------------------- ----------
(Address of principal (Zip Code)
executive offices)
(775)378-2636
-----------------------------
(Registrants telephone number
including area code)
Indicate by a check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding twelve months (or for such shorter period that
the Registrant was required to file such reports), and (2) has been subject
to such filing requirement for the past ninety days.
Yes [X] No [_]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date:
The number of shares of Registrant's Common Stock, $.0001 par, outstanding
on November 10, 2003 was 2,081,152.
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ADVEN, INC.
FINANCIAL STATEMENTS
SEPTEMBER 30, 2002
TABLE OF CONTENTS
-----------------
Balance Sheets...............................................................2
Statements of Operations and Other Comprehensive Loss........................3
Statements of Cash Flows.....................................................4
Notes to Financial Statements................................................5
1
ADVEN, INC.
BALANCE SHEET
-------------
September 30, 2003 (unaudited)
ASSETS
------
CURRENT ASSETS
Cash $ 623
Prepaid legal fees 211
------------
Total current assets 834
------------
OTHER ASSETS
Investment 33
Deferred tax asset (net) --
------------
Total other assets 33
------------
FIXED ASSETS
Computer equipment 2,390
Accumulated depreciation (1,909)
------------
Total fixed assets 481
------------
Total assets $ 1,348
============
LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------
CURRENT LIABILITIES
Accounts payable $ 2,037
Accrued interest 1,026
Shareholder advances 15,181
------------
Total current liabilities 18,244
------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' DEFICIT
Common stock, $.0001 par value, 20,000,000 shares
authorized, 1,157,267 shares issued and outstanding 116
Additional paid-in-capital 1,205,161
Accumulated deficit (1,222,173)
------------
Total stockholders' deficit (16,896)
------------
Total liabilities and stockholders' deficit $ 1,348
============
SEE NOTES TO THE INTERIM FINANCIAL STATEMENTS
2
ADVEN, INC.
STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS
-----------------------------------------------------
For the Nine Months and the Three Months Ended
September 30, 2003, and 2002 (unaudited)
[Enlarge/Download Table]
FOR THE NINE MONTHS ENDED FOR THE THREE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
----------------------------- -----------------------------
2003 2002 2003 2002
------------ ------------ ------------ ------------
REVENUE $ -- $ -- $ -- $ --
-------
EXPENSES
--------
General and administrative expenses (3,617) (3,175) (929) (987)
Accounting fees (4,300) (3,550) (1,000) (800)
Depreciation expense (207) (344) (69) (115)
------------ ------------ ------------ ------------
Net loss before interest expense
and income taxes (8,124) (7,069) (1,998) (1,902)
Interest expense (689) (824) (298) (121)
------------ ------------ ------------ ------------
Net loss before income taxes (8,813) (7,893) (2,296) (2,023)
Provision for income taxes -- -- -- --
------------ ------------ ------------ ------------
Net loss (8,813) (7,893) (2,296) (2,023)
------------ ------------ ------------ ------------
OTHER COMPREHENSIVE LOSS
------------------------
Unrealized gain (loss) on securities (net) -- (51) -- 9
------------ ------------ ------------ ------------
Comprehensive loss $ (8,813) $ (7,944) $ (2,296) $ (2,014)
============ ============ ============ ============
Loss per share
- basic and diluted $ (0.01) $ (0.00) $ (0.00) $ (0.00)
============ ============ ============ ============
Weighted average shares outstanding
- basic and diluted 1,157,267 935,500 1,157,267 1,157,267
============ ============ ============ ============
SEE NOTES TO THE INTERIM FINANCIAL STATEMENTS
3
ADVEN, INC.
STATEMENTS OF CASH FLOWS
------------------------
For the Nine Months Ended September 30, 2003 and 2002 (unaudited)
[Enlarge/Download Table]
SEPTEMBER 30, SEPTEMBER 30,
2003 2002
------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
Net loss (8,813) (7,893)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation expense 207 344
Increase in accounts payable 186 126
Increase in accrued interest 689 824
------------ ------------
Net cash used in operating activities (7,731) (6,599)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
Proceeds from shareholder advances 7,666 7,250
------------ ------------
Net cash provided by financing activities 7,666 7,250
------------ ------------
Net increase (decrease) in cash and cash equivalents (65) 651
Cash and cash equivalents at December 31, 2002 and 2001 688 67
------------ ------------
Cash and cash equivalents at September 30, 2003 and 2002 623 718
============ ============
SUPPLEMENTARY INFORMATION AND NON CASH TRANSACTIONS
---------------------------------------------------
During the nine months ended September 30, 2003 and 2002, no amounts were paid
for interest or income taxes
In April 2002 the Company issued 665,300 shares of its common stock to retire
$28,819 of the shareholder advances and $4,446 of related interest.
SEE NOTES TO THE INTERIM FINANCIAL STATEMENTS
4
ADVEN, INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
-----------------------------------------
September 30, 2003 (unaudited)
1. BASIS OF PRESENTATION
---------------------
The accompanying unaudited interim financial statements of Adven, Inc. (the
"Company") have been prepared by the Company in accordance with generally
accepted accounting principles in the United States of America, pursuant to
the Securities and Exchange Commission rules and regulations. In
management's opinion, all adjustments necessary for a fair presentation of
the results for the interim periods have been reflected in the interim
financial statements. The results of operations for any interim period are
not necessarily indicative of the results for a full year. All adjustments
to the financial statements are of a normal recurring nature.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. Such disclosures are those that
would substantially duplicate information contained in the most recent
audited financial statements of the Company, such as significant accounting
policies and stock options. Management presumes that users of the interim
statements have read or have access to the audited financial statements and
notes thereto included in the Company's most recent annual report on Form
10-KSB.
GOING CONCERN
-------------
These financial statements have been prepared assuming that the Company
will continue as a going concern. The Company has sustained recurring
losses over the past years and currently has no source of operating income.
The Company's cash flow and existing credit are insufficient to fund the
Company's cash flow needs based on the expenses expected to be incurred
during the next year. The President of the Company intends to advance funds
as necessary to fund the cash flow needs of the Company.
2. RECENT ACCOUNTING PRONOUNCEMENTS
--------------------------------
In April 2003 the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards No. 149 (SFAS 149) "Amendment
of Statement 133 on Derivative Instruments and Hedging Activities." SFAS
149, which amends and clarifies existing accounting pronouncements,
SEE NOTES TO THE INTERIM FINANCIAL STATEMENTS
5
ADVEN, INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
-----------------------------------------
September 30, 2003 (unaudited)
addresses financial accounting and reporting for derivative or other hybrid
instruments. This Statement requires that contracts with comparable
characteristics be accounted for similarly. This Statement is effective for
contracts entered into or modified after September 30, 2003. The Company
does not expect the adoption of SFAS 149 to have any impact on the
financial statements.
In May 2003 the FASB issued SFAS No. 150, "Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity," which is
effective at the beginning of the first interim period beginning after
March 15, 2003. SFAS No. 150 establishes standards for the Company's
classification of liabilities in the financial statements that have
characteristics of both liabilities and equity. The Company believes the
adoption of SFAS No. 150 will have no effect on the Company's financial
position or results of operations.
3. RELATED PARTY TRANSACTIONS
--------------------------
The President of Adven, Inc. has advanced the Company funds to pay
expenses. The advance is due upon demand and carries an interest rate of
8.0% per annum. As of September 30, 2003, the outstanding advance balance
was $15,181, and related accrued interest was $1,026. Related party
interest expense incurred by the Company for the quarter ended September
30, 2003, was $298.
4. CAPITAL STOCK
-------------
In May 2003 the Company authorized a reverse stock split of 10:1 shares of
its common stock. The company retained the authorized number of shares and
the par value of the common stock
6
SIGNATURES
----------
In accordance with 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.
ADVEN, INC.
Registrant
/s/ Henri Hornby
---------------------------
Henri Hornby
November 10, 2003 President / Director
/s/ Sheila Ledrew
---------------------------
Sheila Ledrew
November 10, 2003 Director
7
Dates Referenced Herein and Documents Incorporated by Reference
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