UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the quarterly period ended March 31, 2008
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
Commission file number 0-28963
STRATEGIC ACQUISITIONS, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 13-3506506
(State or Other Jurisdiction of (IRS Employer Identification No.)
Incorporation or Organization)
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10 West Street, Suite 28-C
New York, New York 10004
(Address of Principal Executive Office)
(212) 750-3355
(Issuer's Telephone Number)
(Former name, former address and former fiscal year,
if changed since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate by check mark whether the issuer (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act 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 [ ]
State the number of shared outstanding of each of the issuer's classes of common
equity, as for the latest practicable date: as of March 31, 2008, a total of
1,610,000 shares of Common Stock, par value $.001 per share, were issued and
outstanding.
Transitional Small Business Disclosure Format (Check one): Yes[ ] No [x]
PART I - FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
STRATEGIC ACQUISITIONS INC.
(A Development Stage Company)
BALANCE SHEET
(UNAUDITED)
March 31,
2008
ASSETS
Current Assets:
Cash and Equivalents $ 72,087
-------
TOTAL CURRENT ASSETS $ 72,087
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts Payable $ -
-------
TOTAL CURRENT LIABILITIES $ -
=======
Stockholders' Equity
Common Stock, $0.001 par value; 50,000,000
Shares authorized; 1,610,000 shares
issued and outstanding $ 1,610
Additional Paid-In Capital 186,793
Accumulated Deficit (116,316)
--------
TOTAL STOCKHOLDERS' EQUITY 72,087
-------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 72,087
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The accompanying note is an integral part of these financial statements.
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Strategic Acquisitions Inc.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(UNAUDITED)
For the
period from For the For the
inception three three
(January 27, months months
1989) to ended ended
March 31, March 31, March 31,
2008 2008 2007
----------- ----------- -----------
REVENUES $ - $ - $ -
----------- ----------- -----------
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EXPENSES
General & Administrative $ 217,577 $ 4,325 $ 2,748
General & Administrative
- related party 8,100 - -
----------- ----------- -----------
Total Expenses 225,677 4,325 2,748
----------- ----------- -----------
Other Income:
Interest Income 64,380 807 591
Miscellaneous Income 30,013
Gain on Debt Extinguishment 14,968 - -
----------- ----------- -----------
Total Other Income 109,361 807 591
NET INCOME (LOSS) $ (116,316) $ (3,518) $ (2,157)
=========== =========== ===========
Weighted Average Number of
Common Shares Outstanding 1,598,769 1,610,000 1,610,000
=========== =========== ===========
Net Income (Loss) per Common Share
- Basic and Fully Diluted $ (0.07) $ (0.00) $ (0.00)
=========== =========== ===========
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The accompanying note is an integral part of these financial statements.
2
STRATEGIC ACQUISITIONS INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the period For the For the
from inception three months three months
(January 27, 1989) ended ended
to March 31, March 31, March 31,
2008 2008 2007
---------- ---------- -----------
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (116,316) $ (3,518) $ (2,157)
Adjustments to Reconcile Net Loss to
Net Cash Used by Operating Activities:
Stock issued for Services -
related party 3,100 - -
Increase (decrease) in accounts payable - - (507)
---------- ---------- ----------
Net cash flows from Operating Activities (113,216) (3,518) (2,664)
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CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock, net of costs 185,303 - -
---------- ---------- ----------
Net cash flows from financing activities 185,303 - -
---------- ---------- ----------
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 72,087 (3,518) (2,664)
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD - 75,605 80,273
---------- ---------- ----------
CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 72,087 $ 72,087 $ 77,609
========== ========== ==========
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The accompanying note is an integral part of these financial statements.
3
STRATEGIC ACQUISITIONS INC.
(A Development Stage Company)
NOTE TO FINANCIAL STATEMENTS
MARCH 31, 2008
(UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The consolidated interim financial statements included herein, presented
in conformity with United States generally accepted accounting principles and
stated in US dollars, 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.
These statements reflect all adjustments, consisting of normal recurring
adjustments, which, in the opinion of management, are necessary for fair
presentation of the information contained therein. It is suggested that these
consolidated interim financial statements be read in conjunction with the
financial statements of the Company for the year ended December 31, 2007 and
notes thereto included in the Company's 10-KSB annual report. The Company
follows the same accounting policies in the preparation of interim reports.
Results of operations for interim periods are not indicative of annual
results.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PLAN OF OPERATION:
The following Plan of Operations should be read in conjunction
with the accompanying financial statements for the three-month
period ended March 31, 2008 and the Form 10-KSB for the fiscal
year ended December 31, 2007.
The Company remains in the development stage and has limited
capital resources and stockholder's equity. At March 31, 2008,
the Company had current assets in the form of cash and cash
equivalents of $72,087 and liabilities of $0.
The Company has not realized any revenues from operations in the
past two years, and its plan of operation for the next twelve
months shall be to continue to locate a suitable
acquisition/merger candidate. The Company can provide no
assurance that it will continue to satisfy its cash requirements
for at least the next twelve months if a suitable
acquisition/merger is completed.
It is unlikely the Company will have any revenue, other than
interest income, unless it is able to effect an acquisition of
or merger with an operating company, of which there can be no
assurance.
ITEM 3. CONTROLS AND PROCEDURES
As of the end of the period covered by this report, the Company conducted
an evaluation, under the supervision and with the participation of the Principal
Executive Officer and Principal Financial Officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act"). Based on this evaluation,
the Principal Executive Officer and Principal Financial Officer concluded that
the Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms. Additionally, the Principal Executive Officer and Principal Financial
Officer concluded that the Company's disclosure controls and procedures are
effective to ensure that information required to be disclosed by the Company in
the reports that it files or submits under the Exchange Act is communicated to
the Principal Executive Officer and Principal Financial Officer, as appropriate
to allow timely decisions regarding disclosure. There was no change in the
Company's internal control over financial reporting during the Company's most
recently completed fiscal quarter that has materially affected, or is reasonably
likely to materially affect, the Company's internal control over financial
reporting.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
31.1 Certification by the Principal Executive Officer and Principal Financial
Officer pursuant to Section 302 of the Sarbanes-0xley Act of 2002
32.1 Certification by the Principal Executive Officer and Principal Financial
Officer pursuant to 18 U.S.C. Section 1350, Section 906 of the
Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K:
None.
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SIGNATURES:
In accordance with the Exchange Act, the registrant has duly caused this
report to be signed on its behalf by the undersigned thereunder duly authorized.
DATED: May 15, 2008
STRATEGIC ACQUISITIONS, INC.
BY: /S/ JOHN P. O'SHEA
----------------------------------
John P. O'Shea, President
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Exhibit 31.1
Certification Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
I, John P. O'Shea, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Strategic
Acquisitions, Inc. (the "Registrant");
2. Based on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the
Registrant as of, and for, the periods presented in this report;
4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
the Registrant and have:
a) designed such disclosure controls and procedures to ensure that material
information relating to the Registrant is made known to me, particularly
during the period in which this report is being prepared. The Registrant
has no consolidated or unconsolidated subsidiaries;
b) evaluated the effectiveness of the Registrant's disclosure controls and
procedures and presented in this report my conclusions about the
effectiveness of the disclosure controls and procedures as of the end of
the period covered by this report based on such evaluation; and
c) disclosed in this report any change in the Registrant's internal control
over financial reporting that occurred during the Registrant's most recent
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the Registrant's internal control over financial
reporting; and
5. I have disclosed, based on my most recent evaluation of internal control over
financial reporting, to the Registrant's auditors and the audit committee of
the Registrant's board of directors (or persons performing the equivalent
functions):
a) all significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the Registrant's ability to
record, process, summarize and report financial information; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Registrant's internal
control over financial reporting.
/s/ JOHN P. O'SHEA May 15, 2008
---------------------------------------
John P. O'Shea
Principal Executive Officer and
Principal Financial Officer
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Exhibit 32.1
Certification Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002
In connection with the filing of the Quarterly Report of Strategic Acquisitions,
Inc. (the "Company") on Form 10-QSB for the period ended March 31, 2008 as
filed with the Securities and Exchange Commission on the date hereof, I, John
P. O'Shea, President of the Company, certify, pursuant to 18 U.S.C. ss.1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1. The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended, and
2. The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the
Company.
/s/ JOHN P. O'SHEA May 15, 2008
---------------------------------
John P. O'Shea
Principal Executive Officer and
Principal Financial Officer
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