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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 June 30, 2003
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXHANGE ACT
Commission File No. 0-24262
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ADVEN, INC.
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(Exact name of registrant as specified in its charter)
Washington 91-1363905
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3653 Hemlock Court
Reno, Nevada 89509
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(Address of principal (Zip Code)
executive offices)
(775)378-2636
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(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 June 30, 2003 was 2,081,152.
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ADVEN, INC.
FINANCIAL STATEMENTS
JUNE 30, 2002
TABLE OF CONTENTS
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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
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June 30, 2003 (unaudited)
ASSETS
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June 30, 2003
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Current Assets
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Cash $ 652
Prepaid legal fees 211
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Total current assets 863
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Other Assets
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Investment 33
Deferred tax asset (net) --
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Total other assets 33
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Fixed Assets
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Computer equipment 2,390
Accumulated depreciation (1,840)
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Total fixed assets 550
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Total assets $ 1,446
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LIABILITIES AND STOCKHOLDERS' DEFICIT
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Current Liabilities
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Accounts payable $ 800
Accrued interest 728
Shareholder advances 14,518
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Total current liabilities 16,046
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Commitments and Contingencies
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Stockholders' Deficit
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Common stock, $.0001 par value, 20,000,000 shares
authorized, 11,572,667 shares issued and outstanding 1,157
Additional paid-in-capital 1,204,120
Accumulated deficit (1,219,877)
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Total stockholders' deficit (14,600)
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Total liabilities and stockholders' deficit $ 1,446
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See Notes to the Interim Financial Statements
2
ADVEN, INC.
STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS
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For the Six Months and the Three Months Ended June 30, 2003, and 2002
(unaudited)
For the Six Months Ended For the Three Months Ended
June 30, June 30,
2003 2002 2003 2002
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Revenue $ -- $ -- $ -- $ --
- ------- - -- - -- - -- - --
Expenses
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General and administrative expenses (2,688) (2,188) (1,874) (991)
Accounting fees (3,300) (2,750) (800) (750)
Depreciation expense (138) (229) (69) (114)
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Net loss before interest expense
and income taxes (6,126) (5,167) (2,743) (1,855)
Interest expense (391) (703) (229) (108)
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Net loss before income taxes (6,517) (5,870) (2,972) (1,963)
Provision for income taxes -- -- -- --
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Net loss (6,517) (5,870) (2,972) (1,963)
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Other Comprehensive Loss
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Unrealized loss on securities (net) -- (60) -- 23
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Comprehensive loss $ (6,517) $ (5,930) $ (2,972) $ (1,940)
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Loss per share
- - basic and diluted $ (0.01) $ (0.00) $ (0.00) $ (0.00)
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Weighted average shares outstanding
- - basic and diluted 1,157,267 824,617 1,157,267 1,157,267
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See Notes to the Interim Financial Statements
3
ADVEN, INC.
STATEMENTS OF CASH FLOWS
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For the Six Months Ended June 30, 2003, and 2002 (unaudited)
June 30, 2003 June 30, 2002
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Cash Flows from Operating Activities
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Net loss (6,517) (5,870)
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation expense 138 229
Increase (decrease) in accounts payable (1,051) 1,170
Increase in accrued interest 391 703
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Net cash used in operating activities (7,039) (3,768)
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Cash Flows from Financing Activities
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Proceeds from shareholder advances 7,003 3,800
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Net cash provided by financing activities 7,003 3,800
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Net increase (decrease) in cash and cash equivalents (36) 32
Cash and cash equivalents at December 31, 2002 and 2001 688 67
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Cash and cash equivalents at June 30, 2003 and 2002 652 99
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Supplementary Information and Non Cash Transactions
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During the six months ended June 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 advance and $4,446 of related interest.
See Notes to the Interim Financial Statements
4
ADVEN, INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
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June 30, 2003
1. BASIS OF PRESENTATION
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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.
NEW PRONOUNCEMENTS
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In February 2003 the Financial Accounting Standards Board "FASB" issued
SFAS No. 149, "Accounting for Certain Financial Instruments with
Characteristics of Liabilities and Equity," which is effective at the
beginning of the first interim period beginning after March 15, 2003. SFAS
No. 149 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. 149
will not have a material effect on the Company's consolidated financial
position or results of operations.
In May 2003 the FASB issued SFAS No. 150, "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and
Equity", which requires that certain financial instruments be presented as
liabilities that were previously presented as equity or as temporary
equity. Such instruments include mandatory redeemable preferred and common
stock, and
5
ADVEN, INC.
NOTES TO THE INTERIM FINANCIAL STATEMENTS
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June 30, 2003
certain options and warrants. SFAS 150 is effective for financial
instruments entered into or modified after May 31, 2003 and is generally
effective at the beginning of the first interim period beginning after
June 15, 2003. SFAS 150 will have no impact on the Company's financial
position as they have no financial instruments.
2. GOING CONCERN
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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.
3. RELATED PARTY TRANSACTIONS
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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 June 30, 2003, the outstanding advance balance was
$14,518, and related accrued interest was $728. Related party interest
expense incurred by the Company for the quarter ended June 30, 2003, was
$229.
4. CAPITAL STOCK
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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
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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
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Henri Hornby
August 12, 2003 President / Director
/s/ Sheila Ledrew
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Sheila Ledrew
August 12, 2003 Director
7