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 January 31, 2000
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period to
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Commission File Number 0-29067
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NORTH AMERICAN RESORT & GOLF INC.
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(Exact name of small Business Issuer as specified in its charter)
Nevada 98-0173359
- ------------------------------- --------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
- -------------------------------
incorporation or organization)
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#676, 141 - 757 West Hastings Street
Vancouver, BC V6C 1A1
- ------------------------------------- -------------------------------
(Address of principal executive offices) (Postal or Zip Code)
Issuer's telephone number, including area code: 604-681-7806
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None
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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: 4,752,200 Shares of $0.001 par value
Common Stock outstanding as of January 31, 2000.
<PAGE>
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 six months ended January 31, 2000 are not necessarily
indicative of the results that can be expected for the year ending July 31,
2000.
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
JANUARY 31, 2000
(Unaudited)
(Stated in U.S. Dollars)
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
BALANCE SHEET
(Stated in U.S. Dollars)
- -------------------------------------------------------------------------------
JANUARY 31 JULY 31
2000 1999
- -------------------------------------------------------------------------------
(Unaudited) (Audited)
ASSETS
Current
Note receivable (Note 3) $ 35,790 $ -
--------------------------
$ 35,790 $ -
===============================================================================
LIABILITIES
Current
Accounts payable $ 20,400 $ -
Loans and advances payable (Note 5) 25,590 24,540
--------------------------
45,990 24,540
--------------------------
STOCKHOLDERS' DEFICIENCY
Capital Stock
Authorized:
50,000,000 common shares, par value $0.001 per share
10,000,000 preferred shares, par value $0.001 per share
The rights and preferences of the preferred shares
have not been determined.
Issued and outstanding:
4,752,200 common shares at January 31, 2000 and
4,552,200 common shares at July 31, 1999 4,752 4,552
Additional paid in capital 131,928 82,128
--------------------------
136,680 86,680
Deficit Accumulated During The Development Stage (146,880) (111,220)
--------------------------
(10,200) (24,540)
--------------------------
$ 35,790 $ -
================================================================================
Nature of Operations (Note 1)
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
STATEMENT OF LOSS AND DEFICIT
(Stated in U.S. Dollars)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------
INCEPTION
FOR THE THREE FOR THE SIX JUNE 4, 1997
MONTHS ENDED MONTHS ENDED TO
JANUARY 31 JANUARY 31 JANUARY 31
2000 1999 2000 1999 2000
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Administrative Expenses
Advertising $ - $ - $ - $ - $ 11,135
Consulting services 10,000 - 10,000 392 21,428
Filing fees and stock transfer services - 709 1,747 1,182 5,908
Incorporation fees - - - - 4,261
Investor relations - - - - 8,037
Professional fees 17,999 242 17,999 242 33,430
Management fees - - - - 28,377
Office and sundry 4,000 557 4,750 2,309 16,553
Printing - 30 - 243 3,303
Rent - 576 - 2,299 3,502
Telephone - 421 1,164 946 6,189
Travel - - - - 2,587
----------------------------------------------------------
31,999 2,535 35,660 7,613 144,710
Loss Before The Following
Impairment loss on option to acquire shares - - - - 2,170
----------------------------------------------------------
Net Loss For The Period 31,999 2,535 35,660 7,613 $ 146,880
=========
Deficit Accumulated During The
Development Stage, Beginning Of Period 114,881 107,515 111,220 102,437
-----------------------------------------------
Deficit Accumulated During The
Development Stage, End Of Period $ 146,880 $ 110,050 $ 146,880 $ 110,050
=================================================================================================
Net Loss Per Share $0.01 $0.01 $0.01 $0.01
===============================================
Weighted Average Number Of Shares Outstanding 4,618,200 4,552,200 4,618,200 4,552,000
===============================================
</TABLE>
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Stated in U.S. Dollars)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------
INCEPTION
FOR THE THREE FOR THE SIX JUNE 4, 1997
MONTHS ENDED MONTHS ENDED TO
JANUARY 31 JANUARY 31 JANUARY 31
2000 1999 2000 1999 2000
- ------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Cash Flow From Operating Activities
Net loss for the period $ (31,999) $ (2,535) $ (35,660) $ (7,613) $(146,880)
Add non-cash item
Impairment loss on option to acquire shares - - - - 2,170
----------------------------------------------------------
(31,999) (2,535) (35,660) (7,613) (144,710)
Change in non-cash working capital balances
related to operations
Note receivable (35,790) - (35,790) - (35,790)
Prepaid expense - 604 - 604 -
Accounts payable 16,739 (3,000) 20,400 (3,000) 20,400
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(51,050) (4,931) (51,050) (10,009) 160,100
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Cash Flow From Investing Activity
Acquisition of capital asset - - - - (427)
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Cash Flow From Financing Activities
Common stock issued 50,000 - 50,000 - 134,510
Repay advances payable - - - - (53,000)
Advances payable 1,050 - 1,050 - 78,590
Proceeds on disposition of capital assets - - - - 427
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51,050 - 51,050 - 160,527
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Decrease In Cash During The Period - (4,931) - (10,009) -
Cash, Beginning Of The Period - 4,931 - 10,009 -
Cash, End Of The Period $ - $ - $ - $ - $ -
============================================================================================================
Supplemental Disclosure of Non-Cash Financing
and Investment Activities:
Issue of common stock for option to
purchase shares $ - $ - $ - $ - $ 2,170
==========================================================
</TABLE>
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
JANUARY 31,2000
(Unaudited)
(Stated in U.S. Dollars)
<TABLE>
<CAPTION>
Common Stock
---------------------------------
Additional
Paid-in
Shares Amount Capital Deficit Total
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<S> <C> <C> <C> <C> <C>
Shares issued for services
at $0.001 2,500,000 $ 2,500 $ - $ - $ 2,500
Net loss for two months ended
July 31, 1997 - - - (18,062) (18,062)
----------------------------------------------------------
Balance, July 31, 1997 2,500,000 2,500 - (18,062) (15,562)
Shares issued for services
at $0.01 935,000 935 8,415 - 9,350
Shares issued for cash
at $0.01 350,000 350 3,150 - 3,500
Shares issued for option
to acquire shares at $0.01 217,000 217 1,953 - 2,170
Shares issued for cash at
$0.10 530,000 530 52,470 - 53,000
Shares issued for cash at
$0.80 20,200 20 16,140 - 16,160
Net loss for the year ended
July 31, 1998 - - - (84,375) (84,375)
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Balance, July 31, 1998 4,552,200 4,552 82,128 (102,437) (15,757)
Net loss for the year ended
July 31, 1999 - - - (8,783) (8,783)
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Balance, July 31, 1999 4,552,200 4,552 82,128 (111,220) (24,540)
Shares issued for cash
at $0.25 200,000 200 49,800 - 50,000
Net loss for the six months
ended January 31, 2000 - - - (35,660) (35,660)
----------------------------------------------------------
Balance, January 31, 2000 4,752,200 $ 4,752 $ 131,928 $ (146,880) $ (10,200)
==========================================================
</TABLE>
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31,2000
(Unaudited)
(Stated in U.S. Dollars)
1. NATURE OF OPERATIONS
The Company is in the development stage and currently is in the process of
reviewing new business opportunities. Recovery of the Company's assets is
dependent upon future events, the outcome of which is indeterminable. In
addition, successful completion of the Company's development program and its
transition, ultimately to the attainment of profitable operations is dependent
upon obtaining adequate financing to fulfil its development activities and
achieve a level of sales adequate to support the Company's cost structure.
2. SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Company have been prepared in accordance with
generally accepted accounting principles in the United States. Because a
precise determination of many assets and liabilities is dependent upon future
events, the preparation of financial statements for a period necessarily
involves the use of estimates which have been made using careful judgement.
The financial statements have, in management's opinion been properly prepared
within reasonable limits of materiality and within the framework of the
significant accounting policies summarized below:
a) Organization
The Company was incorporated in the State of Nevada, USA on June 4, 1997.
b) Development Stage Company
The Company is a development stage company as defined in the Statements of
Financial Accounting Standards No. 7. The Company is devoting substantially all
of its present efforts to establish a new business and none of its planned
principal operations have commenced. All losses accumulated since inception
have been considered as part of the Company's development stage activities.
c) Net Loss Per Share
Net loss per share is based on the weighted average number of common shares
outstanding during the period plus common share equivalents, such as options,
warrants and certain convertible securities. This method requires primary
earnings per share to be computed as if the common share equivalents were
exercised at the beginning of the period or at the date of issue and as if the
funds obtained thereby were used to purchase common shares of the Company at its
average market value during the period.
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31,2000
(Unaudited)
(Stated in U.S. Dollars)
2. SIGNIFICANT ACCOUNTING POLICIES (Continued)
d) Income Taxes
The Company uses the liability method of accounting for income taxes pursuant to
Statement of Financial Accounting Standards, No. 109 "Accounting for Income
Taxes".
e) Capital Assets and Amortization
Capital assets are recorded at cost and are amortized at the rate of 20% per
annum using the declining balance method.
f) Fair Value of Financial Instruments
The carrying value of cash, accounts payable and advances payable approximate
fair value because of the short maturity of those instruments.
3. NOTE RECEIVABLE
The note is interest free and repayable on June 20, 2000.
4. LETTER OF INTENT
The Company has entered into a letter of intent to acquire Home Finder's
Realty Inc., a Canadian corporation, for $1,000,000 CDN payable in cash or by
the issuance of 4,500,000 common shares.
5. LOANS AND ADVANCES PAYABLE
These advances are interest free and payable on demand.
6. CAPITAL STOCK
a) The Company granted stock options for the purchase of up to 400,000
shares at $0.25 per share to December 6, 2001.
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31,2000
(Unaudited)
(Stated in U.S. Dollars)
6. CAPITAL STOCK (Continued)
a) The Company has arranged the private placement of 200,000 units at $0.25
per unit for proceeds of $50,000.00. Each unit consists of one common share and
one share purchase warrant for the purchase of an additional common share at
$0.50 per share during the first year or at $0.75 during the second year from
the date the share purchase warrant is issued.
7. DEFERRED TAX ASSETS
The Financial Accounting Standards Board issued Statement Number 109 in
Accounting for Income Taxes ("FAS 109") which is effective for fiscal years
beginning after December 15, 1992. FAS 109 requires the use of the asset and
liability method of accounting for income taxes, whereas the deferral method of
accounting for income taxes is used under the Canadian basis. Under the assets
and liability method of FAS 109, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to temporary differences
between the financial statement carrying amounts of existing assets and
liabilities and their respective tax bases. Deferred tax assets and liabilities
are measured using enacted tax rates expected to apply to taxable income in the
years in which those temporary differences are expected to be recovered or
settled.
The following table summarizes the significant components of the Company's
deferred tax assets:
Total
------------
Deferred Tax Assets
Non-capital loss carryforwards $ 146,880
------------
Gross deferred tax assets 73,440
Valuation allowance for deferred tax asset (73,440)
------------
$ -
============
The amount taken into income as deferred tax assets must reflect that portion of
the income tax loss carryforwards which is likely to be realized from future
operations. The company has chosen to provide an allowance of 100% against all
available income tax loss carryforwards, regardless of their terms of expiry.
<PAGE>
NORTH AMERICAN RESORT & GOLF, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
JANUARY 31,2000
(Unaudited)
(Stated in U.S. Dollars)
8. INCOME TAXES
No provision for income taxes has been provided in these financial statements
due to the net loss. At January 31, 2000, the Company has net operating loss
carryforwards, which expire commencing in 2010, totalling approximately
$146,880, the benefits of which have not been recorded.
9. NEW ACCOUNTING STANDARDS
a) Effective December 15, 1995, Statement of Financial Accounting Standards
No. 123 ("SFAS-123") "Accounting for Stock-based Compensation" was adopted for
United States GAAP purposes. SFAS-123 enables a company to elect to adopt a
fair value methodology for accounting for stock based compensation. The Company
has determined that the fair value of stock options is similar to the issue
price at the time of granting. The Company does not expect to elect to adopt
the fair value methodology, although the pro forma results of operations and
earnings per share determined as if the fair value methodology had been applied
will be disclosed as required under SFAS-123 in future years.
b) In March, 1995, Statement of Financial Accounting Standards No. 121
(SFAS-121) "Accounting for Impairment of long-lived assets and for long-lived
assets to be disposed of" was issued. Certain long-lived assets held by the
Company must be reviewed for impairment whenever events or changes in
circumstances indicate the carrying amount of an asset may not be recoverable.
Accordingly, the impairment loss is recognized in the period it is determined.
The Company has adopted these standards. There was no material effect on its
financial position or results of operations of the Company from its adoption.
10. UNCERTAINTY DUE TO THE YEAR 2000 ISSUE
The Year 2000 Issue arises because many computerized systems use two digits
rather than four to identify a year. Date-sensitive systems may recognize the
year 2000 as 1900 or some other date, resulting in errors when information using
year 2000 dates is processed. In addition, similar problems may arise in some
systems which use certain dates in 1999 to represent something other than a
date. The effects of the Year 2000 Issue may be experienced before, on, or
after January 1, 2000, and, if not addressed, the impact on operations and
financial reporting may range from minor errors to significant systems failure
which could affect an entity's ability to conduct normal business operations. It
is not possible to be certain that all aspects of the Year 2000 Issue affecting
the entity, including those related to the efforts of customers, suppliers, or
other third parties, will be fully resolved.
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operations
North American Resort & Golf , Inc., (the "Company") was incorporated in the
state of Nevada in June 1997. The Company was formed to market golf courses and
their surrounding developments on behalf of developers seeking to finance a new
project or on behalf of owners seeking to sell an existing golf course.
In order to proceed with its business plan the Company attempted to raise
approximately $500,000 in capital through the private sale of its common stock.
However, as of April 30, 1998 the Company had only raised $24,960 from the sale
of its common stock, and as a result, the Company abandoned its original
business plan.
In December 1999, the Company signed a letter of intent to acquire Home Finders
Realty, Inc. d/b/a as Most Referred Professionals and Most Referred Real Estate
Agents, Inc., both private Canadian corporations, for 4,500,000 shares of its
common stock.
Home Finders Realty has a service which allows real estate professionals and the
general public to quickly and efficiently find quality customer service oriented
Realtors in North American cities within a few minutes. This service is
available through the AMRR.COM or CMRR.COM websites, or by phoning a
1-800-414-5655 hotline. Mortgage Brokers, Home Inspectors, Appraisers, Title
Companies and Attorneys can also be located with the same service.
For the ten months ended October 31, 1999 Home Finders had net income of
approximately $74,000.
The acquisition of Home Finders Realty is contingent upon a number of
conditions, including the execution of a definitive agreement between the
Company and Home Finders Realty.
If the Company does not complete the acquisition of Home Finders Realty, the
Company plans to acquire another business, although the Company has not
identified any other business which the Company may attempt to acquire.
During the period ended January 31, 2000, The Company's operations used $51,050
in cash. As of January 31, 2000, the Company did not have any remaining cash.
The Company funded its operating activities during the period ended January 31,
2000 through the private sale of common stock.
<PAGE>
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995
From time to time, the Company will make written and oral forward-looking
statements about matters that involve risk and uncertainties that could cause
actual results to differ materially from projected results.
Many of these factors are beyond the Company's ability to control and predict.
Investors are cautioned not to place undue reliance on forward-looking
statements. The Company disclaims any intent or obligation to update its
forward-looking statements, whether as a result of receiving new information,
the occurrence of future events, or otherwise.
<PAGE>
PART 2 - 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) None
(b) Reports on Form 8-K - None
<PAGE>
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 authorized.
NORTH AMERICAN RESORT & GOLF INC.
Date: March 17, 2000
----------------
By: /s/Christine Cherisse
--------------------
CHRISTINE CHERISSE, Director and President
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
condensed consolidated financial statements contained in the Company's quarterly
report on Form 10-Q for the quarter ended January 31, 2000 and is qualified in
its entirety by reference to such financial statements:
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUL-31-2000
<PERIOD-END> JAN-31-2000
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 35,790
<INVENTORY> 0
<CURRENT-ASSETS> 35,790
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 35,790
<CURRENT-LIABILITIES> 45,990
<BONDS> 0
0
0
<COMMON> 136,680
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> (10,200)
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> (35,660)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (35,660)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (35,660)
<EPS-BASIC> ($0.01)
<EPS-DILUTED> ($0.01)
</TABLE>
