UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 2002
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period to
Commission File Number 000-27621
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Studio Bromont Inc.
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(Exact name of small Business Issuer as specified in its charter)
Florida 95-4720231
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2300 W. Sahara, Ave., Suite 500
Las Vegas, Nevada 89102
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 514-891-9070
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(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) 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 issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days [X] Yes [ ] No
State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: 9,668,224 Shares of Common Stock
outstanding as of March 31, 2002.
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation of financial position, results of operations, cash flows, and
stockholders' equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.
Operating results for the three months ended March 31, 2002 are not necessarily
indicative of the results that can be expected for the year ending December 31,
2002.
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Studio Bromont, Inc.
(Formerly Petapeer Holdings, Inc.)
(A Development Stage Company)
Financial Statements
March 31, 2002
F-1
Studio Bromont, Inc.
(A Development Stage Company)
Balance Sheet
March December
31, 2002 31, 2001
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(Unaudited)
Assets
Current Assets
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Subscriptions Receivable $ 1,333 $ 1,333
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Total Current Assets 1,333 1,333
Other Assets
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Capital Assets, net 3,904 4,164
Technology Costs, net 23,860 26,958
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Total Other Assets 27,764 31,122
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Total Assets $ 29,097 $ 32,455
============ ===========
Liabilities & Stockholders' Equity
Current Liabilities
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Accounts Payable and Accrued Liabilities $ 588,289 $ 562,617
Note Payable 99,422 99,422
Note Payable - Related Party 141,574 141,574
Accrued Interest 18,644 16,267
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Total Current Liabilities 847,929 819,880
Stockholders' Equity
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Common Stock, 50,000,000 Shares Authorized
at $0.001 Par Value; 9,668,224 Shares Issued
& Outstanding 9,668 9,668
Additional Paid In Capital (Deficit) 991,665 991,665
Common Stock Subscribed 231,731 231,731
Deficit Accumulated in the Development Stage (1,051,896) (1,020,489)
Less: Treasury Stock (1,000,000) (1,000,000)
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Total Stockholders' Equity (818,832) (787,425)
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Total Liabilities & Stockholders' Equity $ 29,097 $ 32,455
============ ===========
See accompanying notes to financial statements.
F-2
Studio Bromont, Inc.
(A Development Stage Company)
Statement of Operations
(Unaudited)
Deficit
Accumulated
For the Three Months Ended During the
March March Development
31, 2002 31, 2001 Stage
----------- ----------- -----------
Revenue $ - $ - $ -
------- ----------- ----------- -----------
Expenses
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General & Administrative 1,227 1,694 409,888
Depreciation & Amortization 3,358 23,490 18,096
Legal Fees 24,445 39,453 147,139
Salaries & Benefits - - 306,488
Travel - 15,279 29,193
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Total Expenses 29,030 79,916 910,804
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Operating Income (Loss) (29,030) (79,916) (910,804)
Other Income (Expenses)
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Interest Expense (2,377) - (13,515)
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Total Other Income
(Expenses) (2,377) - (13,515)
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Net Income (Loss) $ (31,407) $ (79,916) $ (924,319)
=========== =========== ===========
Loss Per Share $ (0.00) $ (0.01)
Weighted Average Shares
Outstanding 9,668,224 8,500,000
See accompanying notes to financial statements.
F-3
Studio Bromont, Inc.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)
Deficit
Accumulated
For the Three Months Ended During the
March March Development
31, 2002 31, 2001 Stage
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Cash Flows from Operating Activities
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Net Income (Loss) $ (31,407) $ (79,916) $(924,319)
Adjustment to Reconcile Net (Loss)
to Net Cash Provided by Operating
Activities;
Deficiency from Subsidiary - - (127,577)
Depreciation & Amortization 3,358 1,694 18,096
Increase (Decrease) in Accounts
Payable 25,672 32,446 588,289
Increase (Decrease) in Interest
Payable 2,377 - 18,644
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Net Cash Provided (Used)
By Operating Activities - (45,776) (426,867)
Cash Flows from Investing Activities
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Payments for Technology Costs - (40,655) (40,655)
Payments for Computer Equipment - - (5,205)
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Net Cash Provided (Used) by
Investing Activities - (40,655) (45,860)
Cash Flows from Financing Activities
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Proceeds from Stock Subscriptions - - 231,731
Proceeds from Notes Payable - - 99,422
Proceeds from Related Party Notes - 85,876 141,574
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Net Cash Provided (Used) by
Financing Activities - 85,876 472,727
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Increase (Decrease) in Cash - (555) -
Cash at Beginning of Period - 1,068 -
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Cash at End of Period $ - $ 513 $ -
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Disclosures from Operating Activities
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Interest $ - $ - $ -
Taxes - - -
See accompanying notes to financial statements.
F-4
Studio Bromont, Inc.
(A Development Stage Company)
Notes to Financial Statements
March 31, 2002
ITEM 1 - FINANCIAL STATEMENTS
The condensed financial statements included herein have been prepared by
the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that the
disclosures are adequate to make the information presented not misleading.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary to present fairly the financial position of the
Company as of March 31, 2002 and the results of its operations and changes in
its financial position from December 31, 2001 through March 31, 2002 have been
made. The results of its operations for such interim period is not necessarily
indicative of the results to be expected for the entire year.
F-5
Item 2. Management's Discussion and Analysis or Plan of Operations
Plan of Operations
Our principal asset is a license to use and commercialize the client software
known as "Gnotella" ("Gnotella"). However, in late 2001, further development
and promotion of Gnotella ceased. During the three month period ended March 31,
2002, the Company sought new business opportunities.
In or around February, 2002, the Company entered into a plan of reorganization
with Studio Bromont Inc. If the plan had been consummated, the business
operations of the Studio Bromont Inc. would have become the business operations
of the Company. The plan of reorganization was never closed, and in or around
March, 2002, the plan expired according to its terms and was never consummated.
In contemplation of the transactions set forth in the plan, the Company changed
its name to Studio Bromont Inc. and that remains the name of the Company as of
the date of this filing.
For the next 12 months, the Company will continue to seek out business
opportunities in which it can engage and/or operating companies that it can
acquire. At March 31, 2002, the Company had no working capital to meet the cash
requirements of the Company. In addition, at that date the Company had current
liabilities totaling $847,929. We therefore believe the Company will need to
raise as much as $900,000 by selling common shares or by borrowing in order to
have sufficient capital to meet its needs for the next 12 months. The Company
attempted without success to raise sufficient capital to vigorously pursue its
business during 2001. Accordingly, there is significant doubt as to whether we
will be able to raise the $900,000. Therefore the day to day operations of the
Company are contingent upon our creditors allowing us to proceed without
immediate payment of our obligations and upon our ability to raise sufficient
monies to sustain minimal operations while we search for a business opportunity.
It is impossible to know at this point whether we will be successful in this
attempt.
It should also be noted that the Company is obligated to satisfy the costs
associated with filing the required reports under the Exchange Act of 1934. It
appears at the present time that these costs will also have to be met through
the continued sale of stock or by borrowing additional funds. The Company's
current operating plan is to (i) handle the administrative and reporting
requirements of a public company; and (ii) search for potential business,
products, technologies and companies for acquisition.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
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Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
Effective February 14, 2002, a majority of the shareholders of the Company
took action by written consent to approve the name change of the Company from
Petapeer Holdings Inc. to Studio Bromont Inc. On that date there were 9,668,224
common shares issued and outstanding. The consent was signed by persons or
entities holding 5,168,224 common shares or 54% of the common shares then issued
and outstanding.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
None
(b) Reports on Form 8-K
None
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SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorised.
Studio Bromont Inc.
Date May 20, 2002
By: /s/ Rodger Brulotte
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Rodger Brulotte, CEO and
Principal Financial Officer
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