<PAGE>
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 March 31, 2000
[ ] Transition Report pursuant to 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period to
Commission File Number 0-29213
--------------
GREEN FUSION CORPORATION
(Exact name of small Business Issuer as specified in its charter)
Nevada 52-2202416
- ------------------------------- --------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
6320 South Sandhill Road, Suite 10
Las Vegas, Nevada 89120
- ---------------------------------- -----
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 702-521-5600
------------
None
(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 [ ] Yes [ X] No
State the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
2,565,000 Shares of $.001 par value Common Stock outstanding as of
May 12, 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 three months ended March 31, 2000
are not necessarily indicative of the results that can be expected
for the year ending December 31, 2000.
2
<PAGE>
GREEN FUSION CORPORATION
FINANCIAL STATEMENTS
MARCH 31, 2000 and 1999
3
<PAGE>
INDEX TO FINANCIAL STATEMENTS
-----------------------------
Page
----
Accountants' Review Report . . . . . . . . . . . . . . 1
Financial Statements:
Balance Sheet . . . . . . . . . . . . . . . . . . . . 2
Statements of Operations
and Accumulated Deficit . . . . . . . . . . . . . . 3
Statements of Changes in Stockholders' Equity. . . . 4
Statements of Cash Flows . . . . . . . . . . . . . . 5
Notes to Financial Statements . . . . . . . . . . . . 6-8
Supplemental Statement:
Statements of Operating Expenses . . . . . . . . . .. 10
4
<PAGE>
ACCOUNTANTS' REVIEW REPORT
- --------------------------
To the Board of Directors
Green Fusion Corporation
We have reviewed the accompanying balance sheet of Green Fusion
Corporation, ("GFC"), a development stage company, as of March
31, 2000 and 1999 and the related statements of operations and
accumulated deficit, changes in stockholders' equity, and
statement of cash flows for the periods then ended, in accordance
with standards established by the American Institute of Certified
Public Accountants. All information included in these financial
statements is the representation of the management of Green
Fusion Corporation.
A review consists principally of inquiries of Company personnel
and analytical procedures applied to financial data. It is
substantially less in scope than an examination in accordance
with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such
an opinion.
Based on our review, we are not aware of any material
modifications that should be made to the accompanying financial
statements in order for them to be in conformity with generally
accepted accounting principles.
Our review was made for the purpose of expressing limited
assurance that there are no material modifications that should be
made to the financial statements in order for them to be in
conformity with generally accepted accounting principles. The
supplemental statement of operating expenses is presented for the
purposes of additional analysis and is not a required part of the
basic financial statements. Such information has been subjected
to the inquiry and analytical procedures applied in the review of
the basic financial statements, and we are not aware of any
material modifications that should be made thereto.
Sarna & Company
Westlake Village, California
May 17, 2000
5
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
ASSETS
MARCH 31
--------
2000 1999
---- ----
Current Assets
Cash $ 25,994 $ 37,795
Prepaid Acquisition Costs 1,800 1,800
-------- --------
Total Current Assets $ 27,794 $ 39,595
Mineral Rights and Development Costs 40,477 38,477
Other Asset - Capitalized Start-Up Costs 15,248 15,248
-------- --------
TOTAL ASSETS $ 83,519 $ 93,320
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable and Accrued Expenses $ 4,073 $ 4,428
-------- --------
Total Current Liabilities $ 4,073 $ 4,428
-------- --------
Stockholders' Equity
Common Stock, $0.001 par value
100,000,000 shares authorized,
2,565,000 shares issued $ 2,565 $ 2,565
Additional Paid in Capital 89,485 89,485
Accumulated deficit <12,604> <3,158>
-------- -------
Total Stockholders' Equity $ 79,446 88,892
-------- -------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 83,519 93,320
======== =======
See Notes to Financial Statements
6
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT
MARCH 31
--------
2000 1999
---- ----
Revenues $ 0 $ 0
Operating Expenses <4,784> <1,232>
----------- -----------
Loss Before Provision for $ <4,784> $ <1,232>
Income Taxes
Provision for Income Taxes <0> <0>
----------- -----------
Net Loss $ <4,784> $ <1,232>
Deficit, Inception
of Period <7,820> <1,926>
----------- -----------
Accumulated Deficit, End of Period $ <12,604> $ <3,158>
=========== ===========
Net Loss per Share $ <0.00> $ <0.00>
=========== ===========
Weighted Average Shares Outstanding 2,565,000 2,025,000
=========== ===========
See Notes to Financial Statements
7
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE PERIOD ENDED MARCH 31, 2000
Common Stock Additional Accumulated Total
Dollar Paid in Deficit Stockholders'
Shares Amount Capital Equity
------ ------ ------- ------- -------
Balances 2,565,000 $ 2,565 $ 89,485 $ <7,820> $ 84,230
December 31, 1998
Net Loss
Period Ended
March 31, 2000 ---- ---- ---- <4,784> <4,784>
-----------------------------------------------------
Balances
March 31, 2000 2,565,000 $ 2,565 $ 89,485 $<12,604> $ 79,446
=====================================================
See Notes to Financial Statements
8
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
MARCH 31
--------
2000 1999
---- ----
Cash Flows from Operating Activities:
Net Loss $ <4,784> $ <1,232>
Adjustments to Reconcile Net Income to
Increase <Decrease> in:
Accounts Payable and
Accrued Expenses 1,913 <1,606>
---------- -----------
Net Cash Used by Operating
Activities $ <2,871> $ <2,838>
---------- -----------
Net Decrease in Cash <2,871> <2,838>
Cash at Beginning of Period 28,865 40,633
---------- -----------
Cash at End of Period $ 25,994 $ 37,795
========== ===========
See Notes to Financial Statements
9
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ---------------------------------------------------
General
- -------
Green Fusion Corporation ("GFC") was incorporated on March 5,
1998 in the state of Nevada. The Company acquires and develops
certain mineral rights in Canada.
Basis of Presentation
- ---------------------
The Company reports revenue and expenses using the accrual method
of accounting for financial and tax reporting purposes.
Use of Estimates
- ----------------
Management uses estimates and assumptions in preparing these
financial statements in accordance with generally accepted
accounting principles. Those estimates and assumptions affect
the reported amounts of assets and liabilities, the disclosure of
contingent assets and liabilities, and the reported revenues and
expenses.
Development Stage Company
- -------------------------
GFC meets the guidelines of SFAS No. 7 and as such is classified
as a development stage company.
Pro Forma Compensation Expense
- ------------------------------
GFC accounts for costs of stock-based compensation in accordance
with APB No. 25, "Accounting for Stock Based Compensation"
instead of the fair value based method in SFAS No. 123. No stock
options have been issued by GFC. Accordingly, no pro forma
compensation expense is reported in these financial statements.
10
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
- ---------------------------------------------------------------
Mineral Rights
- --------------
Mineral rights and related development costs are stated at
historical cost.
Depreciation, Amortization and Capitalization
- ---------------------------------------------
The Company records depreciation and amortization when
appropriate using both straight-line and declining balance
methods over the estimated useful life of the assets (five to
seven years).
Expenditures for maintenance and repairs are charged to expense
as incurred. Additions, major renewals and replacements that
increase the property's useful life are capitalized. Property
sold or retired, together with the related accumulated
depreciation, is removed from the appropriate accounts and the
resultant gain or loss is included in net income.
Income Taxes
- ------------
The Company accounts for its income taxes in accordance with
Statement of Financial Accounting Standards No. 109, "Accounting
for Income Taxes". Under Statement 109, a liability method is
used whereby deferred tax assets and liabilities are determined
based on temporary differences between basis used for financial
reporting and income tax reporting purposes. Income taxes are
provided based on tax rates in effect at the time such temporary
differences are expected to reverse. A valuation allowance is
provided for certain deferred tax assets if it is more likely
than not, that the Company will not realize the tax assets
through future operations.
Fair Value of Financial Instruments
- -----------------------------------
Financial accounting Standards Statement No. 107, "Disclosures
About Fair Value of Financial Instruments", requires the Company
to disclose, when reasonably attainable, the fair market values
of its assets and liabilities which are deemed to be financial
instruments. The Company's financial instruments consist
primarily of cash and certain investments.
11
<PAGE>
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED
- ---------------------------------------------------------------
Per Share Information
- ---------------------
The Company computes per share information by dividing the net
loss for the period presented by the weighted average number of
shares outstanding during such period.
NOTE 2 - PROVISION FOR INCOME TAXES
- -----------------------------------
The provision for income taxes for the period ended March 31,
2000 and 1999 represents the minimum state income tax expense of
the Company, which is not considered significant.
NOTE 3 - COMMITMENTS AND CONTINGENCIES
- --------------------------------------
Operating Leases
- ----------------
The Company currently rents administrative office space under a
monthly renewable contract.
Litigation
- ----------
The Company is not presently involved in any litigation.
NOTE 4 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
- --------------------------------------------------
Recently issued accounting pronouncements will have no
significant impact on the Company and its reporting methods.
12
<PAGE>
SUPPLEMENTAL STATEMENT
GREEN FUSION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATING EXPENSES
MARCH 31
--------
Operating Expenses 2000 1999
Professional Fees $ 4,784 $ 1,232
-------- --------
Total Operating Expenses $ 4,784 $ 1,232
======== ========
See Notes to Financial Statements
13
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of
Operations
Business
The Company is an exploration stage company engaged in the
acquisition and exploration of mineral properties. The Company
has an interest in the properties described below. The Company
has completed an initial exploration program on its properties
and intends to carry out additional exploration work in order to
ascertain whether these properties possess commercially viable
quantities of uranium ore. There can be no assurance that a
commercially exploitable mineral deposit, or reserve, exists on
the Company's properties until appropriate exploratory work is
done and an economic evaluation based on such work concludes
economic feasibility.
Green Fusion Properties
The Company is the owner of three mineral claims in the Smith Bay
region of the Province of Saskatchewan. The mineral claims are
contiguous and are referred to as the "Green Fusion Properties".
1. Properties Acquired by Staking
The Company is the owner of a 100% interest of two mineral claims
encompassing 12,330 acres in the vicinity of the Le Drew Lake
Property in the Smith Bay region of the Province of Saskatchewan,
Canada. These mineral claims are registered with the Province of
Saskatchewan as mineral claims Nos. S106084 and S106085. The
Company acquired its interest in each of the claims by staking.
Mineral claim no. S106084 covers 4,349 acres and mineral claim
no. S106085 covers 7,981 acres.
2. Property Acquired by Option
The Company has acquired a 100% interest in mineral claim No.
S105984 (the "Option Property") covering 1,235 acres situated in
the Province of Saskatchewan, Canada. The Company acquired the
Option Property pursuant to an option agreement made as of April
6, 1998 (the "Option Agreement") between the Company and Michael
Lederhouse, of P.O. Box 202, La Ronge, Saskatchewan, and Carl
Service of 34 Moxon Crescent, Saskatoon, Saskatchewan (the
"Optionors").
The Company exercised the Option by:
1. paying the Optionors the sum of $6,000 CDN on execution of
the Option Agreement
2. paying the Optionors the sum of $6,000 CDN effective April
6, 1999;
3. paying the Optionors the sum of $6,000 CDN effective April
6, 2000.
4. allotting and issuing to the Optionors a total of 50,000
fully paid and non-assessable common shares in the capital of the
Company upon execution of the Option Agreement.
14
<PAGE>
The Company has also agreed to pay to the Optionors a royalty
equal to 1% of net smelter returns earned from the Option
Property. The net smelter royalty is defined as the gross
proceeds received by the Company from the sale of any ore from
the mining of the Option Property, less costs of transportation,
refining and applicable taxes.
Company's Plan of Operation
Plan of Operation
The Company has decided to proceed with the exploration program
on the Green Fusion Properties as recommended by the Geological
Report, provided the Company can achieve additional financing.
The Company anticipates that proceeding with the exploration
program will cost approximately $50,000. The Company will assess
whether to proceed with further exploration programs upon
completion of the exploration program and an evaluation of the
results.
The Company had cash on hand in the amount of $25,994 as of March
31, 2000. The Company will require additional financing to
enable the Company to complete the exploration program. The
Company will also require additional financing in order to meet
its obligations for the next twelve-month period, including
payment of the legal and accounting expense of complying with its
obligations as a reporting issuer under the Securities Exchange
Act of 1934.
The Company will also require additional funding in the event
that the Company determines to proceed with additional
exploration programs beyond the exploration program recommended
in the Geological Report. The Company anticipates that the cost
of any additional exploration program would be in excess of the
projected cash reserves of the Company upon completion of the
exploration program recommended in the Geological Report.
The Company anticipates that additional funding will be in the
form of equity financing from the sale of the Company's common
stock. There is no assurance that the Company will be able to
achieve additional sales of its common stock sufficient to fund
the planned exploration program, the remaining payment on the
Option Property and any additional exploration programs. The
Company believes that debt financing will not be an alternative
for funding additional exploration programs. The Company does
not have any arrangements in place for equity financing.
The Company may consider bringing in a joint venture partner for
the Green Fusion Properties if it is unable to achieve sufficient
funding to proceed with the planned exploration programs. The
Company does not have any arrangements in place with any
potential joint venture partner. Alternatively, the Company may
evaluate proceeding with a more limited exploration program with
a reduced cost if the Company is not able to achieve sufficient
funding for the planned exploration program.
Results Of Operations
The Company incurred a loss of $4,784 for the three months ending
March 31, 2000, compared to a loss of $1,232 for the three months
ending March 31, 1999. The increased loss was reflective of the
increased operating expenses incurred by the Company during the
three-month
15
<PAGE>
period. Operating expenses increased to $4,784 for
the three months ending March 31, 2000, compared to operating
expenses of $1,232 for the three months ending March 31, 1999.
Operating expenses during the three months ended March 31, 2000
and March 31, 1999 consisted entirely of professional fees. The
increase in professional fees incurred is attributable to the
cost of the filing of the Company's Form 10-SB registration
statement with the Securities and Exchange Commission.
The Company did not achieve any revenues during the three months
ending March 31, 2000. The Company does not anticipate achieving
revenues until such time as the Company enters into commercial
production of the Company's mineral properties. The Company is
presently in the exploration stage of its development and there
is no assurance that the Company will discover commercially
exploitable levels of mineral resources on its properties, or if
such resources are discovered, that the Company will enter into
commercial production of its mineral properties.
The Company completed the payment of $6,000 CDN subsequent to
March 31, 2000 as required to complete the exercise of the Option
and acquire a 100% interest in the Option Property.
Liquidity And Capital Resources
The Company had cash of $25,994 as of March 31, 2000 and working
capital of $23,721 as of March 31, 2000. The Company used its
existing cash reserves to pay for its operating expenses incurred
in the first three months of the 2000 fiscal year. The Company
will require additional financing in order to proceed with
exploration of its mineral properties. See "Plan of Operations"
above.
Impact of the Year 2000 Issue
The "Year 2000 problem" arose because many existing computer
programs use only the last two digits to refer to a year.
Therefore, these computer programs were not expected to properly
recognize a year that begins with "20" instead of the familiar
"19". Many experts believed that if not corrected this problem
would lead to widespread computer failures. Since the turn of
the century, however, the Company has not experienced any adverse
effects of this Year 2000 problem.
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. Important factors that could
cause actual results to differ materially include, among others:
* Fluctuations in the market prices of uranium
* General domestic and international economic and political
conditions
* Unexpected geological conditions or unfavourable results of
exploration
* Difficulties associated with managing complex operations in
remote areas
* Unanticipated milling and other processing problems
* The speculative nature of mineral exploration
16
<PAGE>
* Environmental risks
* Changes in laws and government regulations, including those
relating to taxes and the environment
* The availability and timing of receipt of necessary
governmental permits and approval relating to operations,
expansion of operations, and financing of operations
* Fluctuations in interest rates and other adverse financial
market conditions
* Other unanticipated difficulties in obtaining necessary
financing
* The failure of equipment or processes to operate in accordance
with specifications or expectations
* Labour relations
* Accidents
* Unusual weather or operating conditions
* Force majeure events
* Other risk factors described from time to time in the
Company's filings with the Securities and Exchange Commission.
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.
17
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
(a) None
(b) Reports on Form 8-K--None
18
<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 authorised.
GREEN FUSION CORPORATION
Date: May 18, 2000
/s/ Howard Thomson
By: ------------------------
HOWARD THOMSON, Director
Secretary, Treasurer and Chief Financial Officer
19
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED FINANCIAL STATEMENTS CONTAINED IN THE COMPANY'S QUARTERLY REPORT ON
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 25994
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 27794
<PP&E> 40447
<DEPRECIATION> 0
<TOTAL-ASSETS> 83519
<CURRENT-LIABILITIES> 4073
<BONDS> 0
0
0
<COMMON> 2565
<OTHER-SE> 89485
<TOTAL-LIABILITY-AND-EQUITY> 83519
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4784
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4784)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4784)
<EPS-BASIC> 0.00
<EPS-DILUTED> 0.00
</TABLE>
