SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended June 30, 2000
Commission file number 0-28927
Shaw International, Inc.
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(Name of Small Business Issuer in its Charter)
Delaware 33-0850014
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
6025 South Eaton Lane Littleton, CO 80123
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(Address of Principal Executive Offices) (ZIP Code)
(303) 798-2980
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(Issuer's Telephone Number, Including Area Code)
Not applicable
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(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 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 such filing requirements for the past 90 days.
Yes [X] No [ ]
--- ---
There were 5,230,000 shares of Common stock outstanding as of
August 1, 2000.
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<PAGE>
PART I
Item 1. Financial Statements.
SHAW INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
FINANCIAL STATEMENTS
June 30, 2000
December 31, 1999
<PAGE>
TABLE OF CONTENTS
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Page
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INDEPENDENT AUDITORS' REPORT 1
BALANCE SHEET 2
STATEMENT OF OPERATIONS 3
STATEMENT OF STOCKHOLDERS' EQUITY 4
STATEMENT OF CASH FLOWS 5
NOTES TO FINANCIAL STATEMENTS 6-7
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INDEPENDENT AUDITORS' REPORT
____________________________
Board Of Directors August 16, 2000
Shaw International, Inc.
Littleton, Colorado
I have audited the Balance Sheets of Shaw International, Inc. (A Development
Stage Company), as of June 30, 2000, and December 31, 1999, and the related
Statements of Operations, Stockholders, Equity and Cash Flows for the period
January 1, 2000, to June 30, 2000, and the period January 19, 1999,
(inception) to December 31, 1999. These financial statements are the
responsibility of the Company's management. My responsibility is to express an
opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing standards.
Those standards require that I plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. I believe that my audit provides a reasonable basis
for my opinion.
In my opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Shaw International, Inc. (A
Development Stage Company), as of June 30, 2000, and December 31, 1999, and
the results of its operations and cash flows for the period January 1, 2000,
to March 31, 2000, and the period January 19, 1999, (inception) to December
31, 1999, in conformity with generally accepted accounting principles.
The accompanying financial statements have been prepared assuming the Company
will continue as a going concern. As discussed in Note #3 to the financial
statements, the Company has had no operations and has no established source of
revenue. This raises substantial doubt about its ability to continue as a
going concern. Management's plan in regard to these matters are also described
in Note #3. The financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
//Barry L. Friedman//
Certified Public Accountant
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SHAW INTERNATIONAL, INC.
(A Development Stage Company)
BALANCE SHEET
_____________
<TABLE>
<CAPTION>
ASSETS
______
<S> <C> <C>
June December
30, 2000 31, 1999
CURRENT ASSETS
Cash $ 4,665 $ 10,193
-------- --------
TOTAL CURRENT ASSETS $ 4,665 $ 10,193
-------- --------
OTHER ASSETS $ 0 $ 0
-------- --------
TOTAL OTHER ASSETS $ 0 $ 0
TOTAL ASSETS $ 4,665 $ 10,193
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES ASSETS $ 0 $ 0
-------- --------
TOTAL CURRENT LIABILITIES $ 0 $ 0
-------- --------
STOCKHOLDERS' EQUITY
Preferred stock,$.0001 par value
authorized 20,000,000 shares
issued and outstanding at
March 31, 2000-None $ 0 $ 0
Common stock, $-0001 par value,
authorized 80,000,000 shares~
issued and outstanding at
December 31, 1999-5,230,000 shares $ 523
March 31, 2000-5,230,000 shares $ 523
Additional paid-in capital $ 23,477 $ 23,477
Deficit accumulated during the development stage $-19,335 $-13,807
-------- --------
TOTAL STOCKHOLDER'S EQUITY $ 4,665 $ 10,193
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 4,665 $ 10,193
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE>
SHAW INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENT OF OPERATIONS
_______________________
<TABLE>
<CAPTION>
Jan. 1, Jan. 19, Jan.19,1999
2000, to 1999, to (inception) to
June 30, Dec. 31, June,
2000 1999 2000
<S> <C> <C> <C>
INCOME
Revenue $ 0 $ 0 $ 0
-------- -------- --------
EXPENSES
Accounting Expense $ 2000 $ 1,000 $ 3,000
Bank Charges 54 17 71
Bookkeeping Expense 0 800 800
Consulting 0 500 500
Filing Fees 58 193 251
Legal Expense 0 3,500 3,500
Offering Expense 0 835 835
Office Expense 3,049 6,162 9,211
Transfer Fees 367 500 867
Travel 0 300 300
-------- -------- --------
TOTAL EXPENSES $ 5,528 $ 13,807 $ 19,335
-------- -------- --------
NET LOSS $ -5,528 $-13,807 $-19,335
======== ======== ========
Net loss per share Basic and Diluted
Note #2 $ -.0011 $ -.0027 $ -.0037
======== ======== ========
Weighted average
number of common
shares outstanding $5,230,000 $5,178,300 $5,196,087
========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE>
SHAW INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
_________________________________
<TABLE>
<CAPTION>
DEFICIT
ACCUMULATED
ADDITIONAL DURING
COMMON STOCK PAID-IN DEVELOPMENT
SHARES AMOUNT CAPITAL STAGE
-----------------------------------------------------------------------
<S> <C> <C> <C> <C>
Januarv 19, 1999
issued for cash 5,000,000 $ 500 $ 500 $ 0
April 7, 1999
issued from
sale of private
placement (Note #1) 230,000 23 22,977
Net loss,
January 19, 1999
(inception) to
December 31, 1999 -13, 807
------- ------- --------- ----------
Balance,
December 31, 1999 5,230,000 $ 523 $23,477 $ -13,807
Net loss,
January 1, 2000
June 30, 2000 -5,528
------- ------- --------- ----------
Balance,
March 31, 2000 5,230,000 $ 523 $23,477 $ -19,335
========= ======== ======= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE>
SHAW INTERNATIONAL, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
_______________________
<TABLE>
<CAPTION>
Jan. 1, Jan. 19, Jan.19,1999
2000, to 1999, to (inception) to
June 30, Dec. 31, June 30,
2000 1999 2000
<S> <C> <C> <C>
Cash Flows from
Operating Activities
Net loss $ -5,528 $-13,807 $ -19,335
Changes in assets and
liabilities
Increase in current
Liabilities 0 0 0
-------- -------- --------
Cash Flows from
Operating Activities $ -5,528 $-13,807 $ -19,335
Cash Flows from
Investing Activities 0 0 0
Cash Flows from
Financing Activities
Issuance of common
stock for cash 0 +24,000 +24,000
-------- -------- --------
Net Increase/
Decrease in cash $ -5,528 $+10,193 $ +4,665
Cash,
beginning of period 10,193 0 0
-------- -------- ---------
Cash, end of period $ 4,665 $ 10,193 $ 4,665
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE>
SHAW INTERNATIONAL, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
_____________________________
June 30, 2000, and December 31,1999
NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY
The Company was organized January 19, 1999, under the laws of the State of
Delaware, as Shaw International, Inc. The Company is in the business of
manufacturing and selling marine spill kits. The Company has no operations
and in accordance with SFAS #7, the Company is considered a development stage
company.
On January 19, 1999, the Company issued 5,000,000 shares of it's
$0.0001 par value common stock for cash of $ 1, 000 .00
On April 7, 1999, the Company completed a public offerings that was offered
without registration under the Securities Act of 1933, as amended (The "Act"),
in reliance upon the exemption from registration afforded by sections 4(2) and
3(b) of the Securities Act and Regulation D promulgated thereunder. The
Company sold 230,000 shares of common stock at a price of $0.10 per share for
a total amount raised of $23, 000 .
NOTE 2 - ACCOUNTING POLICIES AND PROCEDURES
Accounting policies and procedures have not been determined except as follows:
1. The Company uses the accrual method of accounting.
2. In April, 1998, the American Institute of Certified Public Accountant's
issued Statement of Position 98-5 ("SOP 98-511), "Reporting on the Costs of
Start-Up Activities" which provides (guidance on the financial reporting of
start-up costs and organization costs. It requires costs of start-up
activities and organization costs to be expensed as incurred. SOP 98-5 is
effective for fiscal years beginning after December 15, 1998, with initial
adoption reported as the cumulative effect of a change in accounting
principle.
3. Earnings per share is computed using the weighted average number of shares
of common stock outstanding.
4. The Company has not yet adopted any policy regarding payment of dividends.
No dividends have been paid since inception.
5. The Company has adopted a year end of December 31.
NOTE 3 - GOING CONCERN
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has no current source of revenue. It is
management's plan to seek additional capital through a sale of its securities
through private placements.
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SHAW INTERNATIONAL, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
_____________________________
June 30, 2000, and December 31,1999
NOTE 4 - RELATED
PARTY TRANSACTION
The Company neither owns or leases any real or personal property. Office
services are provided without charge by a director. Such costs are immaterial
to the financial statements and, accordingly, have not been reflected therein.
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their other
business interests. The Company has not formulated a policy for the resolution
of such conflicts.
NOTE 5 - WARRANTS AND OPTIONS
There are no warrants or options outstanding to acquire any additional shares
of common or preferred stock.
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<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Certain Forward-Looking Information
Information provided in this Quarterly Report on Form 10QSB may contain
forward-looking statements within the meaning of Section 21E or Securities
Exchange Act of 1934 that are not historical facts and information. These
statements represent the Company's expectations or beliefs, including, but not
limited to, statements concerning future and operating results, statements
concerning industry performance, the Company's operations, economic
performance, financial conditions, margins and growth in sales of the
Company's products, capital expenditures, financing needs, as well
assumptions related to the forgoing. For this purpose, any statements
contained in this Quarterly Report that are not statements of historical fact
may be deemed to be forward-looking statements. These forward-looking
statements are based on current expectations and involve various risks and
uncertainties that could cause actual results and outcomes for future periods
to differ materially from any forward-looking statement or views expressed
herein. The Company's financial performance and the forward-looking
statements contained herein are further qualified by other risks including
those set forth from time to time in the documents filed by the Company with
the Securities and Exchange Commission, including the Company's most recent
Form 10SB.
Condition and Results of Operations.
Three months ended June 30, 2000.
Net sales were $0 for the quarters ended June 30, 2000 and 1999.
Management has completed the Company's first production prototype and is
preparing a marketing and sales plan.
To further the Company in its goal of producing and marketing Spell kits the
Company has taken the follow actions during the second quarter:
A) Assembly-line work tables have been constructed in the warehouse.
Approximately 600 sq. feet has been used for this perpose.
b) A sign has been ordered for the warehouse. Decaling has been ordered for
the kit bags, denoting whether Marine or Trucking Kits.
C) Suppliers have been contacted to obtain the best prices consistant with
projected demand.
D) Commission sales persons have been interviewed to promote kits in a trial
move in the British Columbia area.
E) A color flyer has been prepared for advertising purposes to promote the
product.
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Operating Expenses were $2,925 for the quarter ended June 30, 2000.
There were not comparisons for the Quarter ended June 30, 1999 since the
Company was not in operation at that time.
RISK FACTORS
1. Limited History of Operations. The Company was organized on January 19,
1999 and has had no operations to date. Therefore its operations are subject
to all of the risks inherent in new business enterprises. The likelihood of
the success of the Company must be considered in light of the problems,
expenses, difficulties, complications and delays frequently encountered in
connection with the start up of new businesses and the competitive environment
in which the Company will operate. The Company has had no significant
revenues to date.
2. Time lapse to Operational Stage of the Company Operations therefore will
depend upon the continued availability of investment capital to fully fund
subsequent Projects. If operating revenues are insufficient to continue the
Company's operations, additional funds would have to be raised through equity
or debt financing. The Company has no commitments for any additional debt or
equity financing and there can be no assurance that any such commitments will
be obtained on favorable terms, if at all.
3. Competition. Competition in the Oil Spill Industry may be
expected to intensify.
4. Dependence on Management. Because the Company is a new business and has
no significant operating history, it will be heavily dependent upon the
services and experiences of its officers. The loss of the service of any
officer could adversely affect the conduct of the Company's business.
5. Industry and Economic Factors. The Oil Spill industry in which the
Company expects to operate is subject to constant changes based upon changes
in environmental laws.
6. Control of the Company. The Officers, Directors and Principal Shareholder
Group own more than 50% of the Common Shares of the Company. Therefore, the
Control Group will either control or significantly influence a voting control
of the Company. Pursuant to the laws of Delaware, a majority of all
shareholders entitled to vote an any regularly called shareholders meeting,
may act, as a majority, without notice or meeting, giving notice to other
shareholders only after such action may have been taken. While there are some
limits upon this right of the majority, Investors should understand that
Management commands a voting majority in control of the Company.
7. Dividends. The Company has paid no dividends on its Common Shares since
its inception. The Company does not anticipate paying any dividends on its
Common Stock until and unless such profit is realized and may not pay out any
dividends thereafter.
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8. Potential Conflicts of Interest. The officers and directors are
associated with other firms, including others with material contractual
relationships with this Issuer, and are involved in a range of business
activities. Due to these affiliations and the fact that some officers are
expected to devote only a portion of their time to the business of the
Company, there are potential inherent conflicts of interest in their acting as
directors and as officers. Each of the officers and directors is or may
become an officer, director, controlling shareholder, partner or participant
in other entities engaged in a variety of businesses. These existing and
potential conflicts of interest are irreconcilable and could involve the
participating officers and directors in litigation brought by the Company's
shareholders or by the shareholders of other entities with which the officers
and directors are currently, or may become, affiliated. To help alleviate
this position somewhat, Management has adopted a policy of full disclosure
with respect to business transactions with any entity in which any or all of
the officers or directors are affiliated, either directly or indirectly. An
officer or director may continue any business activity in which such officer
or director engaged prior to joining the Company.
9. Going Concern As of June 30, 2000 the company had a stockholders' Equity
of $4,665. The auditors raised a "going concern" question in the audited
financial statements for the year ended December 31, 1999 and the quarter
ended June 30, 2000.
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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) (2) Filed by reference; Form 10-SB filed February 23, 2000.
(3) Filed by reference; Form 10-SB filed February 23, 2000.
(11) Statement re: Computation of per share earnings.
(23) Consent of Auditors
(b) There were no reports filed on Form 8-K
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
SHAW INTERNATIONAL, INC.
Date: 8/18/2000 By // Gary A. Stanell //
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