U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report under Section 13 or 15 (d) of
Securities Exchange Act of 1934
For the Period ended October 31, 2007
Commission File Number 333-125956
WESTCOAST GOLF EXPERIENCES, INC.
(Name of small business issuer in its charter)
Nevada 7999 20-2706319
(State of incorporation) (Primary SIC Number) (IRS Employer ID Number)
#309 - 333 East 1st Street
North Vancouver, BC, Canada V7L 4W9
(604)988-1083
(Address and telephone number of principal executive offices)
Michael M. Kessler, Esq.,
3436 American River Drive, Suite 11
Sacramento, CA 95864
Phone: (916)239 4000
Fax: (916) 239 4008
(Name, address and telephone number of agent for service)
Check 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
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 [ ]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
There were 3,000,000 shares of Common Stock outstanding as of October 31, 2007.
WESTCOAST GOLF EXPERIENCES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
October 31, 2007 April 30, 2007
---------------- --------------
(Unaudited)
ASSETS
CURRENT ASSETS
Cash $ 3,074 $ 6,848
EQUIPMENT 820 1,120
-------- --------
$ 3,894 $ 7,968
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 153 $ 2,102
Due to related party (Note 2) 6,890 --
-------- --------
7,043 2,102
-------- --------
STOCKHOLDERS' EQUITY
Capital stock
Authorized: 75,000,000 common shares, $0.001 par value
Issued: 3,000,000 common shares 3,000 3,000
Additional paid in capital 32,000 32,000
Deficit accumulated during the development stage (38,149) (29,134)
-------- --------
(3,149) 5,866
-------- --------
$ 3,894 $ 7,968
======== ========
The accompanying notes are an integral part of these financial statements
2
WESTCOAST GOLF EXPERIENCES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
(UNAUDITED)
Cumulative from
April 20, 2005
Six Months Ended Three Months Ended (inception) to
October 31, October 31, October 31, October 31, October 31,
2007 2006 2007 2006 2007
---------- ---------- ---------- ---------- ----------
REVENUE $ -- $ -- $ -- $ -- $ 1,000
---------- ---------- ---------- ---------- ----------
GENERAL AND ADMINISTRATIVE EXPENSES
Depreciation 300 300 150 150 1,000
Office and general 362 934 250 712 3,836
Professional fees 7,040 4,328 1,740 1,393 28,638
Regulatory and filing fees 1,313 1,097 1,080 655 5,675
(9,015) (6,659) (3,220) (2,910) 39,149
---------- ---------- ---------- ---------- ----------
NET LOSS $ (9,015) $ (6,659) $ (3,220) $ (2,910) $ (38,149)
========== ========== ========== ========== ==========
BASIC AND DILUTED NET LOSS
PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING - BASIC AND DILUTED 3,000,000 3,000,000 3,000,000 3,000,000
========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements
3
WESTCOAST GOLF EXPERIENCES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Cumulative from
April 20, 2005
Six Months Ended (inception) to
October 31, October 31,
2007 2006 2007
-------- -------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (9,015) $ (6,659) $(38,149)
Adjustments to reconcile net loss to net cash
used in operating activities:
Depreciation 300 300 1,000
Changes in non-cash working capital items
Accounts payable and accrued Liabilities (1,949) (3,159) 153
-------- -------- --------
NET CASH FLOWS USED IN OPERATING ACTIVITIES (10,664) (9,518) (36,996)
-------- -------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of computer equipment -- -- (1,820)
-------- -------- --------
NET CASH FLOWS FROM INVESTING ACTIVITIES -- -- (1,820)
-------- -------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from related party 6,890 -- 6,890
Proceeds on sale of common stock -- -- 35,000
-------- -------- --------
NET CASH FLOWS FROM FINANCING ACTIVITIES 6,890 -- 41,890
-------- -------- --------
INCREASE (DECREASE) IN CASH (3,774) (9,518) 3,074
CASH, BEGINNING 6,848 20,021 --
-------- -------- --------
CASH, ENDING $ 3,074 $ 10,503 $ ,074
======== ======== ========
Supplemental disclosures:
Cash paid for:
Interest $ -- $ -- $ --
======== ======== ========
Taxes $ -- $ -- $ --
======== ======== ========
The accompanying notes are an integral part of these financial statements
4
WESTCOAST GOLF EXPERIENCES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
OCTOBER 31, 2007
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying unaudited interim financial statements have been prepared in
accordance with generally accepted accounting principles in the United States
for interim financial information and with the instructions to Form 10-QSB of
Regulation S-B. They do not include all information and footnotes required by
generally accepted accounting principles in the United States for complete
financial statements. However, except as disclosed herein, there have been no
material changes in the information disclosed in the notes to the financial
statements for the period ended April 30, 2007 included in the Company's Form
10-KSB with the Securities and Exchange Commission. The interim unaudited
financial statements should be read in conjunction with those financial
statements included in the Form 10-KSB. In the opinion of Management, all
adjustments considered necessary for a fair presentation, consisting solely of
normal recurring adjustments, have been made. Operating results for the six
months ended October 31, 2007 are not necessarily indicative of the results that
may be expected for the year ending April 30, 2008.
NOTE 2 - DUE TO RELATED PARTY
During the period the sole director made payments on behalf of the Company
totalling $6,890. As at October 31, 2007 $6,890 is owing to this director which
is non-interest bearing, unsecured and without specific terms of payment.
5
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
We are still in our development stage and have only generated limited revenues.
We incurred operating expenses of $3,220 and $2,910 for the three month periods
ended October 31, 2007 and 2006, respectively. These expenses consisted of
general operating expenses incurred in connection with the day to day operation
of our business and the preparation and filing of our periodic reports.
Our net loss for the three months ended October 31, 2007 and 2006 was $3,220 and
$2,910, respectively. We cannot continually incur operating losses in the future
and may decide that we can no longer continue with our business operations as
detailed in our original business plan because of a lack of financial results
and available financial resources. We may need to look for other potential
business opportunities that might be available to the Company. There can be no
assurances that there will be other business opportunities available nor can
there be any certainties of the business industry of the opportunity that might
be available nor any indication of the financial resources required of any
possible business opportunity. During the period the President of the Company
paid $6,890 in expenses on behalf of the Company. As of October 31, 2007, $6,890
is due to the President and is non-interest bearing, unsecured and has no
specific terms of repayment.
In their report on our audited financial statements as at April 30, 2007, our
auditors expressed their doubt about our ability to continue as a going concern
unless we are able to raise additional capital and ultimately to generate
profitable operations.
LIQUIDITY AND CAPITAL RESOURCES
We do not expect to be able to satisfy our cash requirements for the next 3
months with our cash in the bank of $3,074 at October 31, 2007 and as a result,
if we have not yet generated revenues sufficient to sustain business operations,
we may have to raise additional monies through sales of our equity securities or
through loans from banks or third parties to continue our business plans. There
is no assurance that sufficient revenues can be generated or that additional
financing will be available, if and when required, or on terms favorable to us.
If we are unable to generate sufficient revenues and/or obtain financing if and
when needed, our current business plan could fail. In addition, we may modify or
not pursue our business plan based on available financing.
OFF-BALANCE SHEET ARRANGEMENTS
We have no off-balance sheet arrangements.
BUSINESS OPERATIONS OVERVIEW
Our offering of 1,000,000 common shares was completed on April 7, 2006 and the
Company raised $25,000 in proceeds from the offering.
6
Our business is client-driven and our financial requirements are reviewed and
adjusted continually. The costs associated with operating as a public company
are a cost priority within our business operations. Management is responsible
for the preparation of the required documents to keep the costs to a minimum. As
financial resources remain available, our planned business milestones are as
follows:
* Maintain our corporate website at www.westcoastgolfexperiences.com
* Maintain our marketing brochure and utilize it in any marketing and
promotional programs that may be implemented.
The Company's very limited financial resources will dictate the amount, if any,
advertising and marketing that will be implemented.
CRITICAL ACCOUNTING POLICIES
The unaudited financial statements as of October 31, 2007 included herein have
been prepared without audit pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with general
accepted accounting procedures have been condensed or omitted pursuant to such
rules and regulations. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. It is suggested that these financial statements be read in
conjunction with our April 30, 2007 audited financial statements and notes
thereto, which can be found in our Form 10K-SB Registration Statement on the SEC
website at www.sec.gov under our SEC File Number 333-125956.
Management's discussion and analysis of our financial condition and results of
operations are based on the financial statements which are prepared in
accordance with accounting principles generally accepted in the United States of
America (GAAP). The preparation of such financial statements requires Management
to make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses and related disclosure of contingent assets
and liabilities. On an ongoing basis, Management will evaluate its estimates and
will base its estimates on historical experience, as well as on various other
assumptions in light of the circumstances surrounding the estimate, and the
results will form the basis in making judgments about the carrying values of our
assets and liabilities that are not readily apparent from other sources. It
should be noted, however, that actual results could materially differ from the
amount derived from Management's estimates under different assumptions or
conditions.
BASIS OF PRESENTATION
The financial statements are presented in United States dollars and have been
prepared in accordance with accounting principles generally accepted in the
United States of America. The Company's year end is April 30.
DEVELOPMENT STAGE ENTERPRISE
The Company is a development stage company as defined in Statement of Financial
Accounting Standards ("SFAS") No. 7 as it is devoting substantially all of its
efforts to establish a new business and planned principal operations have not
commenced.
7
USE OF ESTIMATES AND ASSUMPTIONS
The preparation of financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements, and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
FINANCIAL INSTRUMENTS
In accordance with the requirements of SFAS No. 107 "Disclosures about Fair
Value of Financial Instruments," management has determined the estimated fair
value of financial instruments using available market information and
appropriate valuation methodologies. The carrying value of cash and accounts
payable and accrued liabilities approximate fair value due to the short-term
maturity of the instruments.
CASH AND CASH EQUIVALENTS
The Company considers all liquid investments, with an original maturity of three
months or less when purchased, to be cash equivalents.
COMPUTER EQUIPMENT
Computer equipment is recorded at cost. Depreciation is computed using the
straight-line method with an estimated useful life of 36 months.
REVENUE RECOGNITION
The Company recognizes revenue when the service had been rendered, the amounts
are fixed or determinable and collection is reasonably assured. Amounts received
in advance of services being rendered is recorded as deferred revenue.
INCOME TAXES
The Company has adopted SFAS No. 109 "Accounting for Income Taxes" as of its
inception. Pursuant to SFAS No. 109, the Company is required to compute tax
asset benefits for net operating losses carried forward. Potential benefit of
net operating losses have not been recognized in these financial statements
because the Company cannot be assured it is more likely than not it will utilize
the net operating losses carried forward in future years.
LOSS PER SHARE
The Company computes net loss per share in accordance with SFAS No. 128,
"Earnings per Share". SFAS No. 128 requires presentation of both basic and
diluted earnings per share (EPS) on the face of the statement of operations.
Basic EPS is computed by dividing net income (loss) available to common
shareholders (numerator) by the weighted average number of shares outstanding
8
(denominator) during the period. Diluted EPS gives effect to all potentially
dilutive common shares outstanding during the period using the treasury stock
method and convertible preferred stock using the "if converted" method. In
computing diluted EPS, the average stock price for the period is used in
determining the number of shares assumed to be purchased from the exercise of
stock options or warrants. Diluted EPS excludes all potentially dilutive shares
if their effect is anti dilutive. The Company has not issued any potentially
dilutive instruments since inception and accordingly basic loss per share is
equal to diluted loss per share.
FOREIGN CURRENCY TRANSLATION
The financial statements are presented in United States dollars. In accordance
with Statement of Financial Accounting Standards No. 52, "Foreign Currency
Translation", foreign denominated monetary assets and liabilities are translated
into their United States dollar equivalents using foreign exchange rates which
prevailed at the balance sheet date. Revenue and expenses are translated at
average rates of exchange during the year. Gains or losses resulting from
foreign currency transactions are included in results of operations.
ITEM 3. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.
Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have no identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.
9
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS
The following exhibits are included with this quarterly report. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-125956, at the SEC
website at www.sec.gov:
Exhibit No. Description
----------- -----------
3.1 Articles of Incorporation*
3.2 Bylaws*
31.1 Sec. 302 Certification of Principal Executive Officer
31.2 Sec. 302 Certification of Principal Financial Officer
32.1 Sec. 906 Certification of Principal Executive Officer
32.2 Sec. 906 Certification of Principal Financial Officer
SIGNATURES
Pursuant to the requirements of Section 13(a) or 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.
December 7, 2007 WestCoast Golf Experiences, Inc., Registrant
By: /s/ Roger Arnet
-----------------------------------------
Roger Arnet, Chief Executive Officer,
In accordance with the Exchange Act, this report has been signed below by the
following person on behalf of the registrant and in the capacities and on the
date indicated.
December 7, 2007 WestCoast Golf Experiences, Inc., Registrant
By: /s/ Roger Arnet
-----------------------------------------
Roger Arnet, President, Secretary,
Treasurer, Chief Executive Officer,
Chief Financial Officer, and
Principal Accounting Officer
10