Our Employees
We currently have no full time paid employees. Our President, Diane J. Harrison,
currently provides the strategic direction and the necessary labor to support
our operation. Prior to running the Post Express, Ms Harrison did have prior
experience as the President of the Business Resource Center, a small business
center in Las Vegas, Nevada, where she provided mailbox rental services, FedEx
and UPS services, and fulfillment services. (Fulfillment services are the
purchase order processing and the packaging and shipping of products ordered via
televised commercials.) Ms. Harrison has committed to providing to the Post
Express her services at a minimum of forty (40) hours a week. While our
President, Ms. Harrison has a relapsing-remitting form of multiple sclerosis, it
is not anticipated that this will have any impact on our new location. With
regular full time employees and a general manager available there should be no
interruption in store operations. At our former location on Lone Mountain Road
Ms. Harrison was our sole employee and needed to work twelve hour days that were
fatiguing to her during a flare. Our proposed location will not require the long
hours standing and should not have an impact on her ability to perform even in
the event she suffers an exacerbation.
We currently have no key employees, other than Diane J. Harrison our
President/Treasurer and sole Director. Ms. Harrison is receiving no pay or other
stock benefits for her performance. The business plan calls for the
implementation of a salary of $4,000.00 per month for Ms. Harrison upon
completion of the offering and the opening of the new store. Ms. Harrison is the
current Treasurer of Post Express Convention Services, doing business as PECS
Fulfillment Services. This company supplies fulfillment services (i.e., credit
card processing, telephone order processing, and packaging and shipping for
e-mail and telephone orders of client products).
There are no key consulting contracts with any individuals or companies at this
time.
When the beta test was fully operational, the company had six (6) temporary
full-time employees and utilized contract labor to support the remote sites. We
no longer have the "Fly Girls" on our payroll as we did in the fourth quarter of
2001. We will, of course, compensate employees and management when our new store
is operational and generating revenue. This will be as payment for regular
employee-at-will status and as such we have no agreements in writing for any
compensation for any employees.
The business plan calls for the company to utilize an employee leasing company
for full-time employees when the new storefront becomes operational. Key
employees such as a Chief Executive Officer, Chief Financial Officer, and
Operations Manager will be hired independently of the employee leasing company.
We are also actively seeking to attract 2-3 individuals to function on our Board
of Directors. We believe that individuals with a background in the
travel/leisure/hotel business with strong leadership and customer relations
skills could fit our needs. We are trying to find someone with a specific
background in the retail mailbox, pack/ship store industry. The opportunities
most associated with business centers typically attract people from these
industries. We are talking to several people with experience opening business
centers in hotels. It is this strategic experience that we believe will allow us
to fully develop our concept. By using an individual with prior business center
design and operations we hope to avoid some of the typical overbuilding
problems.
As a result of Ms. Harrison's contacts in Las Vegas' hotel industry, two people
in particular were brought to the attention of management. Both have worked with
Las Vegas hotels extensively for several years and one has in fact actually been
responsible for opening two business centers in hotels. Discussions on a
preliminary basis have been started. We have not held any discussions as to
offers, exact position, duties, responsibilities, and remuneration with either.
The Las Vegas market has an abundance of qualified personnel that would fit a
business centers employment needs. Due to the large hotels and their trained
staffs there is a good personnel pool from which to draw. Customer service
personnel are hired and trained by credit card companies as well as telephone
center operations here in Clark County and this provides us with an additional
source of potential quality employees. Store employee needs may be provided via
an employee leasing company. While we have not discussed anything with any
particular company, our accountants advise us that using an employee leasing
company may be a method for us to save money.
Although there is a lot of information to learn regarding each carrier's packing
and shipping requirements and abilities, we will be using one of the major
software packages designed specifically for pack and ship centers, such as PC
Synergy, which greatly simplifies the process. This software contains pack and
ship pricing for all the carriers, takes the weight and destination and
calculates rates and provides a rate comparison, prints the label for the
carrier of choice, uploads the data on the package to be picked up to the
respective carrier, and automatically adds the price of shipping to the cash
register total. Thus, employees need only learn to use the software, greatly
reducing the learning curve and the potential for shipping, packaging, and
billing mistakes.
While we will be renting time on computer terminals and offering in-store
hi-speed Internet access, we do not believe that we will have a need for
employees with anything more than good computer user skills. We will not be
offering any specialized computer programming or computer technical services.
We believe that the one group of employees that will be unique to our service
offering is the "Post Express Fly Girls." This is a group of young women that
will go directly to the hotel and pick-up packages from hotel guests and
conventioneers. They will be equipped with small portable scales for weighing
parcels and wireless credit card processors for payment. Customers can e-mail us
at our <lvpostexpress@aol.com> address with the request for package pick-up. If
the customer does not e-mail us the information, they can call and schedule a
pick-up. Our research has led us to conclude that the majority of conventioneers
are male and that by having attractive young ladies in appropriate uniforms for
the package pick-up, we may gain market penetration quicker.
Marketing Plan
Our current marketing plan involves positioning ourselves as a business services
company targeting a niche market - conventioneers and hotel guests. We intend to
continue to retain the services of The Rogich Communications Group for the
development of our service and product brochures, advertising sheets, and public
relations. Mr. Sig Rogich is the President of The Rogich Communications Group
and The Rogich Communications Group owns approximately 11% of our stock, which
was provided in exchange for services. We have not entered into any formal
contractual arrangement for these services nor do we anticipate any unless and
until we are able to raise further capital. To prevent further dilution of
shares, continued services of The Rogich Communications Group will be paid for
on a cash basis.
We will utilize a direct marketing person to contact convention groups to
solicit business prior to their arrival in Las Vegas. Simultaneously we will
contact hotel convention sales teams to solicit their business for our services.
Preliminary contacts with various hotel groups indicate a high degree of
interest in our providing some of the following services to their convention
groups:
(a) Package receiving and return package shipping;
(b) High volume copy service;
(c) Preparation of presentation materials;
(d) Delivery of materials to clients at conventions; and
(e) Binding and laminating services.
On an individual basis, we will use a direct approach typically used in Las
Vegas. Flyers and brochures will be handed out to conventioneers in multiple
locations during conventions. Advertising via radio, billboards, and moving
signs during large conventions will be employed.
Sales Strategies
Power Point Presentation. We plan to create a flexible Power Point presentation
that our marketing department will use to deliver a professional sales
presentation specifically tailored to the needs of our hotel convention
business. The presentation will have a core section that is generic to all
customer segments as well as specific customer segment modules allowing
modification of the presentation for the appropriate audience. Additionally,
this Power Point presentation will be the basis for brochures and print
advertising layout to ensure we have a consistent look through out all our
marketing communications.
Capability Brochures. We expect to create a capability brochure featuring our
family of services and products. This will be a high quality brochure with
extensive detail.
Public Relations and Advertising. We plan to implement a campaign to obtain
media coverage by publishing persuasive news articles and feature stories that
increase the awareness of the business center services and further the
acceptance of our products, services and technologies as the solution to
targeted customer segments. Advertising our services and products and
cooperative advertising with our strategic partners will be important tools to
increase sales.
Incentives. We intend to give away promotional incentive items and gifts to our
customers to promote us and our services and products. By giving away small,
souvenir-type items such as key chains, refrigerator magnets, or calendars,
customers will take home a memento of who and where we are to remind them of our
services for their next visit.
Trade Shows. In general, we will attempt to attend packaging and shipping trade
shows through our strategic partners (e.g., UPS or FedEx) by encouraging them to
pay for the space at a show and to permit us to use their booth backdrop while
we provide assistance staffing the booth.
Internet. The company has secured its own domain name, POSTEXPRESSFLYGIRLS.COM
and is developing the site for future use. The primary function of our website
would be to inform out-of-town conventioneers of our services prior to their
arrival in Las Vegas. Secondarily, we would use the site for further development
of our "Fly Girls" for the Las Vegas market. We have learned through our
research that a high percentage of conventioneers that visit Las Vegas use the
Internet to research different types of businesses and services available. As
members of the Chamber of Commerce we receive their newsletter and business
publication that details much of this data. Our website is intended to make
conventioneers aware of our products and services so when they arrive they know
where we are located and how they can contact us about our products and
services.
Residential and Commercial Customers
Residential customers consist of all homeowners that have package shipping
needs. Commercial customers are small to medium size businesses with packing and
shipping needs. These consumers are becoming increasingly aware of the need to
be able to save time and money when shipping, especially with the popularity and
growth of Internet mail-order businesses. By attracting residential users as
well as small businesses, we expect to secure a larger market share.
Other Markets
Government agencies that must seek competitive bidding for various copy and
shipping services are another target market. We are in the process of
researching the City of Las Vegas and the County of Clark bidding procedures.
Government Regulation
As a business-services supplier, we are subject to a limited variety of local,
state, and federal regulations. While we believe that our operations are in
compliance with all applicable regulations, there can be no assurances that from
time to time unintentional violations of such regulations will not occur.
Certain of our services are regulated by the United States Postal Service
("USPS") and the individual states where our services will be marketed. For
example, we will have ready access to the most current versions of USPS's
Domestic Mail Manual and the International Mail Manual at all times to assure
our compliance. Government regulation often means additional costs for
compliance activities and the risk of losing revenues should regulations change.
The United States Postal Service has adopted new procedures for package shipment
post September 11, 2001. These include package wrapping and shipping both
nationally and internationally. These changes can materially affect the cost of
shipping and can have a direct on our ability to make a profit. New postal rates
to go into effect June 30, 2002 will have a direct impact on our business.
United States Postal Service letter and package shipping as well as the sale of
stamps is a portion of our business. These increases could potentially result in
our customers going directly to the post office instead of our store for
services thereby directly impacting our revenues and profits.
Our various service suppliers, such as those for cellular telephone service and
commercial shipping services or the USPS, have not advised us of any impending
legislation that would affect our business in the foreseeable future.
Pricing
We have developed what we believe is a comprehensive pricing plan for our
products and services with the flexibility to be not only competitive, but also
below the pricing of our major competitors including the Las Vegas Convention
Center business center.
We have spoken in-depth with UPS and FedEx representatives concerning our
competitors pricing and our goal for our pricing structure. With input from them
and our research on exact pricing from our competitors we have formulated the
basic structure provided in the table below. This is a model only and changes
may or may not occur depending on the economic climate in Las Vegas. Our exact
price structure will be developed once we know our location build-out costs, our
equipment expenditures, and our personnel costs. The following table is an
example of some of our tentative pricing. The total services and products may
vary at the time of opening and this will affect our pricing structure. This
table is not all inclusive of the services to be offered.
Table 6.0 Tentative Product and Service Pricing
Product or Service Price - High Price - Medium Price - Low
Copy Service B/W $0.13 per copy $0.12 per copy $0.10 per copy
Copy Service Color $2.00 $1.75 $1.50
Fax Send - Domestic 1st page $3.00 $2.75 $2.50
Fax Send - International 1st $10.00 $8.50 $7.00
page
Fax Receive $1.50 $1.25 $1.00
Word Processing $10.00 per page $9.00 per page $8.00 per page
File Printing (by our staff) $2.00 $2.00 $2.00
Business Cards (500) $44.00 $42.00 $40.00
Shipping (Minimum 3lb. $6.00 per lb. $5.00 per lb. $4.00 per lb.
rate.)
Large shipping boxes $8.00 $7.00 $6.00
Packing service $25.00 $20.00 $15.00
Packing Materials (e.g., $12.00 $10.00 $8.00
Bubble Wrap)
Two-way radio rental $15.00 per day $15.00 $15.00
Cell phone rental $5.00 day + 1.00 $5.00 day + 1.00 $5.00 day + 1.00
per minute per minute per minute
domestic long domestic long domestic long
distance included distance included distance included
High Speed Internet Access $6.00 per hr. $6.00 per hr. $6.00 per hr.
LEGAL PROCEEDINGS
We are not currently a party to any legal proceedings nor are any contemplated
by us at this time.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
To the best of our knowledge there are no transactions involving any director,
executive officer, any nominee for election as a director or officer or any
security holder who is a beneficial owner or any member of the immediate family
of the same other than the following:
-Diane J. Harrison, Esq., one of the founders, is our President and Treasurer
and sole Director. She is also providing the legal opinion as to the validity of
the common stock we are offering. Accordingly, there may be a conflict of
interest. Ms. Harrison is also currently the Treasurer of Post Express
Convention Services, a company providing fulfillment services for products that
are marketed nationwide. We do not believe there is a conflict of interest.
Ms. Harrison has made loans to us in the amount of $59,415 to support the
continued operations of the business. For additional paid-in-capital of
$9,814.81 on October 27, 2001, and $6,870.38 on December 1, 2001, Ms. Harrison
received an additional 370,370 and 259,259 shares respectively, for a total of
629,629 shares of our common stock. This was an average share purchase price of
$0.0265 per share. The valuation of this stock was arbitrarily determined by the
management team based on their experience. For the original 2,000,375 shares of
stock issued to Ms. Harrison on May 22, 2000, the value was a pre-determined
amount, $204.00, agreed upon by the founders prior to incorporation. This was
based on the fact Ms. Harrison would be the primary person responsible for
running the company on a day to day basis and for supplying the funds to
purchase assets, should any be located. As of July 31, 2002, Ms. Harrison is
still owed $48,915.58 for loans made to the company. She has been repaid $10,500
from January 1, 2002 to July 31, 2002.
-Lesley S. Sanders, a selling security holder, is the wife of our former
Secretary, Steven A. Sanders. Mrs. Sanders has sole voting and dispositive
rights over her shares. The amount of shares Mrs. Sanders received for her $6.60
investment was pre-determined by the founders prior to incorporation. Her input
on the business plan was the determinant in her receiving 60,000 shares on May
22, 2000. Since her initial involvement, Ms. Sanders has had no role in the
Company, and she has no continuing interest other than her stock.
-Robert Bedore received 40,000 shares of stock on May 22, 2000 in exchange for
$4.40 of capital for the original formation of the corporation. He received a
pre-determined number of shares agreed upon by the three founders for his
assistance in the preparation of the business plan. Mr. Bedore has no position
within the company nor any continuing interest other than his stock.
-The Rogich Communications Group's President, Mr. Sig Rogich, has dispositive
rights over the shares issued to the Rogich Communications Group for services as
our company public relations and advertising firm. The value of the 374,625
shares issued to The Rogich Communications Group was based on the fair market
value of the retainer for services offered by this company to its other clients
($7,500.00). We assigned a fair market value of $0.02 per share. Management used
its experience in determining the value of these shares. The Rogich
Communications Group continues to be the public relations firm for the
corporation. It will be paid on a cash basis for any future and continued
efforts on behalf on the corporation.
- Michael J. Daniels, husband of our President and Treasurer and sole Director,
Diane J. Harrison, purchased some assets from Next Day Business Cards and Rubber
Stamps, Inc. on June 29, 2001. Later that same day, Mr. Daniels assigned all
rights for the assets he purchased from Next Day Business Cards and Rubber
Stamps, Inc. to M.C.F.T.Y. National. This was done for the sole purpose of
avoiding losing the opportunity to purchase these assets to a competitor. Mr.
Daniels performed the initial search for assets for M.C.F.T.Y. National to
purchase and was in Las Vegas at the time the offer to purchase the assets was
made and accepted. He has no interest in the company other than as the original
incorporator, as the husband of Ms. Harrison, and as an unsecured creditor that
made small loans to the us in the amount of $22,062.22. (See Financial
Statements.) Mr. Daniels has no interest in the corporation in the form of stock
or a position and has no continuing interest other than his wife is the
President, Diane J. Harrison. As of July 31, 2002, Mr. Daniels is owed $8,884.14
for loans made to the company. He has been repaid $13,178.08 from January 1,
2002 to July 31, 2002.
- Ms. Harrison and Mr. Daniels have made loans on an interest-free basis to the
company to assist in the implementation of the business plan. Both Ms. Harrison
and Mr. Daniels have agreed to forego payment in full of the loans until the
company is operational at its new location and is generating revenue. These were
informal loans with no specific due date and were done only to facilitate the
business. There has been small amounts of repayment to Mr. Daniels through July
31, 2002 totaling $3,000.00.
The Securities Act of 1933, Rule 405 defines a promoter as "[a]ny person who,
acting alone or in conjunction with one or more other persons, directly or
indirectly takes initiative in founding and organizing the business or
enterprise of an issuer." A promoter is further defined as "[a]ny person who, in
connection with the founding and organizing of the business or enterprise of an
issuer, directly or indirectly receives in consideration of services or
property, 10 percent or more of any class of securities of the issuer or 10
percent or more of the proceeds of the sale of any class of such securities.
However, a person who receives such securities or proceeds solely as
underwriting commissions or solely in consideration of property shall not be
deemed a promoter within the meaning of this paragraph if such person does not
otherwise take part in founding and organizing the enterprise." Accordingly, the
status of the following persons is disclosed:
-Diane J. Harrison, Esq. has not been identified as a promoter and is correctly
identified as a founder and as our current President and sole Director. Ms.
Harrison will receive a fee of $5,000 for her services relating to the
preparation and filing of this registration statement. This fee will be paid
when funds are received from the sale of stock related to this offering as part
of the $14,100.00 Offering Expenses discussed in Table 1.0. Her fee is based on
a reasonable fee charged by other attorneys similarly situated. In the event we
do not raise enough money to cover the expenses of this offering, Ms. Harrison
has agreed to forego her fee and consider her effort a learning experience.
-Michael J. Daniels has been identified as the original incorporator of our
corporation and has had no direct involvement in management decisions, promoting
the company (other than assisting his wife as the President and founder). For
his services in the store he received no compensation. He received no
commissions of any type nor any monies for his completing the transaction to
purchase some of the assets of Next Day Business Cards and Rubber Stamps, Inc.
other than the reimbursement of the original purchase price he paid. As the
original incorporator, Mr. Daniels should be considered, under strict
interpretation of Rule 405 of Regulation C of the Securities Act of 1933, a
promoter. Mr. Daniels was convicted of conspiracy to commit securities fraud in
1999. He received a sentence of three (3) years probation, the first six (6)
months to be on home confinement, was ordered to pay a fine of $3,000.00, and
was barred by the Court as follows: "The defendant is restricted from employment
as a broker or participate [sic] in employment in that connection." Mr. Daniels
has no stock in our company, he has no ability to exert influence on the sale of
any shares, he has received no compensation for founding the corporation and he
will not purchase any of the shares offered in either the primary or secondary
offering.
-Lesley S. Sanders, the spouse of Steven A. Sanders, the former secretary of the
Corporation., is one of our founding shareholders. Accordingly, Mrs. Sanders
should be considered, under strict interpretation of Rule 405 of Regulation C of
the Securities Act of 1933, a promoter. Mr. Sanders received neither stock in
the corporation nor remuneration for any assistance he provided. Mr. Sanders, as
our former secretary, should be considered, under strict interpretation of Rule
405 of Regulation C of the Securities Act of 1933, a promoter.
-Robert Bedore should be considered a promoter under strict interpretation of
Rule 405 of Regulation C of the Securities Act of 1933. Mr. Bedore has not been
involved in the activities of the company on a strategic or day to day basis.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF
OPERATIONS
The following plan of operation, management's discussion and analysis of
financial condition, and results of operations should be read in conjunction
with our financial statements and notes thereto contained elsewhere in this
prospectus.
Plan of Operation
In the beginning of the third quarter 2001, we purchased some assets from Next
Day Business Cards and Rubber Stamps, Inc. including the fictitious name
registration Post Express in Las Vegas, Nevada, for $55,000.00 cash. Upon taking
over the storefront we began to upgrade the interior of the store from a
printing facility to a new retail pack-and-ship center with new carpeting, paint
and upgraded retail merchandise and many additional services.
We targeted the fourth quarter of 2001 to begin a beta test of remote locations
to determine the feasibility of operating business centers in retail shopping
mall locations. We developed a policies and procedures manual for operation in
the malls and we commenced operations in two (2) malls on November 1, 2001; one
(1) mall on November 12, 2001; and one (1) mall on November 20, 2001. The
primary focus of these locations was to determine the viability of offering the
specific service of packing and shipping in a retail shopping mall. Our goal was
to see if foot traffic alone was enough to generate revenue and profits or if
demographics played a major role.
By December 1, 2001 we closed down two (2) locations as unprofitable. We
continued with the other two locations until December 26, 2001. We were able to
determine that foot traffic even in large numbers is not a sufficient
determinant of business. Demographics played a much larger role. In the single
mall where the demographics showed a high disposable personal income the kiosk
was able to reach a break even point.
Armed with this data, we began to develop the business plan in detail for a
location where demographics and foot traffic could both play a role. While the
disposable personal income of a single conventioneer may not be high, he is
typically there at company expense and therefore there is greater disposable
income available to him/her.
Our goals for the next twelve months are to be fully operational in our new
location late in the first quarter of 2003, evaluate lessons learned and make
necessary changes in the second quarter 2003, and pursue the possibility of
expanding to other locations by the end of the third quarter 2003. Based on our
historical experience from our former Post Express location, we believe that we
could be generating revenue at our new location by March 31, 2003. We spoke with
a contractor who has advised us that a build-out of either of the two locations
from which we are choosing will take approximately thirty (30) days.
We researched in detail equipment purchase versus equipment leasing. We will be
relying on our accountants to assist us in selecting the proper method for
securing our equipment. With completed build-out and equipment purchases by the
end of February 2003, we will initiate implementation of our marketing and sales
strategies. We believe that we can begin operating in our new location on
Convention Center Drive by first quarter of 2003 and supplying package pick-up
service to a minimum of twelve hotels (in relatively close proximity to the new
store) by March 2003. If for any reason (or for no reason) the new store did not
commence operations, or business is less than anticipated, such an event would
have a material adverse effect on us.
Floor layout is critical to our success. We are using input from representatives
of UPS and FedEx as well as evaluating existing centers in Las Vegas. The design
of the countertops, computer rooms, self-service equipment stations, and
individual computer workstations must be ergonomically comfortable as well as
functional. Our small individual polls of conventioneers indicate that comfort
as well as functionality is important.
The cash necessary to support this initial business plan implementation was
being supported by the store operations as well as the sale of some of the
assets acquired last year. This allowed current management to continue the
business plan implementation. On July 1, 2002 we sold some additional assets of
the store on Lone Mountain Road to reduce debt and have cash for operations. The
loan made to us in April of 2002 for $37,500.00 was converted to the down
payment on the sale. We believe that further cash will be needed to continue to
support expansion operations. Should we not receive additional funding, we will
pursue expansion on a limited basis until operations can again be
self-sustaining. We believe we will need to raise $400,000.00 to support the
proposed expansion of operations over the next twelve months. While we have
tried to analyze each and every situation relative to opening the new location,
we made preparations for a contingency budget in our working capital. As
illustrated in Table 7.0, the $400,000 will be used specifically for facility
modifications and purchases of a company vehicle, electronic and computer
equipment, copiers, high speed mail equipment, furniture and desks, retail
inventory of office supplies for resale and for use by our operational staff,
shipping supplies, and corrugated boxes. Additionally, we will need working
capital for employee wages. Lastly, funds will be needed for sales, marketing
and advertising expenses, business insurance, workers compensation insurance,
tax deposits and legal and accounting fees. These figures are based on
extrapolations from operating the former store on Lone Mountain Road in Las
Vegas.
Table 7.0 Estimated Expenses
Amount of Offering Equipment & Store Lease and Employee Working
Capital Expenses Inventory Facility Wages Capital
Raised Purchases Modifications
$25,000.00 $14,100.00 -0- -0- -0- $10,900.00
$100,000.00 $14,100.00 $40,000.00 $25,000.00 $11,000.00 $9,900.00
$200,000.00 $14,100.00 $115,000.00 $25,000.00 $30,000.00 $15,900.00
$300,000.00 $14,100.00 $190,000.00 $25,000.00 $50,000.00 $20,900.00
$400,000.00 $14,100.00 $279,000.00 $25,000.00 $50,000.00 $31,900.00
Package pick-up and shipping are the work-horses of the business. The other
planned services are primarily ancillary. Thus, once sufficient funds are
received to cover the Offering Expenses, Store Lease/Facility Modifications, and
minimal purchases (i.e., the $100,000.00 level), the store will be brought
operational. Thereafter, the services remaining can be selectively implemented
according to demand and/or the amount of capital raised. For example, certain of
the services we hope to offer that are cost intensive (such as word processing
or cell phone rental) may not be offered initially in the event we raise less
than the $400,000.00 optimum. Once operational, the services not initially
implemented will be added as cash flow allows.
Research and development efforts are primarily geared to streamlining operations
to reduce expenses and to developing additional services for the center.
Additional services may include new technology for interactive kiosks that can
be located in the center and broadband services that allow customers greater
access to the Internet for their business and personal needs. These services
will be pursued, if at all, no earlier than fourth quarter 2003.
Management has not determined the exact extent of business opportunity in Las
Vegas due to the lack of financial information procurable from our competitors.
A recent issue of HotelBusiness magazine predicted an increase in business
centers and business center technology in the year 2002. (See Barbara Capella
Loehr, "Business Centers Are Still Vital for Hotels and Prove to Benefit Bottom
Line," HotelBusiness, Sept. 7-20, 2001, at 20.) However, any unforeseen events
such as happened on September 11, 2001 could adversely affect our business as we
are reliant upon consumer spending. The cost of equipment, technology, and labor
could increase and directly affect our ability to be profitable.
Our policies and procedures that we developed for the store will be implemented
immediately upon opening the new location. We plan to be open for business
during the following hours:
Table 8.0 Hours of Operation
Day of the Week Hours of Operation
Monday through Thursday 6:00 a.m. to 11:00 p.m.
Friday 6:00 a.m. to 9:00 p.m.
Saturday and Sunday 8:00 a.m. to 6:00 p.m.
There will be a store supervisor in store at all times to monitor the operations
and take corrective action when necessary. Daily sales and management reports
will be printed and analyzed on a weekly basis for corrective action. Management
is planning for a ramp up of operations according to the historical operation of
the former Post Express store. Contingency plans have been made in the event the
new location generates business faster than expected.
We are assuming that we will have sold our entire 10,000,000 shares offered and
thus raised the $400,000.00 we anticipate. This provides for full implementation
of our business plan and all the products and services we will offer. Raising
less capital will cause management to implement an alternative strategy, such as
those discussed previously.
As the conventions arrive our daily per sale amount will increase as will our
foot traffic. Our cash flow should also be continually self-sustaining. All
customers pay for their services as they are supplied. No credit terms are
offered. We used our historical figures from our former location to project what
our average sale should be.
From January of 2003 through May of 2003 the convention schedule should supply a
steady client base while we build our local traffic. We have learned from our
former operation that the name Post Express now enjoys community recognition
from our tests in the malls. We have already received an inquiry from the most
demographically supportable mall to open full-time in the mall. Management has
referred this inquiry to the new owners of the Post Express Lone Mountain store,
D.A.C.K. International, for their consideration as we have no interest in
re-opening in the mall.
In the event we raise significantly less than $100,000.00, we will implement our
alternative strategy of opening a small physical location near the strip, which
would offer on-site packaging and shipping for walk-in customers, and, more
importantly, from which we would operate our package pick-up and shipping
service for the hotels within our service area (only Strip hotels) for
conventioneers and hotel guests. This will allow operations to commence on
minimal capital, significantly reduced equipment and store lease expenses, and
zero employee wages. Equipment purchases would include a computer with cash
drawer, point-of-sale and shipping software, a postage meter, label printers,
credit-card processors, and an electronic scale. Capital would be used to
purchase shipping supplies, such as various size boxes, tape, bubble wrap, and
Styrofoam peanuts. As our revenue permits, we will add employees (e.g., Post
Express Flygirls) and portable credit-card processors and scales. This may be
the extent of the business. No research and development would be performed and
no plant or significant equipment would be purchased. However, if the concept is
well received, we would continue to work towards establishing a presence
convenient to the Las Vegas Convention Center offering the full range of
business services detailed in the business plan. The timing, of course, would be
wholly dependant on the success of the original, small pack-and-ship-and-pick-up
operation. And, the transition from small pack-and-ship-and-pick-up operation to
full-scale business center would not be gradual. The expansion would not occur
until the small pack-and-ship-and-pick-up operation retained enough earnings to
implement the full business plan - an event not likely to occur within twelve
months.
Management's Discussion and Analysis of Financial Condition
While we have some debt, the cash flow from operations was able to sustain the
company. Our cash position through July 31, 2002 shows only $986.08 cash on
hand. While this was enough to support the former store, it will not be enough
to sustain the new full-service location. We are dependent on raising additional
capital to complete the expansion to another full-service location in Las Vegas.
If our current cash position does not improve significantly, we will establish a
small location close to the Strip rather than implement a new full-service
location on Convention Center Drive.
Our loss of ($61,552.11) for the four (4) mall locations was due primarily to
the high cost of labor, rent, marketing, and advertising and the reduction in
consumer buying stemming from the tragedy of September 11, 2001. Our loss of
($15,768.32) for the former store-front location was due, in large part, to
having to execute our plan during the slowest months of business and, also, one
time costs associated with upgrading the business.
A more in-depth analysis of the expenditures for postage/delivery/supplies, bank
service charges, permits, office expenses, professional fees, rent, and
telephone expenses leads us to believe that while these costs will rise, they
will rise at a slower percentage rate than our increasing revenues. Our
expenditures for postage/delivery/supplies will increase on an real-dollar basis
due to the need to increase inventory purchases to accommodate the increase in
business. On a percentage basis, we anticipate theses expenditures will decrease
at the new location due to greater sales, greater volume discounts to be
negotiated with our carriers, and higher rates to be charged to the customer.
While our expenses in each of the other categories listed above, will increase
in actual dollars, they will decrease in percentage terms due to increased sales
and improved efficiency. For example, although the monthly rent will increase on
an absolute dollar basis, it will decrease on a per square foot basis, thereby
decreasing the real cost per square foot. In other words, because we can handle
more customers at the new, larger location, we can generate greater sales per
square foot thereby reducing the real cost per square foot.
We have tried to negotiate better rates with both of our current banks for our
bank account and our credit card processing account. A decrease of one-half
percent (1/2%) in our discount rate on credit card processing will help to keep
the percentage increase decreasing while the actual dollars may be increasing.
We have been keeping abreast of the trends in business centers through the
HotelBusiness magazine, local trade publications, and the Las Vegas Chamber of
Commerce. We believe that business center demand has increased dramatically in
Las Vegas and, with the Mandalay Bay Resort & Casino opening a new convention
center in 2003, we believe that demand will continue to rise. We have learned
that extreme events such as September 11, 2001 can have a dramatic impact on
business here in Las Vegas. To this end, we have tried to address the
possibility of another event by spreading our risk between convention, hotel,
and local business. To improve liquidity in our former store, we sold the
company automobile for $7,500, "Kelly Blue Book" value, to pay down some of the
debt owed to Michael J. Daniels for loans and accounts payable. Management
determined that providing a company vehicle for the "Fly Girls" and package
pick-up from the former Post Express location was too costly in terms of the
commercial-use insurance requirements. Package pick-up from our proposed new
location will not be subject to the minimum twenty-four-mile-round-trip drive
between the Strip and the former Post Express; thus package pick-up should be
more economical.
Although our primary focus at this time is on the new store in Las Vegas, we are
hoping to eventually expand our services to areas outside of the Las Vegas
market. However, the uncertain economy could have a material adverse effect on
such plans. We have not identified any specific locations at this time. We are
currently conducting minimal research into Atlanta, Georgia and Orlando and
Tampa, Florida as possible new locations in the event we decide to expand. We
anticipate it will take 6-12 months to research the data on these cities. The
major determining factor to be used in site location is the size and volume of
convention business. A further breakdown of the annual numbers of convention
visitors into equal months will allow us to determine an appropriate cash flow.
Results of Operations
General
During the seven months ended July 31, 2002, our assets consisted of inventory
and equipment we retained from the sale of the retail storefront location and
our revenues were generated from services and products sold to the general
public at large as well as an additional loan to the company. This loan was
converted to a down payment on the sale of some of the assets of the store and
the location on Lone Mountain Road. Our operation of the store ceased on July 1,
2002.
We discontinued business at the four (4) satellite beta test sites we operated
from November 1, 2001 through December 31, 2001. These remote locations were on
short term leases. Two locations were operated from carts and the other two were
operated from kiosks. The leases were structured as follows:
Table 9.0 Beta Test Site Leases
Location Type Rent Length of Lease
Meadows Mall
4300 Meadows Lane Cart $11,300.00 11/01/01 - 12/31/01
Las Vegas, Nevada 89107
The Boulevard Mall
3528 Maryland Parkway Cart $12,800.00 11/01/01 - 12/31/01
Las Vegas, Nevada 89109
Fashion Show
3200 Las Vegas Boulevard South Kiosk $7,500.00 11/10/01 - 12/31/01
Las Vegas, Nevada 89109
The Galleria At Sunset
1300 W. Sunset Road Kiosk $7,000.00 11/18/01 - 12/31/01
Henderson, Nevada 89014
Results of Operations Ended July 31, 2002
During the seven months ending July 31, 2002, we had revenues of approximately
$71,666.00 from retail sales to the public, the sale of the store, and loans.
During the seven months ending July 31, 2002, the company's costs associated
with generating revenues was approximately $57,508.00. This resulted in a profit
of approximately $14,157.00 for the seven months ending July 31, 2002.
We had minimal interest income or expense for the seven months ending July 31,
2002.
Our financial statements reflect current accounts payable of $23,206.15. This is
a direct result of our beta test; specifically, the poor performance at the two
mall locations and the inability of those locations to produce enough revenue to
cover the cost of renting mall space and kiosks. Store operations and the sale
of the company automobile permitted us to reduce this debt to the current
$23,206.15 as of July 31, 2002. The $2,000 loss on the sale of assets was due to
depreciation as our accountants have reported it on our tax asset detail.
Results of Operations Ended December 31, 2001
During the six months ending December 31, 2001, we had revenues of approximately
$72,809.95 from the storefront location and another $12,787.06 from our beta
test site locations. During the six months ending December 31, 2001, the
company's costs associated with generating revenues was approximately $88,578.27
and approximately $74,339.17 for the beta test site locations. This resulted in
a gross loss of approximately $77,320.43 for the six months ending December 31,
2001.
Operating expenses for the six months ending December 31, 2001, were
approximately $44,905.82 for the storefront location and $74,339.17 for the beta
test site locations. We had minimal interest income or expense for the six
months ending December 31, 2001.
Liquidity & Capital Resources
As of December 31, 2001, we had net shareholder equity of ($59,071.68),
accumulated losses during the development stage of ($77,320.43) and a net cash
flow of ($44,471.80) provided by operating activities. During 2001, cash was
provided from the sale of capital stock and proceeds from cash advances from
stockholders. We received $103,381.65 in cash from (1) the issuance of capital
stock ($531.37); (2) the sale of additional capital stock to our
President/Treasurer and sole Director, Diane J. Harrison, as additional
paid-in-capital ($16,685.19); (3) various no interest loans from Ms. Harrison
($61,150.00); and (3) a no interest loan from Michael J. Daniels, the original
incorporator of the company ($25,033.09). (See Financial Statements.)
As of July 31, 2002, we had a net shareholder equity of ($42,866.55),
accumulated losses of over $80,000 and a negative cash flow of over ($45,000)
provided by operating activities. We have had to take in additional non-interest
loans to supplement our cash for operations. In April of 2002 we were supplied a
loan of $37,500.00 interest free and due and payable when we had sufficient
funds. This was a casual loan from Marilee Abbott, a friend of our President,
Ms. Harrison. This was done to provide some ability to repay loans, pay down
some accounts payable and to have some additional operating capital. This loan
was converted to a down payment on the purchase of some of the assets of the
business by D.A.C.K. International on July 1, 2002. Marilee Abbott is an officer
and director of D.A.C.K. International. The total sale price was $68, 692.52.
The balance due of $31, 192.52 is payable over a 57 month period at 6% interest.
The balance of $31, 192.52 is to be paid in 56 equal installments of $703.20 on
the first day of each month beginning August 1, 2002 and a final payment of
$703.25 on April 1, 2007.
The asset sale was done to facilitate our efforts in moving forward with our new
location as well as helping our cash position. We did not sell any of our debt
nor our assets for our trademarks or our trade style. We have provided in the
note a clause that we can repossess the store in the event of a default. We
allowed a 30 period during which a default can be cured and thereafter we can
retake immediate possession. A specific clause was added that provides for their
waiver of any rights to a foreclosure proceeding. This was done to prevent a
decline in the store appearance and business in the event of a default. D.A.C.K.
International maintains a one million dollar ($1,000,000.00) liability policy in
the event of an accident at the business location. While there is the
possibility of our being joined in an action against the store, we believe that
the sufficiency of their business policy as well as ours provides sufficient
financial protection.
We retained the use of the name "Post Express" and "Post Express Fly Girls" as
we have filed for a trademark on both. We retained one computer system, three
cash registers, three portable scales, various telephone equipment, kiosks and
some basic office supplies for future use. We have monies owed to General Growth
Properties for rent from carts in two malls that we retained as debt with our
company along with outstanding loans to Ms. Diane Harrison, our President and
Mr. Michael J. Daniels. The funds from the loan from D.A.C.K. International were
used to pay down some of the outstanding balance to General Growth Properties as
well as some of the loans from Ms. Harrison and Mr. Daniels. The remainder was
used for general working capital. The loan from Ms. Abbott was made with the
full understanding that some of the funds would be used to repay loans to both
Mr. Daniels and Ms. Harrison. The balance of the funds to be paid monthly will
be used for daily operation capital.
Management believes that the net cash increase for the year 2001 of ($9,989.23)
and the seven months ending July 31, 2002 of $986.08 is not sufficient to
sustain operations and that additional funds will be needed to support the
proposed new store operations. Consequently, we will seek additional funding
through public or private financing or other arrangements. Such additional
funding may be financed by bank borrowings, public offerings, or private
placements of equity or debt securities, loans with shareholders, or a
combination of the foregoing.
Our recent beta test, which involved operating satellite locations, added
additional costs and expenses not associated with running the main storefront
operation. Although no assurances can be made, we believe that our expenses will
increase proportionately to revenues during the fiscal year ending December 31,
2002, due to our plans to continue to develop, market, and operate a full
service business center servicing hotel guests and conventioneers and by no
longer operating the remote locations in the malls.
As of July 31, 2002, the company had approximately $986.08 cash on hand.
Management has determined this amount is insufficient to continue to support any
store front operations as well as any expansion. The store front location on
Lone Mountain Road was sold to reduce debt and facilitate moving forward with
the plan for the new proposed store location.
DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS
Directors and Executive Officers
The names and ages of our directors and executive officers are set forth below.
Our By-Laws provide for not less than one and not more than fifteen directors.
All directors are elected annually by the stockholders to serve until the next
annual meeting of the stockholders and until their successors are duly elected
and qualified.
Table 10.0 Directors and Executive Officers
Name Age Position
Diane J. Harrison 44 President, Treasurer, Chairman of the
Board of Directors (1) (2)
Devone DeSoto 34 Secretary
(1) This is the first Directorship held by Ms. Harrison and she is currently our
sole Director. Ms. Harrison is also serving as counsel for this offering.
Accordingly, she is providing the legal opinion and may, therefore, have a
conflict of interest as both counsel and as an officer and the sole director of
the company.
(2) Ms. Harrison is the current Treasurer of Post Express Convention Services,
doing business as PECS Fulfillment Services. This company supplies fulfillment
services and we do not believe there is a conflict of interest.
Background of Executive Officers and Directors
Diane J. Harrison has served as our Chairman of the Board of Directors since
inception on May 22, 2000. She is the current President and Treasurer. She is
also the Treasurer of Post Express Convention Services, a Nevada corporation
doing business as PECS Fulfillment Services, serving in this capacity since
August 26, 2002. Ms. Harrison has a Bachelor of Science degree in Chemical
Engineering. She began her 15 year professional career at Rockwell International
Corporation, Canoga Park, California, in the engineering department. She left
Rockwell to accept an engineering position with the United States Department of
Energy, Yucca Mountain Site Characterization Project Office, in Las Vegas,
Nevada. Ms. Harrison owned and operated a small business in Las Vegas, Bruce,
Michael & Co. d/b/a Business Resource Center, which provided small businesses a
resource for hourly office-space rental, mail receiving, package shipping, and
graphic design. In May of 2000, she received her juris doctor degree from
Stetson University College of Law, St. Petersburg, Florida, graduating with
honors and as the Editor-in-Chief of the Stetson Law Review. She worked as an
Associate Attorney with Ruden, McClosky, Smith, Schuster, & Russell, P.A.,
before leaving to get involved with us. Concurrent with her position with us,
Ms. Harrison maintains a very small (two) client base for whom she performs
federal securities work.
Table 11.0 Diane J. Harrison's Employment History
Position Dates
Employer Location
President/Treasurer May 2000 to Present
M.C.F.T.Y. National Las Vegas, Nevada
Treasurer May 2000 to Present
Post Express Convention Services Las Vegas, Nevada
Attorney August 2000 to April 2001
Ruden, McClosky, Smith, Schuster, & Russell, P.A. St. Petersburg, Florida
Law Student August 1997 to May 2000
Stetson University College of Law St. Petersburg, Florida
President June 1996 to August 1998
Sierra Securities Transfer, Inc. St. Petersburg, Florida
Manager, Fissile Materials Disposition/Repository May 1994 to February 1997
Analysis
U.S. Department of Energy, Yucca Mountain Site Las Vegas, Nevada
Characterization Office
President July 1993 to May 1994
Bruce, Michael & Co., d.b.a. Business Resource Center Las Vegas, Nevada
Branch Chief, Field Engineering Branch May 1992 to July 1993
U.S. Department of Energy, Yucca Mountain Site Las Vegas, Nevada
Characterization Office
Materials Engineer, Field Engineering Branch October 1989 to April 1992
U.S. Department of Energy, Yucca Mountain Site Las Vegas, Nevada
Characterization Office
Nuclear Operations Engineer, Hot Laboratory July 1982 to September
1989
Rockwell International Corporation Canoga Park, California
Devone DeSoto has served as our Secretary since June 13, 2002. Ms. DeSoto is
currently training in the Post Express as a manager, unpaid, to become a part of
the management team. She was employed by Pacific Care, a Health Plan of Nevada,
for over eight years as an analyst in healthcare informatics. She was
responsible for surveys, statistical analysis, analyzation of geographic data,
and extensive customer service. She has an Associate Degree from Lorain County
Community College, Elyria, Ohio.
Table 12.0 Devone DeSoto's Employment History
Position Dates
Employer Location
Secretary June 2002 to Present
M.C.F.T.Y. National Las Vegas, Nevada
Analyst June 1994 to January 2001
Pacific Care, an HPN (Health Plan of Nevada) Las Vegas, Nevada
EXECUTIVE COMPENSATION
The following table sets forth information concerning the annual and long-term
compensation of our Chief Executive Officer, and the most highly compensated
employees and/or executive officers who served at the end of the fiscal years
December 31, 2000 and 2001, and whose salary and bonus exceeded $100,000 for the
fiscal years ended December 31, 2000 and 2001, for services rendered in all
capacities to us. The listed individuals shall be hereinafter referred to as the
"Named Executive Officers."
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