SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
Quarterly Report
Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934 Date of Report
For The Quarterly Period Ended March 31,2000
RAVEN MOON INTERNATIONAL, INC.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 000-24727 59-3485779
- ------------------------- --------------- ------------------
(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification No.)
120 International Parkway, Suite 220, Heathrow, FL 32746
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(Address of principal executive offices)
Registrant's telephone number, including area code (407) 304-4764
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
Item 1. Financial Statements
RAVEN MOON INTERNATIONAL, INC.
Balance Sheets
ASSETS
March 31, December 31,
2000 1999
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 5,300 $ 1,158
Advances 2,800 2,800
----------- -----------
Total current assets 8,100 3,958
OFFICE EQUIPMENT, net of $1,813 and
$1,029 of accumulated
depreciation 4,647 5,087
MASTER PRODUCTION COSTS 50,754 50,754
ROYALTY RIGHTS 50,000 50,000
PRODUCTION RIGHTS 3,000 3,000
ORGANIZATION COSTS, net of $6,254 and
$6,254 of accumulated
amortization 12,307 13,284
----------- -----------
$ 128,808 $ 126,083
=========== ===========
LIABILITIES
CURRENT LIABILITIES:
Accrued liabilities $ 163,900 $ 62,500
----------- -----------
Total current liabilities 163,900 62,500
----------- -----------
LONG TERM DEBT TO AFFILIATED COMPANIES,
OFFICERS AND STOCKHOLDERS' 469,466 440,917
----------- -----------
COMMITMENTS AND CONTINGENCIES (see note 9)
STOCKHOLDERS' EQUITY
Preferred stock, $.0001 par vallue,
authorized 5,000,000 shares; issued
and outstanding 1,205,308 in 2000
and 208,178 in 1999 121 21
Common stock, $.0001 par value,
authorized 10,000,000 shares;
issued and outstanding 5,967,925
in 2000 and 5,390,123 in 1999 597 539
Additional paid-in capital 1,693,974 1,692,797
Accumulated deficit (2,199,250) (2,070,691)
----------- -----------
Total stockholders' equity (504,558) (377,334)
----------- -----------
$ 128,808 $ 126,083
=========== ===========
See notes to Financial Statements.
2
<PAGE>
RAVEN MOON INTERNATIONAL, INC.
STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
For the three months ended March 31, 2000 and 1999
Three Months ended
March 31, March 31,
2000 1999
----------- -----------
REVENUES:
Sales $ 6,350 $ 2,176
COSTS AND EXPENSES:
Cost of revenues 9,610 25,174
Depreciation 440 402
Selling expense 712 293
Interest 15,000 --
General and administative expense 109,147 60,472
----------- -----------
Total costs and expenses 134,909 86,341
Net loss (128,559) (84,165)
Accumulated deficit, prior year (2,070,691) (1,650,252)
----------- -----------
Accumulated deficit, current year $(2,199,250) $(1,734,417)
=========== ===========
Net loss per share $ (0.03) $ (0.11)
=========== ===========
See notes to Financial Statements.
3
<PAGE>
<TABLE>
<CAPTION>
RAVEN MOON INTERNATIONAL, INC.
STATEMENTS OF STOCKHOLDERS' EQUITY
For the three months ended March 31, 2000
Preferred Stock Common Stock Additional
------------------- -------------------- paid-in Accumulated
Shares Amount Shares Amount capital deficit Total
------ ------ ------ ------ ------- ------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Balance December 31, 1999 208,178 $ 21 5,390,123 $ 539 $ 1,692,797 $(2,070,691) $ (377,334)
Preferred shares issued 997,130 100 (100)
Shares issued for cash 24,000 2 488 490
Shares issued for expenses 845,000 85 760 845
Cancelled shares (291,198) (29) 29 --
Net loss for the period (128,559) (128,559)
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance March 31, 2000 1,205,308 $ 121 5,967,925 597 1,693,974 (2,199,250) (504,558)
=========== =========== =========== =========== =========== =========== ===========
See notes to Financial Statements.
4
<PAGE>
RAVEN MOON INTERNATIONAL, INC.
STATEMENTS OF CASH FLOWS
For the three months ended March 31, 2000 and 1999
Three months ended
March 31, March 31,
2000 1999
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(128,559) $ (84,165)
Adjustments to reconcile net loss to net cash used
by operating activities:
Decrease in receivables -- 1,400
(Increase) in Advances -- (2,800)
(Increase) in receivables from affiliated company -- (39,508)
Depreciation and amortization 1,417 1,270
Increase in organization costs --
(Increase) decrease in accrued expenses 101,400 516
Increase in payable to affiliated company -- 53,903
Shares issued for expenses 845 53
--------- ---------
Net cash used by operations (24,897) (69,331)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of equipment -- --
Deposit on leased premises -- --
--------- ---------
Net cash provided (used) by investing activities -- --
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock 490 65,356
Notes payable - officers -- --
Notes payable -- --
Notes payable - shareholders 28,549 --
--------- ---------
Net cash provided by financing activities 29,039 65,356
Net (decrease) increase in cash 4,142 (3,975)
Cash at beginning of period 1,158 5,669
--------- ---------
Cash at end of period $ 5,300 $ 1,694
========= =========
See notes to Financial Statements.
5
</TABLE>
<PAGE>
RAVEN MOON INTERNATIONL, INC
NOTES TO FINANCIAL STATEMENTS
March 31, 2000 and 1999 and December 31, 1999
Notes 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NET LOSS PER SHARE - Primary loss per share computations are based on the
weighted average number of shares outstanding during the period. The weighted
average number of shares outstanding was 5,532,608 and 797,240 for the three
month periods ended March 31, 2000 and 1999, respectively. There were no
outstanding common stock equivalents during the fiscal period.
6
<PAGE>
Item 2. Acquisition or Disposition of Assets.
On April 5, 2000, the Company acquired from its Principal Shareholders the
remaining 50% of the intellectual property rights in the program "Gina D's Kids
Club Show" and the characters "TV TED" and "BABY & THE TRANSISTOR SISTERS" in
exchange for issuance of a five-year corporate debenture in the amount of
$2,500,000. The debenture bears interest at 12% per annum and is convertible at
the option of the holder into shares of common stock at 80% of the average sale
price of the common stock during the first five days of trading after resumption
of public trading. The debenture is secured by an assignment of the rights in
that intellectual property.
Raven Moon International, Inc. is pursuing a private offering of $1,000,000
in convertible corporate debentures to fund the initial development and
production of a children's television series of programs. The Company has issued
$102,000 in debentures bearing interest at 12% under this offering, having a
conversion right at the price of 80% of the average daily price of the Company's
common stock for the first five days after trading resumes in the year 2000.
(There was no trading at the time of filing this quarterly report). A total of
22,000 warrants were issued to certain purchasers of these debentures. Those
warrants may be exercised at any time prior to April 17, 2003.
On April 5, 2000 the Board of Directors approved the issuance of 250,000
warrants to each of its four Directors in lieu of other compensation. The
warrants have a ten year expiration with a strike price of 80% of the average
daily sale price of the Company's common stock for the first five days after
trading resumes in the year 2000.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements:
Consolidated Balance Sheet as of March 31, 2000
Consolidated Income Statement as of March 31, 2000
Consolidated Statement of Retained Earning as of March 31, 2000
Consolidated Statement of Cash Flows as of March 31, 2000
Notes to Consolidated Financial Statements
(b) Exhibits
Agreement of sale of Intellectual Properties dated April 5, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RAVEN MOON INTERNATIONAL, INC.
Date: May 10, 2000 By: /s/ Joey DiFrancesco
------------------------
Joey DiFrancesco, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-2000
<CASH> 5,300
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 8,100
<PP&E> 6,460
<DEPRECIATION> 1,813
<TOTAL-ASSETS> 128,808
<CURRENT-LIABILITIES> 163,900
<BONDS> 0
0
121
<COMMON> 597
<OTHER-SE> (505,276)
<TOTAL-LIABILITY-AND-EQUITY> 128,808
<SALES> 6,350
<TOTAL-REVENUES> 6,350
<CGS> 9,610
<TOTAL-COSTS> 119,909
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 15,000
<INCOME-PRETAX> (128,559)
<INCOME-TAX> 0
<INCOME-CONTINUING> (128,559)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (128,559)
<EPS-BASIC> (.03)
<EPS-DILUTED> (.03)
</TABLE>
