SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 OR 15(d) of the ------------------------------------------------- SECURITIES ACT OF 1934 For the Quarterly period ended September 30, 2001 Commission File Number 0-30233 MICRON SOLUTIONS, INC. --------------------------- (Exact Name of Registrant as Specified in Its Charter) Nevada 86-0577075 ------ ---------- (State or Other Jurisdiction of (IRS Employer Incorporation or Organization) Identification No.) 8361 E. Evans Road, Suite 105, Scottsdale, AZ 85260 --------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (480)607-7243 Common Stock, Par Value $0.001 Per Share (Title of Class) Check whether the issuer: (1) filed all reports required to be filed by Section13 or 15(d) of the 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 X No ----- ----- State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. NUMBER OF COMMON STOCK SHARES OUTSTANDING ----------------------------------------- 3,965,200 --------- On November 19, 2001 ------------------- Transitional Small Business Disclosure Format (Check One): Yes X No ----- ----- ITEM 1. Financial Statements MICRON SOLUTIONS, INC. (A DEVELOPMENT STAGE COMPANY) FINANCIAL STATEMENT AS OF SEPTEMBER 30, 2001 AND 2000 DALE Mcghie Town & Country Plaza CERTIFIED PUBLIC ACCOUNTANT 1539 Vassar St. Reno, Nevada 89502 Tel: 702-332-7744 Fax: 702-332-7747 To the Board of Directors Micron Solutions Inc. Reno, NV ACCOUNTANT'S AUDIT REPORT I have reviewed the accompanying balance sheets of Micron Solutions, Inc. (a development stage company as of September 30, 2001 and the statements of operations, changes in stockholders' equity and cash flows for the nine months ended September 30, 2001 and 2000 in accordance with standards established by the American Institute of Certified Public Accountants. All information included in these financial statements is Representation of the management of Micron Solutions Inc. A review consists principally of inquires of Company personnel and analytical procedures applied to financial data. It is substantially less in scope than an audit in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reaso0nable assurance, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly I do not express such an opinion. Based on my review, I am unaware of any material modifications that should be made to the accompany financial statements to be in conformity with generally accepted auditing standards. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, as discussed in Note 2 of the financial statements. The Company is currently dormant and has no productive assets. The financial statements do not include any adjustments that might result in a negative outcome as a result of this uncertainty. The financial statements for the years ended December 31, 2000 were audited by me and I expressed an unqualified opinion on them in my report dated March 23, 2001, but I have not performed any auditing procedures since that date. By: /s/ Dale Mcghie ------------------- Dale Mcghie Reno Nevada November 15, 2001 -1- MICRON SOLUTIONS, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND THE YEAR ENDED DECEMBER 31, 2000 (see accountants report) ASSETS 30-Sep 31-Dec 2001 2000 Unaudited Audited --------------- ------------ CURRENT ASSETS Cash $ 1,931 $ 270 Loan Receivabl e- Officers (note 3) 2,500 4,500 --------------- ------------ TOTAL CURRENT ASSETS 4,431 4,770 --------------- ------------ PROPERTY AND EQUIPMENT Equipment 13,512 13,512 less accumnulated deprec. 2,366 1,350 --------------- ------------ 11,146 12,162 --------------- ------------ TOTAL ASSETS $ 15,577 $16,932 =============== ============ LIABILITIES AND STOCKHOLDER'S EQUITY CURRENT LIABILITIES Accounts Payable $ 1,216 $ 1,217 --------------- ------------ STOCKHOLDER'S EQUITY Common Stock; $0.001 par value, 100,000,000 shares authorized; issued and outstanding 3967200 shares at September 2001 3,967 3,967 Paid in Capital 50,779 44,164 Deficit accumulated during the development stage (40,385) (32,416) --------------- ------------ Total equity 14,361 15,715 --------------- ------------ $ 15,577 $16,932 =============== ============ The accompany notes are an integral part of these financial statements -2- MICRON SOLUTIONS, INC. ( A DEVELOPMENT STAGE COMPANY) STATEMENT OF OPERATIONS FOR THE NINE MONTHS ENDED DEPTEMBER 30, 2001 AND 2000 (see accountants report) Deficit from 3 months 3 months 9 months 9 months Ineption of ended ended ended Development 9/30/01 9/30/00 9/30/01 9/30/00 Stage to (Unaudited) (Unaudited) (Unaudited) (unaudited) 09/30/01 -------------- ------------- --------------- ----------------------------- REVENUE $ - $ - $ - $ - $ - -------------- ------------- --------------- ----------------------------- OPERATING COSTS AND EXPENSES Legal & Professional 3,349 1,206 5,205 5,683 23,160 Organizational Costs 12,027 Bank Fees 75 21 127 63 350 Credit Card Fees 62 75 212 217 571 Depreciation 338 589 1,015 1,260 2,367 Office Supplies 69 68 Postage 250 250 300 550 Printing 134 133 Repair and Miantenance 1,160 - 1,160 - 1,160 Rent -------------- ------------- --------------- ------------ --------------- Expenses 5,234 1,891 7,969 7,726 40,386 -------------- ------------- --------------- ------------ --------------- Net Income (loss) $ (5,234) $ (1,891) $ (7,969) $(7,726) (40,386) ============== ============= =============== ============ =============== (Loss) per share $ (0.001) $ (0.004) $ (0.011) $(0.011)) ============== ============= =============== ============ The accompany notes are an integral part of these financial statements -3- MICRON SOLUTIONS, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENT OF STOCKHOLDERS EQUITY AS OF SEPTEMBER 30, 2001 (see accountants report) Deficit Accumulation Common Stocks Paid on during Development Issued Amount Capital Stagel -------------- ------------- --------------- ------------ Balance December 31, 1995 4,908,002 24,540 1,921,691 - Reverse stock split of five shares surrendered for one share issued (3,925,402) (23,559) - - Quasi - reorganization (note 1) - (1,946,231) Forward 2 for 1 stock split 982,600 982 (982) (see note 1) Net (Loss) for the year ending December 31, 1996 - - - -------------- ------------- --------------- ------------ Balance December 31 1996 1,965,200 1,963 (1,963) - Issue of shares in Micron 2,000 2 9,375 - Solutions for Cash Issue opf Shares in Micron for services, no value 2,000,000 2,000 (2,000) - Net (Loss) for the year ending December 31, 1997 - - -------------- ------------- --------------- -------------- Balance December 31, 1997 3,967,200 3,966 5,412 - Contributed Capital 4,649 Net (loss) for the year ending December 31 1998 - - (68) -------------- ------------- --------------- ------------ Balance December 31, 1998 3,967,200 3,967 10,061 (68) -------------- ------------- --------------- ------------ The accompanying notes are an integral part of these financial statements -4- MICRON SOLUTIONS, INC. (A DEVELOPMENTS STAGE COMPANY) STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 CONTINUED Deficit Accumulation Common Stocks Paid On duringaDevelopment Issued Amount Capital Stagel -------------- ------------- --------------- ------------ Contributed Capital - - 17353 - Net (loss) for the Year Ended December 31 1999 - - - (23,171) -------------- ------------- --------------- -------------- Balance December 31 1999 3,967,200 $ 3,967 $ 27,414 $ (23,239) -------------- ------------- --------------- ------------ Contributed Capital $ 16,750 Net (loss) for the Year Ended December 31 2000 $ (9,177) -------------- ------------- --------------- ------------ Balance Deember 31, 2000 3,967,200 $ 3,967 $ 44,164 $ (32,416) -------------- ------------- --------------- ------------ Contributed Capital $ 6,615 Net (loss() for the Niine months ended September 30, 2001 $ (7,969) -------------- ------------- --------------- ------------ Balance September 30, 2001 3,967,200 $ 3,967 $ 50,779 $ (40,385) ============== ============= =============== ============ The accompanying Notes are an integral paret of these financial statements -5- MICRON SOLUTIONS, INC. ( A DEVELOPMENT STAGE COMPANY) STATEMENT OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (see accountants report) Inception at development 30-Sep 30-Sep stage to 2001 2000 30-Sep-01 ------------- --------------- --------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (7,969) $ (5,386) $ (40,385) Adjustments to reconcile net loss to net cash used by operating activities: Depreciation 1,015 $ 671 2,367 Net (Increase) Decrease in Accounts and Loans Receivable 2,000 (2,500) Organizational Costs - Note 1 Increase (Decrease) in Accounts Payable - 1,109 1,218 ------------- --------------- --------------- Net Cash provided (used) by operating Activities (4,954) (3,606) (39,300) ------------- ----------------- --------------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of Equipment (9,123) (13,512) ------------- --------------- --------------- Net Cash provided (used) by Investing Activitiesa (4,768) (13,512) CASH FLOWS FROM FINANCING ACTIVITIES: Sale of Capital Stock and amounts contributed to capital 6,615 4,895 54,744 ------------- ----------------- --------------- Net cash provided by Financing Activities 6,615 4,895 54,744 ------------- ----------------- --------------- Increase in Cash 1,661 (768) 1,930 Cash and Cash Equivalents, beginning of year 270 7,160 - ------------- ----------------- --------------- Cash and Cash Equivalents, end of year $ 1,930 $ 6,392 $ 1,931 ============= ================= =============== The accompanying notes are an integral part of these financial statements 6 MICRON SOLUTIONS, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION AND HISTORY: Micron Solutions Inc., (Micron) was formed on September 5, 1997 as a Nevada corporation in order to complete a merger with Shillelagh Ventures, Chartered (Shillelagh), both corporations have been inactive except for spending on reorganization costs during 1997 and 1998. Micron Solutions Inc., is the surviving company. Shillelagh Ventures, Chartered was an active holding company until 1991 at which time they ceased operations on August 31, 1991 Shillelagh showed liabilities totaling $340,031. Management believes these liabilities no longer are valid and the statute of limitations have caused them to be uncollectable and they were written off. On the ninth of September, 1997, the shareholders of Shillelagh exchanged five shares of its $.005 par value common stock for each one share of Micron $.001 par value common stock. The shareholders then voted to reorganize and through a Quasi-reorganization eliminated its deficit retained earnings of $1,976,231. There were no adjustments to Assets or Liabilities. On August 1, 2001 the Board of Directors voted to have a 2 for 1 common stock split, the effect of the stock split is reflected retractive to prior years. NATURE OF BUSINESS: The Company provides specialized services directed to the investment community, (such as researching stock as to value and name changes) and also to the general public through the internet.. USE OF ESTIMATES: The preparation of financial statements in conformity with general accepted accounting principals require management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from these estimates. ORGANIZATION COSTS: The Company has adopted Statement of Position (SOP) 98-5, "Reporting on the Costs of Start-UP Activities" issued in April 1998 by the Accounting Standards Executive Committee of the American Institute of Certified Public Accountants. Pursuant to SOP 98-5, Organizational costs were expensed in 1999. For Federal Income tax reporting, organization costs are capitalized and amortized over a 5-year period after commencement of operations. EARNINGS PER SHARE: The earnings per share calculation are based on the weighted average number of shares outstanding during the period, 3,965,200 in 2001, and 2000 INCOME TAX: Due to no earnings as of September 30, 2001, no provision for Federal income taxes has been made. DIVIDEND POLICY: The Company has not paid any dividends and any dividends that may be paid in the future will depend upon the financial requirements of the Company and other relevant factors. -7- MICRON SOLUTIONS, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO THE FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000 NOTE 1 - CONTINUED PROPERTY AND EQUIPMENT Property and equipment consists of a Computer and Web-site, which shall be depreciated over a period of five years using the straight-line method. beginning in January of 2000. NOTE 2 - GOING CONCERN As discussed in Note 1, the company has been in a dormant stage since 1991. The company has no productive asset and may have prior unknown liabilities. The company plans include infusing capital. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. These factors raise concern about the company's ability to continue as a going concern. NOTE 3 - LOANS RECEIVABLE - OFFICERS There is a loan receivable from officers for $2500 payable by December 31, 2001 with interest at 4% per annum. NOTE 4 - NET OPERATING LOSS CARRY FORWARD Because of the change in ownership and the value of Shillelagh the net operating loss carry forward prior to 1997 will be negligible. Net operating losses occurring after 1996 can be carried forward to be used against future earnings for a 15-year period. as follows: Year of Amount of Unused Operating Expiration During Loss Loss Carryforwards: Year Ended 1998 $ 68 2013 1999 $23,171 2014 2000 $ 9,177 2015 ------- $32,416 8 ITEM 2: Management's Discussion and Analysis or Plan of Operation Statements contained herein that are not historical facts are forward- looking statements as that term is defined by the Private Securities Litigation Reform Act of 1995. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, the forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those projected. The Company cautions investors that any forward-looking statements made by the Company are not guarantees of future performance and that actual results may differ materially from those in the forward-looking statements. Such risks and uncertainties include, without limitation: well established competitors who have substantially greater financial resources and longer operating histories; the Company's ability to compete as a start-up company in a highly competitive market; and, access to sources of capital. Plan of Operation The Company will continue its efforts to generate revenues by selling subscriptions to its Website to financial institutions, banks and brokers during the fourth quarter of 2001 and the first quarter of 2002. The website, located at www.loststockholders.com provides a portal for clients to the company's services of obtaining unclaimed shares of stock for individuals entitled to such shares but have not claimed such shares as the result of a recent move, divorce or death in the family. Management also plans to add a new section to its website in order to services claims for unconverted, merged securities. Management's plan were dealt a sever blow with the death of the Company's president, Tiffany Zuzu, on November 7, 2001. Ms. Zuzu was a cental force behind the Company's operations. The board has moved swiftly to fill the vacancy left by Ms. Zuzu's death and has appointed Kimberly Legere as the Company's new president. Management previously obtained facilities and basic office equipment in connection with its operations. The Company's operating office is located at 8361 East Evans Road, Suite 105, Scottsdale, Arizona 85260. The Company's office equipment is minimal, but is sufficient for the Company's initial operating needs. The Company also plans to continue its effort to contact potential clients and otherwise advertise and promote the Company's services. Such advertising and promotion shall include maintenance of the Company's website, direct mailings to potential corporate clients, and telephone contact with such potential clients. In this fashion, management intends to build a base of clients. In order to attempt to generate revenues, the Company has installed a pay for access section to its web site. For a small fee, individuals can access the Company's databass of lost shareholder information in order to determine if they have assets listed therein. Management does not anticipate revenues which will fully support the Company's expense needs for an additional period of six (6) months from its initial operations. During that time, the Company's officers and directors intend to use personal funds to cover the Company's expenses. In this regard, management anticipates that the Company's operating expenses for the next full year of operations will be approximately $38,000. Officers and directors contributing cash to the Company will be compensated either through the issuance of stock or through the execution of Promissory Notes. PART II Other Information ITEM 1: Legal Proceedings The Company is not party to, and none of the Company's property is subject to, any pending or threatened legal, governmental, administrative or judicial proceedings. ITEM 2: Changes in Securities and Use of Proceeds On September 14, 2001, the issued and outstanding shares of the Company's common stock underwent a two-for-one forward split which had been approved by the Company's Board of Directors. As a result, the number of issued 9 and outstanding shares of the Company's common stock went from 1,982,600 prior to the split to 3,965,200 after the split. ITEM 3: Defaults Upon Senior Securities None ITEM 4: Submission of Matters to a Vote of Security Holders No matters have been submitted to a vote of the security holders during the period covered by this report through the solicitation of proxies or otherwise. ITEM 5: Other Information None. ITEM 6: Exhibits and Reports on Form 8-K A. Exhibits (2) Plan of acquisition, reorganization, liquidation or succession: NONE. (3) (i) Articles of Incorporation * (ii) By-laws * * Incorporated by reference from the Registrant's Form 10-SB. B. Reports on Form 8-K. The Registrant did not file reports on Form 8-K during the quarter covered by this report. Signatures ---------- In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: November 19, 2001. MICRON SOLUTIONS, INC. /s/ Kimberly Legere ------------------- Kimberly Legere, President 10