UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1999
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( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File number 0-25389
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ANYOX RESOURCES INC.
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(Exact name of registrant as specified in charter)
Nevada 98-019-9128
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2453 Philips Place
Burnaby, BC, Canada V5A 2W1
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(Address of principal executive offices) (Zip Code)
1 - 604-420-7474
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Registrant's telephone number, including area code
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(Former name, address, and fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has 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
registrant was required to file such reports), Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.
Class Outstanding as of January 16, 1999
------------------------------ ----------------------------------
Common Stock, $0.001 per share 10,028,500
<PAGE>
INDEX
Page
PART 1. Number
------
ITEM 1. Financial Statements (unaudited)............................ 3
Balance Sheet as at December 31, 1999....................... 4
Statement of Operations
For the three months ended December 31, 1999 and
December 31, 1998 and for the six months ended
December 31, 1999 and December 31, 1998 and for
the period from July 13, 1998 (Date of
Incorporation) to December 31, 1999.................. 5
Statement of Changes in Shareholders' Equity
For the period from July 13, 1998 (Date of
Incorporation) to December 31, 1999.................. 6
Statement of Cash Flows
For the three months ended December 31, 1999 and
December 31, 1998 and for the six months ended
December 31, 1999 and December 31, 1998 and for
the period from July 13, 1998 (Date of
Incorporation) to December 31, 1999................. 7
Notes to the Financial Statements........................... 8
ITEM 2. Plan of Operations.......................................... 11
PART 11 Signatures.................................................. 12
2
<PAGE>
PART 1 - FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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The accompanying unaudited balance sheets of Anyox Resources Inc. (a development
stage company) at December 31, 1999 and the unaudited statements of operations
and unaudited statements of cash flow for the three months ended December 31,
1999 and December 31, 1998 and for the six months ended December 31, 1999 and
December 31, 1998 and for the period from July 13, 1998 (Date of Incorporation)
to December 31, 1999 and the unaudited statement of stockholders' equity for the
period from July 13, 1998 (Date of Incorporation) to December 31, 1999 have been
prepared by the Company's management and they do not include all information and
notes to the financial statements necessary for a complete presentation of the
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 quarter ended December 31, 1999, are not necessarily
indicative of the results that can be expected for the year ending June 30,
2000.
3
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
BALANCE SHEET
December 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
December 31, June 30,
1999 1999
---- ----
<S> <C> <C>
ASSETS
CURRENT ASSETS
Bank $ 356 $ 1,283
OTHER ASSETS
Mineral lease - Note 3 -- --
-------- --------
$ 356 $ 1,283
======== ========
LIABILITIES
Accounts payable - related party $ 10,333 $ 1,833
Accounts payable and accrued liabilities 441 3,482
-------- --------
10,774 5,315
-------- --------
STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized, at $0.001 par
value, 10,028,500 shares issued and outstanding 10,029 10,029
Capital in excess of par value 7,981 6,121
Deficit accumulated during the development stage (28,428) (20,182)
-------- --------
Total Stockholders' Equity (10,418) (4,032)
-------- --------
$ 356 $ 1,283
======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
4
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the three months ended December 31, 1999 and December 31, 1998 and for
the six months ended December 31, 1999 and December 31, 1998 and for
period from July 13, 1998 (Date of Inception) to December 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FOR THE THREE FOR THE SIX FOR THE SIX FOR THE PERIOD
MONTHS MONTHS MONTHS MONTHS FROM JULY 13, 1998
ENDED ENDED ENDED ENDED (DATE OF INCEPTION)
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, TO DECEMBER 31,
1999 1998 1999 1998 1999
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
SALES $ -- $ -- $ -- $ -- $
--------- --------- --------- ---------- -----------
GENERAL AND
ADMINISTRATIVE
EXPENSES
Accounting 900 1,500 900 1,500 6,075
Assessment -- 1,833 1,907 1,833 3,741
Bank charges 56 12 111 62 231
Filing fees - Edgar 204 -- 204 -- 3,035
Foreign Exchange -- 12 -- 12 238
Geological report -- -- -- 12 500
Legal -- 2,500 -- 2,500 2,500
Management fees 600 -- 1,200 -- 2,200
Office 303 667 320 667 1,332
Rent 1,604 -- 1,904 -- 2,904
Telephone 180 -- 360 -- 660
Transfer agent's fees 47 1,111 1,340 2,981 5,012
----------- ----------- ----------- ----------- -----------
NET LOSS $ 3,894 $ 7,635 $ 8,246 $ 9,555 $ 28,428
=========== =========== =========== =========== ===========
NET LOSS PER
COMMON SHARE
Basic $ 0.0004 $ 0.0009 $ 0.0008 $ 0.0016 $ 0.003
=========== =========== =========== =========== ===========
AVERAGE
OUTSTANDING
SHARES 10,028,500 8,541,176 10,028,500 6,093,705 8,773,189
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
5
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from July 13, 1998 (Date of Inception)
to December 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
CAPITAL IN
COMMON STOCK EXCESS OF ACCUMULATED
SHARES AMOUNT PAR VALUE DEFICIT
------ ------ --------- -------
<S> <C> <C> <C> <C>
BALANCE JULY 13, 1998 (date of inception) $ -- $ -- $ -- $ --
Issuance of common shares for cash at
$0.001 - September 18, 1998 10,000,000 10,000 -- --
Issuance of common shares for cash at
$0.10 - October 21, 1998 28,500 29 2,821 --
Capital contributions by officers - expenses -- -- 5,160
Net operating loss for the period from
July 13, 1998 to December 31, 1999 -- -- -- (28,428)
----------- -------- -------- --------
BALANCE DECEMBER 31, 1999 10,028,500 $ 10,029 $ 7,981 $(28,428)
=========== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these
unaudited financial statements.
6
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the three months ended December 31, 1999 and December 31, 1998 and for
the six months ended December 31, 1999 and December 31, 1998 and for
the period from July 13, 1998 (Date of Inception) to December 31, 1999
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
FOR THE THREE FOR THE THREE FOR THE SIX FOR THE SIX FOR THE PERIOD
MONTHS MONTHS MONTHS MONTHS FROM JULY 13, 1998
ENDED ENDED ENDED ENDED (DATE OF INCEPTION)
DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, TO DECEMBER 31,
1999 1998 1999 1998 1999
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
CASH FLOW FROM
OPERATIONS:
Net loss $ (3,894) $ (7,635) $ (8,246) $ (9,555) $ (28,428)
Adjustment to reconcile
net loss to net cash
provided by operations:
Increase in accounts
payable-related party 3,000 -- 8,500 -- 10,333
Increase in account
payable (813) (1,747) (3,041) 2,354 441
Capital Contribution 780 -- 1,860 -- 5,160
-------- --------- -------- -------- --------
Cash from operations (927) (9,382) (927) (7,201) (12,494)
-------- --------- -------- -------- -------
CASH FLOWS
FROM FINANCING
ACTIVITIES:
Proceeds from issuance
of common stock -- 2,850 -- 12,850 12,850
------- --------- ------- -------- -------
Net increase in Cash (927) (6,532) (927) 5,649 356
Cash at beginning of
Period 1,283 12,181 1,283 -- --
------- --------- ------- -------- -------
CASH AT END OF
PERIOD $ 356 $ 5,649 $ 356 $ 5,649 $ 356
======= ========= ======= ======= =======
</TABLE>
The accompanying notes are an integral part of
these unaudited financial statements.
7
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 1999
(Unaudited - Prepared by Management)
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
July 13, 1998 with the authorized common shares of 200,000,000 shares
at $0.001 par value.
The Company was organized for the purpose of acquiring and developing
mineral properties.
The Company is in the development stage.
Since its inception the Company has completed three Regulation D
offerings of 6,028,500 shares of its capital stock.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method
of accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of
dividends.
Income Taxes
On December 31, 1999, the Company had a net loss carry forward of
$28,428. The tax benefit from the loss carry forward has been fully
offset by a valuation reserve because the use of the future tax benefit
is undeterminable since the Company has no operations. The net
operating loss will expire in 2019.
Loss per Share
Loss per share amounts are computed based on the weighted average
number of shares actually outstanding using the treasury stock method
in accordance with FABS Statement No. 128.
8
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 1999
(Unaudited - Prepared by Management)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
Cash and Cash Equivalents
The Company considers all highly liquid instruments purchased with a
maturity, at the time of purchase, of less than three months, to be
cash equivalents.
Foreign Currency Translation
Part of the transactions of the Company were completed in Canadian
dollars and have been translated to US dollars as incurred, at the
exchange rate in effect at the time, and therefore, no gain or loss
from the translation is recognized.
Amortization of Capitalized Mining Claim Costs
Costs of acquisition, exploration, carrying, and retaining unproven
properties are expensed as incurred. Costs incurred in proving and
developing a property ready for production are capitalized and
amortized over the life of the mineral deposit or over a shorter period
if the property is shown to have an impairment in value. Expenditures
for mine equipment are capitalized and depreciated over their useful
lives.
Environmental Requirements
At the report date environmental requirements related to the mineral
claims acquired (note 3) are unknown and therefore an estimate of any
future costs cannot be made.
Financial Instruments
The carrying amounts of financial instruments, including cash, and
accounts payable, are considered by management to be their estimated
fair values. These values are not necessarily indicative of the amounts
that the Company could realize in a current market exchange.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial
statements in accordance with generally accepted accounting principles.
Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and
liabilities, and the reported revenues and expenses. Actual results
could vary from the estimates that were assumed in preparing these
financial statements.
9
<PAGE>
ANYOX RESOURCES INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
December 31, 1999
(Unaudited - Prepared by Management)
3. PURCHASE OF MINERAL LEASES
The Company acquired mineral leases, for $1.00 from a related party,
known as Fame #1 and #2, located near the former town site of Anyox,
British Columbia, Canada.
The claims have not been proven to have a commercially minable ore
reserve and therefore all costs for exploration and retaining the
properties have been expensed.
The claims may be retained by the Company only upon a yearly payment,
or an equal amount of assessment work, of CDN $2,750 which is due
starting September 25, 2000. The amounts due for September 25, 1999
have been paid.
4. RELATED PARTY TRANSACTIONS
Related parties acquired 40% of the common shares issued for cash.
A loan was received by the Company from a related party of $10,333 with
no due date or interest. See note 3 regarding purchase of mineral lease
from a related party.
5. GOING CONCERN
The Company will need additional working capital to be successful in
its planned activity and therefore continuation of the Company as a
going concern is dependent upon obtaining additional working capital
and the management of the Company has developed a strategy, which it
believes will accomplish this objective through additional equity
funding, and long term financing, which will enable the Company to
operate for the coming year.
10
<PAGE>
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ITEM 2. PLAN OF OPERATIONS
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The Company has done no work to date on the Fame #1 and #2 claims but has paid
during the current period funds to the Ministry of Mines of British Columbia in
order to maintain the Company's two claims in good standing until September 25,
2000. The Company will be unable to do any work on these mineral claims until
the summer of 2000 due to the weather conditions in the Anyox area of British
Columbia. In the forthcoming summer it is the intentions of the Company to
undertake an exploration program on the mineral claims if sufficient funds are
available.
Liquidity and Capital Resources
The Company will need additional working capital to finance its activities on
the Fame #1 and #2 mineral claims. At this time management has not decided as to
what method of obtaining financing is best suited to the interests of the
Company. The methods of financing available to the Company are advances from the
present directors and officers, bank financing using the credit rating of the
officers and directors or a placement of the Company's capital stock.
Results of Operations
There have been no operations during the period by the Company.
11
<PAGE>
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 thereunto duly authorized.
ANYOX RESOURCES INC.
(Registrant)
January 16, 2000 /s/ "Philip Yee"
--------------------------------- ---------------------------------
Date Philip Yee - Director
January 16, 2000 /s/ "Mary Hethey"
--------------------------------- ---------------------------------
Date Mary Hethey - Secretary Treasurer
12
