SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended June 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 0-26037
AMERICAN URANIUM, INC.
(Exact name of registrant as specified in its charter)
Florida N/A
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
121 Richmond Street, West, 7th Floor
Toronto, Ontario
Canada M5H 2K1
(Address of principal executive office)
(416) 777-1911
(Registrant's telephone number, including area code)
Check whether the issuer: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12
months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to the filing
requirements for at least the past 90 days:
YES [X] NO [ ]
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: As of
June 30, 2000, there were 9,058,261 shares of the Registrant's $.001
par value common stock outstanding.
Transitional Small Business Disclosure Format (check one):
YES [ ] NO [X]
<PAGE>
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Balance Sheet as of 6/30/00 and 6/30/99
Statements of Operations for the 6-month period ended 6/30/00
and 6/30/99
Statements of Cash Flows for the 6-month period ended 6/30/00
and 6/30/99
Notes to Financial Statements
Plan of Operation
PART II. OTHER INFORMATION
Item 4. Submission of Matter to Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8K
<PAGE>
<TABLE>
<CAPTION> AMERICAN URANIUM, INC.
Balance Sheet
June 30, December 31
2000 1999
(audited)
--------
<S> <C> <C>
ASSETS
Current Assets:
Cash and Cash equivalents - 29
Prepaid Expenses - 1856
------ ------
Total Current Assets - 1,885
====== ======
Mineral Resource Assets 64,393 64,393
====== ======
Fixed Assets
Furniture and fixtures 661 661
Less: Accumulated depreciation 187 121
------ ------
Total Fixed Assets 474 540
====== ======
Total Assets 64,867 66,818
====== ======
LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)
Current Liabilities:
Accounts Payable and accrued
expenses 14,025 5,485
Stockholder loans 13,578 5,428
------ ------
Total Current Liabilities 27,603 10,913
------ ------
Total Liabilities 27,603 10,913
====== ======
Stockholders' Equity:
Common stock, $.001 par value,
100,000 shares authorized,
9,058,261 shares issued and
outstanding at December 31, 1999
and June 30, 2000 9,058 9,058
Additional paid-in capital 188,942 188,942
Accumulated deficit (160,736) (142,095)
------- ------
Total Stockholders' Equity 37,264 55,905
------ ------
Total Liabilities and Stockholders' 64,867 66,818
====== ======
</TABLE>
The accompanying notes are an integral part of these financial
statements
<PAGE>
<TABLE>
<CAPTION> AMERICAN URANIUM, INC.
Statements of Operations
For the 3-month For the 6-month
period ended period ended
June 30 June 30
2000 1999 2000 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues - - - -
Cost of Revenues - - - -
------ ------ ------ ------
Gross Profit - - - -
Other Costs
General and 15,689 2,353 18,526 37,047
administrative expenses ------ ------ ------ ------
Total Other Costs 18,526 37,047
Other Income and Expense:
Interest income (expense) - - (115) -
------ ------ ------ ------
Net Loss before Benefit from (15,689) (2,353) (18,641) (37,047)
Income Taxes
Benefit from Income Taxes - - - -
------ ------ ------ ------
Net Loss (15,689) (2,353) (18,641) (37,047)
======== ======== ====== ======
Earnings (Loss) per Share: .00 .00 .00 .00
Basic and Diluted Loss ======== ======== ====== ======
per Share
Basic and Diluted Common 9,058,261 9,058,261 9,058,261 9,058,261
Shares Outstanding ========= ========= ========= =========
</TABLE>
The accompanying notes are an integral part of these financial
statements
<PAGE>
<TABLE>
<CAPTION> AMERICAN URANIUM, INC.
Statements of Cash Flows
For the
6-Month
Period
Ended
June 30, June 30,
2000 1999
---- ----
<S> <C> <C>
Cash Flows from Operating Activities:
Net Loss (18,641) (37,047)
Adjustments to reconcile net loss
to net cash used operating activities:
Depreciation 66 -
(Increase) decrease in
prepaid expenses 1,856 3,352
Increase (decrease)
in accounts payable and accrued 8,540 (8,014)
------ ------
Net cash used in operating
activities (8,179) (41,709)
------ ------
Cash Flows from Investing Activities:
Purchase of fixed assets - (661)
Increase in Mineral Resource
Assets - -
------ ------
- (661)
Net cash used in investing
activities ------ ------
Cash Flows from Financing Activities:
Proceeds from the issuance of
common stock - 18,000
Proceeds of stockholder loans 8,150 -
------ ------
Net cash provided by financing
activities 8,150 18,000
------ ------
Net decrease in Cash and Cash
Equivalents (29) (24,370)
Cash and Cash Equivalents, 29 24,446
beginning of period ------ ------
Cash and Cash Equivalents, - 76
end of period ====== ======
Supplemental Disclosures of Cash
Flow Information:
Cash paid during the year for:
Interest - -
====== ======
Taxes - -
====== ======
</TABLE>
The accompanying notes are an integral part of these financial
statements
<PAGE>
AMERICAN URANIUM, INC.
Notes to the Financial Statements
The Company
1. American Uranium, Inc. (formerly Zencrest Holdings Corp.,
Inc.) (the "Company") was formed in 1991 as a subsidiary of
People Ridesharing Systems, Inc. ("PRS") a company that filed
for reorganization under Chapter 11 of the Bankruptcy Act. As
a result of an arrangement with the Bankruptcy Court and PRS,
ownership of the Company was provided to the creditors and
stockholders of PRS who received ten percent and five
percent, respectively, of the outstanding stock of the
Company upon the sale of the Company and in contemplation of
a merger. In addition, the Company sold eighty-five percent
of the Company's stock to nonaffiliated parties.
2. The December 31, 1999 balance sheet data was derived from
audited financial statements but does not include all
disclosures required by generally accepted accounting
principles. In the opinion of management, the accompanying
unaudited financial statements contain all adjustments
necessary to present fairly the financial position as of June
30, 2000, and the statements of operations and the statements
of cash flows for the three and six months ended June 30,
2000 and 1999.
The statements of operations for the six months ended June 30,
2000 and 1999 are not necessarily indicative of results for the
full year.
While the Company believes that the disclosures presented are
adequate to make the information not misleading, these financial
statements should be read in conjunction with the financial
statements and accompanying notes included in the Company's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 1999.
3. Earnings per share are based on the weighted average number
of common shares outstanding including common stock equivalents.
4. Subsequent Events.
During July 2000, the Company entered into a stock exchange
agreement with the stockholders of Visual Bible, Inc. ("Visual
Bible"), a Florida corporation, whereby the Company will exchange
12,750,001 of its .001 par value common stock for all of the
issued and outstanding stock of Visual Bible. Visual Bible will
become a wholly-owned subsidiary of the Company and the former
stockholders of Visual Bible will hold approximately 58% of the
issued and outstanding common stock of the Company and be able to
control the Company's Board of Directors and elect its officers.
Visual Bible is engaged in the business of production and
distribution of the world's only visual Bible.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Forward Looking Statements
When used in this Form 10-QSB and in future filings by American
Uranium with the Securities and Exchange Commission, the words or
phrases "will likely result," "management expects," or "American
Uranium expects," "will continue," "is anticipated," "estimated" or
similar expressions are intended to identify "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Readers are cautioned not to place undue
reliance on any such forward-looking statements, each of which speak
only as of the date made. These statements are subject to risks and
uncertainties, some of which are described below. Actual results may
differ materially from historical earnings and those presently
anticipated or projected. American Uranium has no obligation to
publicly release the result of any revisions which may be made to
any forward-looking statements to reflect anticipated events or
circumstances occurring after the date of such statements.
Plan of Operation
American Uranium has not had any revenues from operations during
the 3-month period ended June 30, 2000. All of its activities
during the 3-month period ended June 30, 2000 were devoted to
establishing a business plan and conducting limited financing
activities to obtain working capital.
During the 3-month period ended June 30, 2000, American Uranium
incurred general and administrative expenses of $15,689. These
expenses were principally the costs associated with professional
fees. The total expenses resulted in a loss for the 3-month period
ended June 30, 2000 of $15,689. American Uranium has no current
ability to fund these expenses. However, certain shareholders of
American Uranium may be willing to advance funds to American Uranium
in order to meet current expenses.
American Uranium will be required to raise additional funds during
the next 12 months to meet its cash requirements.
American Uranium has not undertaken any product research and
development during the 3-month period ended 6/30/00.
American Uranium does not expect to purchase or sell any plant or
significant equipment.
American Uranium does not expect any significant changes in its
number of employees.
<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.
a. The annual meeting of shareholders was held on June 19, 2000.
b. Proxies for the Annual Meeting were solicited pursuant to
Regulation 14A of the Exchange Act. There was no
solicitations in opposition to management's nominees listed
in the proxy statement, and all such nominees were elected.
c. The matters considered at the Annual Meeting were as follows:
(1) To explore the possible selection of Arthur Anderson, LLP as
independent auditor for the fiscal year ended 12/31/00;
(2) To consider a proposal to change American Uranium's state of
incorporation from New Jersey to Florida; and
(3) To elect Glen Akselrod, C.T. Yeh and Anthony Ng to the Board
of Directors.
6,588,086 shares were represented at the Annual Meeting in person
or by proxy. The vote of the shareholders was as follows:
Item (1): 6,588,086 for approval
Item (2): 6,588,086 for approval
Item (1): 6,588,086 for Glen Akselrod; 6,588,086 for C.T. Yeh; and
6,588,086 for Anthony Ng
d. No other business came before the Annual Meeting.
ITEM 5. OTHER EVENTS.
On August 1, 2000, American Uranium concluded a stock exchange
agreement with the holders of all of the issued and outstanding
common stock of Visual Bible, Inc., a Florida corporation. As a
result, Visual Bible has become a wholly-owned subsidiary of
American Uranium. The former shareholders of Visual Bible were
issued 12,750,001 shares of common stock. Such former
shareholders hold approximately 58% of the issued and outstanding
common stock of American Uranium and will be able to control
American Uranium's Board of Directors. American Uranium will file
a form 8-K in connection with such transaction.
<PAGE>
ITEM 6. EXHIBITS, LISTS AND REPORTS ON FORM 8-K:
(a) Exhibits.
Exhibit # Description Location
27 Financial Data Schedule Filed Electronically Herewith
Reports on Form 8-K. No reports on Form 8-K were filed during the
quarter ended June 30, 2000.
<PAGE>
SIGNATURES
In accordance with the requirements of Section 13 or 15(d) of
the Securities and Exchange Act of 1934, AMERICAN URANIUM, INC.
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
AMERICAN URANIUM, INC.
Date: 8/4/00 By: /s/ James D. Beatty
--------------------------
James D. Beatty, President and
Chief Financial Officer
(Principal Financial and
Accounting Officer)
