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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934.
For the quarter ended January 31, 2000 Commission file number 000-25409
Sustainable Development International, Inc.
(Exact name of registrant as specified in its charter)
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<S> <C>
Nevada 86-0857752
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
10240-124th Street, Suite 208
Edmonton, Alberta, Canada T5N 3W6
(Address of principal executive offices) (Zip Code)
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(780) 488-9193
Registrant's telephone number, including area code
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), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
As of January 31, 2000, there were 13,776,800 shares
of common stock outstanding.
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INDEX
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<CAPTION>
PART I - FINANCIAL INFORMATION Page No.
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Item 1. Financial Statements
Statement of Loss and Deficit for three months
Ended January 31, 2000 3
Balance Sheet as of January 31, 2000 4
Statement of Changes in Financial Position,
Cumulatively from the Company's Inception
as a Development Stage Company, and for
the three months ended January 31, 2000 5
Notes to Financial Statements 6-8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operation 8-9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults by the Company upon its
Senior Securities 10
Item 4. Submission of Matter to a Vote of
Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports of Form 8-K 10
SIGNATURES 11
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
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<CAPTION>
Cumulative from Period ending
May 27, 1998 to Jan 31, 2000
Jan 31, 2000 (92 days)
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<S> <C> <C>
Expenses
Advertising $ 5,599 $ 5,182
Amortization 16,667 2,500
Consulting fees 107,842 0
Management fees (Note 5) 67,827 13,827
Office 3,264 1,536
Professional fees 53,377 9,516
Service Charges 1,180 172
Travel 11,068 744
Others Miscellaneous 3,457 3,457
Loss on exploration 6,680 0
Gain on foreign exchange (8,776) 0
Interest revenue (6,355) 0
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(261,830) (36,934)
---------
Net loss and deficit, end of period $ (36,934)
=========
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BALANCE SHEET
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<CAPTION>
October 31, 1999 Jan 31, 2000
<S> <C> <C>
Assets
Current
Cash $ 171,967 $ 144,033
Investment 94,764 87,607
Licensing agreement (Note 2) 285,833 283,334
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$ 552,564 $ 514,974
========= =========
Liabilities
Current
Payables and accruals $ 93,452 $ 9,000
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Shareholder's Equity
Capital stock (Note 4) 684,008 744,358
Deficit (224,896) (238,384)
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459,112 505,974
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$ 552,564 $ 514,974
========= =========
Commitment (Note 3)
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STATEMENT OF CHANGES IN FINANCIAL POSITION, CUMULATIVELY FROM
THE COMPANY'S INCEPTION AS A DEVELOPMENT STAGE COMPANY, AND FOR
THE THREE MONTHS ENDED JANUARY 31, 2000
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<CAPTION>
Cumulative from
Period ending
May 27, 1998 to Jan 31, 2000
Jan 31, 2000 (92 days)
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<S> <C> <C>
Cash derived from (applied to):
Operating
Net loss $(261,830) $ (36,934)
Amortization 16,667 2,500
Services settled with shares 103,701 60,350
Change in non-cash operating working capital:
Increase in deposits (16,925) 0
Increase Payables and
accruals 102,452 9,000
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(55,935) (25,434)
Financing
Issuance of capital stock 744,358 0
Advances to related parties (87,607) (7,157)
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656,751 (7,157)
Investing
Purchase of licensing agreement (300,000) 0
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Net increase (decrease) in cash (300,816) $ (32,591)
========= =========
Cash
Beginning of period $ -- $ 171,967
End of Period $ 144,033 $ 144,033
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Notes to Financial Statements
1. Commencement of operations
Sustainable Development International, Inc., a Nevada corporation, is a
development stage company formed on May 27, 1998 to provide innovative
technologies, products and services to improve efficiency, quality and
environmental concerns in a variety of fields, with a particular emphasis on
solutions to environmental problems, reductions in energy consumption, health
and wellness and responsible resource development. The Company is divided into
five divisions: Energy, Sustainable Health, Funding, Natural Resources and
Alternative Energy.
2. Significant accounting policies
Basis of presentation
The company's accounting and reporting policies conform to generally
accepted accounting principles and industry practice in the United States. The
amounts are reported in these financial statements are in United States dollars.
Use of estimates
The preparation of financial statements, in conformity with generally
accepted accounting principles, requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities at the date of the financial
statements and the amounts of revenues and expenses for the reported period.
Actual results could differ from those estimates.
Licensing agreement
Licensing agreements are recorded at cost. Licensing agreements are
assessed for future recoverability or impairment on an annual basis by
estimating future net undiscounted cash flows and residual values or by
estimating replacement or appraised values. If the net carrying amount of the
licensing agreement exceeds the estimated net recoverable amount, the agreement
is written down with a charge against income.
Amortization of licensing agreements is being recorded in the financial
statements on a straight-line basis over the life of the agreement, which is 30
years.
3. Licensing agreement 1998
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Licensing agreement $ 300,000
===========
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On June 11, 1998 Sustainable Development International, Inc., entered
into a Limited Technology License Agreement with Enviro-Mining Inc., an Alberta,
Canada corporation. The License Agreement commits Sustainable Development
International, Inc., to pay an amount equal to or less than $300,000 to
Enviro-Mining Inc. as a production royalty.
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The Agreement could be terminated if Sustainable Development
International, Inc., does not commence construction by June 11,2000 of a
facility with a minimum plant capacity of 90,000 Tons of waste oil input.
4. Capital stock
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Authorized:
50,000,000 Common voting shares, $.001 par value
10,000,000 Preferred shares
Issued:
13,776,800 Common voting shares $ 13,700
Additional paid in capital 730,658
--------
$744,358
========
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During the period ending October 31, 1999, the company had the following share
transactions, and 56,800 new shares have been issued in the period ending
January 31, 2000:
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Shares $
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<S> <C> <C>
Shares issued to founding shareholders,
May 1998 11,500,000 $ 8
Common shares issued for transfer of Licensing
Agreement at $0.25 per share, June 1998 1,200,000 300,000
Common shares issued for cash consideration of
$0.25 per share by private placement,
September 1998 706,596 176,649
Common shares issued for services at $0.25
Per share, June 1998 to October 1998 93,404 23,351
Common shares issued for cash consideration of
$1.00 per share by private placement,
October 1998 200,000 200,000
Common shares issued for services, November 1998 20,000 20,000
Common shares issued for services, December 1999 56,800 60,350
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13,776,800 780,358
Expenses on issuance of share capital -- (36,000)
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13,776,800 $ 744,358
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5. Related party transactions
a) In the year ending October 31, 1998, Enviro-Mining Inc., a
shareholder of the company, sold to the company a Licensing
Agreement for $300,000.
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b) During the period, management fees were payable to the director
of the company totaling $9,000.
c) During the period, a portion of the short term investment from
Enviro-Mining Inc. was repaid in the amount of $7,157. These
funds were advanced to assist Enviro-Mining in acquiring
additional oil related technologies. These funds will be repaid
in 2000.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The following discussion and analysis should be read in conjunction with
the Company's financial statements and the notes thereto contained elsewhere in
this filing.
Overview
SUSTAINABLE DEVELOPMENT INTERNATIONAL, INC., a Nevada corporation (the
"Company"), is a development stage company formed in 1998 to encourage
innovative technologies in the environmental industries. The Company's goal is
to acquire technology rights and licenses from patent holders and others, then
secure a market and raise sufficient capital to build, own, and operate
facilities throughout the world.
The Company is in the process of setting up a subsidiary company,
Umweltservice Europa GmbH, to recycle waste lubrication oil. The Company has
obtained the rights in Germany from Enviro-Mining Inc. for three technologies
(the "EMI Process"), which, when combined, can produce a high grade low sulfur
diesel fuel meeting all European specifications under EN 590 legislation. The
EMI Process is a proven alternative to present disposal methods by conversion of
automotive waste oil into light heating oil and high quality diesel fuel.
On November 22, 1999, the company announced that it had incorporated
Intercontinental Granite Incorporated. The company owns 80% of the outstanding
common shares of International Granite Incorporated for nominal consideration.
On December 16, 1999, the company entered into an agreement to form
Pro-Active Incorporated. The company owns 60% of Pro-Active Incorporated for
nominal consideration. Pro-Active Incorporated will manage health care
information through the use of integrated systems, customized databases and
intelligent ID cards.
On January 14, 2000, the company acquired 22,500 acres of mineral claims
under a metallic and industrial mineral permit.
Results of Operations for the three months ended January 31, 1999
Total operating expenses from continuing operations were $36,934 for the
three months ended January 31, 2000, a 92 day period, as compared to the
operating expenses of $224,896 for the period of inception of the Company
through its fiscal year end of October 31, 1999, a period of 522 days. Utilizing
an average daily calculation of operating expenses of $401.46 for the period
ending January 31, 2000, and an average daily calculation of operating expenses
of $473.38 for the annual period ending October 31, 1999, this represented an
18% increase in average daily operating expenses.
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The increase in expenses was primarily the result of the Company
increasing its business activities to generate sales during the period ending
January 31, 2000.
Forward-Looking Statements and Associated Risks
This Quarterly Report on Form 10-QSB contains forward-looking statements
made pursuant to the safe harbor provisions of the Securities Litigation Reform
Act of 1995. These forward-looking statements are based largely on the Company's
expectations and are subject to a number of risks and uncertainties, many of
which are beyond the Company's control, including, but not limited to, economic,
competitive and other factors affecting the Company's operations, markets,
products and services, expansion strategies and other factors discussed
elsewhere in this report, and in other documents filed by the Company with the
Securities and Exchange Commission. Actual results could differ materially from
these forward-looking statements. In light of such risks and uncertainties,
there can be no assurance that the forward-looking information contained in this
report will in fact prove accurate. The Company does not undertake any
obligation to revise these forward-looking statements to reflect future events
or circumstances.
Liquidity and Capital Reserves As of January 31, 2000 (Unaudited)
As of January 31, 2000, the Company's assets were $523,974 and its
liabilities were $9,000, resulting in an excess of assets of $514,974. Cash was
$144,033 at January 31, 2000 as compared to cash of $171,967 on October 31,1999,
a decrease of $27,934. This represents a 17% decrease in available cash. This
decrease was primarily the result of an increase in operating expenses and a
cash deposit of $87,607 to Enviro-Mining for purposes of acquiring additional
oil related technologies.
The Company has continued to fund its deficit cash flow from private
placements of the Company's common stock. It is anticipated that loans and the
sale of the Company's stock will continue until such time as the Company
generates sufficient revenues from its operations to cover operating expenses.
Year 2000 Issues
Certain of the Company's computer systems and software may interpret the
year 2000 as some other date. The operating system generally employed by the
Company is Windows 95, which is year 2000 compliant. The networking, general
ledger, accounts payable, facility point-of-sale and software programs required
software updates or modifications to address the year 2000 problem. The Company
further addressed the matter by replacing certain older computers and installing
off-the-shelf and other third-party software that is year 2000 compliant, at an
estimated cost of less than $1,000. The Company does not believe that the year
2000 problem will have a material affect on the Company's operations; however,
no assurance can be given that the software updates and new computers will
resolve the problem entirely.
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PART II--OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
None.
Item 3. Defaults by the Company upon its Senior Securities.
None.
Item 4. Submission of Matter to a Vote of Security Holders.
None
Item 5. Other Information.
None
Item 6. Exhibits and Reports of Form 8--K.
None
10
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
SUSTAINABLE DEVELOPMENT
INTERNATIONAL, INC.
(Registrant)
By:/s/ Harold Jahn By:/s/ Garry Knull
-------------------- ----------------------
Harold Jahn Garry R. Knull
Chairman, CEO, President Treasurer, CFO
Date: March 15, 2000 Date: March 15, 2000
11
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EXHIBIT INDEX
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<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
<S> <C>
27.1 Financial Data Schedule
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12
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> JAN-31-2000
<CASH> 144,033
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 144,033
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 514,974
<CURRENT-LIABILITIES> 9,000
<BONDS> 0
0
0
<COMMON> 744,358
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 514,974
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 36,934
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (32,591)
<INCOME-TAX> 0
<INCOME-CONTINUING> (32,591)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (32,591)
<EPS-BASIC> (0.002)
<EPS-DILUTED> (0.002)
</TABLE>
