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 SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended March 31, 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 000-26119
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(Exact name of small business issuer as specified in its charter)
Nevada 87-0629754
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
3672 East Cove Point Drive, Salt Lake City, Utah 84109
(Address of principal executive offices)
Registrant's telephone no., including area code:
(801) 574-8000
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 past 12 months
(or for such shorter period that the registrant was required to file such
reports), Yes [X] No [ ] and (2) has been subject to such filing requirements
for the past 90 days. Yes [X ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
Class Outstanding as of March 31, 2000
Common Stock, $.001 par value 5,231,000
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TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . 3
Balance Sheets
March 31, 2000 (unaudited)and December 31, 1999 . . . . . . . . . . . . 4
Statements of Operations
For the three and six months ended March 31, 2000 and 1999
(unaudited)and Cumulative since inception . . . . . . . . . . . . . . . 5
Statements of Cash Flows
For the six months ended March 31, 2000 and 1999 (unaudited)and the
period from Inception January 1998 . . . . . . . . . . . . . . . . . . 6
Notes to Financial Statements . . . . . . . . . . . . . . . . . 7
NOTE 1 - ORGANIZATION AND HISTORY . . . . . . . . . . . . . . . . . . . 7
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES. . . . . . . . . . . . 7
NOTE 3 - COMMON STOCK . . . . . . . . . . . . . . . . . . . . . . . . . 8
NOTE 4 - RELATED PARTY TRANSACTIONS . . . . . . . . . . . . . . . . . . 8
NOTE 5 - GOING CONCERN. . . . . . . . . . . . . . . . . . . . . . . . . 8
Item 2. Management's Discussion and Analysis and Plan of Operations . . . 9
PART II. OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . 9
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . 9
Item 2. Changes In Securities and Use of Proceeds . . . . . . . . . . . . . 9
Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . . . . . 9
Item 4. Submission of Matters to a Vote of Security Holders . . . . . . . .10
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . . . . .10
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . .10
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10
2
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PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The accompanying balance sheets of Txon International Development
Corporation (a development stage company) at March 31, 2000 and 1999, and the
statements of operations for March 31, 2000 and 1999 and the statements of
cash flows for March 31, 2000 and 1999 and the period from inception January
1998 to March 31, 2000, 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 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 a normal recurring nature.
Operating results for the quarter ended March 31, 2000, are not
necessarily indicative of the results that can be expected for the year ending
September 30, 2000.
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TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Balance Sheets
March 31, 2000 (unaudited) and December 31,1999
March 31, September 30,
2000 (Unaudited) 1999
----------------- ---------------
CURRENT ASSETS
ASSETS
Cash in bank $ 675 $ 1,035
Investments - -
----------------- ---------------
Total Assets $ 675 $ 1,035
================= ===============
LIABILITIES AND STOCKHOLDERS'
EQUITY
Accounts payable $ - $ 86
Accrued expenses - -
Accounts payable - officers - -
----------------- ---------------
Total Liabilities - 86
----------------- ---------------
Stockholders' Equity
Preferred stock
(par value $0.001),
10,000,000 shares authorized,
no shares issued at December 31,
1999 and March 31, 2000 - -
Common stock (par value $0.001),
50,000,000 shares authorized,
5,231,000 issued at December 31, 1999
and March 31, 2000 5,231 5,231
Capital in excess of par value 357,484 357,484
Deficit accumulated during
development stage (362,040) (361,766)
----------------- ---------------
Total Stockholders' Equity 675 949
----------------- ---------------
Total Liabilities and
Stockholders' Equity $ 675 $ 1,035
================= ===============
The accompanying notes are an integral part of these financial statements.
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<TABLE>
<CAPTION>
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Statements of Operations
For the Three and Six Months Ended March 31, 2000 and 1999
And Cumulative Since Inception Development Stage
(Unaudited)
Cumulative
For the Three Months For the Six Months Since
Ended March 31, Ended March 31, Inception
2000 1999 2000 1999 Jan 29,1998
------------ ------------ ------------ ---------- -----------
<S> <C> <C> <C> <C> <C>
Revenues $ - $ - $ - $ - $ -
Expenses
Selling, general and
Admin. expenses 30 122,197 274 223,934 362,040
------------ ------------ ------------ ---------- -----------
Operating Loss (30) (122,197) (274) (223,934) (362,040)
Other income (expense):
Interest expense - - - - -
------------ ------------ ------------ ---------- -----------
Loss before taxes (30) (122,197) (274) (223,934) (362,040)
Income taxes - - - - -
------------ ------------ ------------ ---------- -----------
Net Loss $ (30) $ (122,197) $ (274) $(223,934) $ (362,040)
============ ============ ============ ========== ===========
Basic per Share Amounts
Net Income (Loss) $ (.00) $ (.04) $ (0.00) $ (.06) $ (.06)
============ ============ ============ ========== ===========
Weighted Average Shares
Outstanding 5,231,000 3,460,000 5,231,000 3,460,000 3,923,000
============ ============ ============ ========== ===========
The accompanying notes are an integral part of these financial statements.
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<TABLE>
<CAPTION>
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Statements of Cash Flows for
The Six Months Ended March 31, 2000, and 1999 and
the Period from Inception January 1998
(Unaudited)
Cumulative
For the Six For the Six Since
Months Ended Months Ended Inception of
March 31, March 31, Development
2000 1999 Stage
-------------- -------------- --------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net profit (loss) $ (274) $ (166,587) $ (362,040)
Adjustments to reconcile net
Loss to net cash provided by
Operating activities - - -
CASH FLOWS FROM INVESTING ACTIVITIES - - -
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from common stock - 90,000 362,040
-------------- -------------- --------------
Net cash provided by
Financing activities - 90,000 362,040
-------------- -------------- --------------
Net change in cash and cash equivalents (30) (35,999) (361,365)
Cash and cash equivalents at
Beginning of period 705 83,468 -
-------------- -------------- --------------
Cash and cash equivalents at
At end of period $ 675 $ 47,469 $ 675
============== ============== ==============
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES - No Activity
The accompanying notes are an integral part of these financial statements.
6
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TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Notes to the Financial Statements March 31, 2000
NOTE 1 - ORGANIZATION AND HISTORY
The Company was incorporated on January 28 1998 under the laws of the State of
Nevada. with authorized common stock of 50,000,000 shares at a par value of
$.001. The Company's original business has been large scale real estate
development and construction, however the Company currently has no operations
and is considered a development stage company which is seeking a business
opportunity. The Company's financial statements are prepared using the accrual
method of accounting. The Company has elected a fiscal year end of September
30. 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
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. The
accompanying unaudited financial statements include all of the adjustments
which, in the opinion of management, are necessary for a fair presentation.
Such adjustments are of a normal, recurring nature.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES
Accounting Policy
- ----------------
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
- -------------
The tax benefit from the loss carry forward or the use of the future tax
benefit is doubtful since the Company has no operations.
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 estimates that were assumed in
preparing these financial statements.
Financial Instruments
- ---------------------
The carrying amounts of financial instruments 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 the current market exchange.
Earnings (Loss) Per Share
- -------------------------
Earnings (loss) per share amounts are computed based on the weighted average
7
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number of shares actually outstanding, after stock split, in accordance with
FASB statement No. 128.
Note 3 - COMMON STOCK
The Company had no Common stock transactions during this period.
Note 4 - RELATED PARTY TRANSACTIONS
The Company had no related party transactions during this period.
Note 5 - GOING CONCERN
The Company's financial statements are prepared using 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 does not have significant cash or other
material assets, nor does it have an established source of revenues sufficient
to cover its operating costs and to allow it to continue as a going concern.
It is the intent of the Company to seek business opportunities to become a
viable operating company. Until that time, shareholders of the Company have
committed to meeting its minimal operating needs.
8
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATIONS
The following information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB. TXON
International Development Corporation (the "Company") is considered a
development stage company with minimal assets or capital and with no
significant operations or income since its inception. It is anticipated that
the Company will require only nominal capital to maintain the corporate
viability of the Company and necessary funds will most likely be provided by
the Company's officers and directors in the immediate future. However, unless
the Company is able to facilitate a business opportunity or is able to obtain
significant outside financing, there is substantial doubt about its ability to
continue as a going concern. The costs and expenses associated with the
preparation and filing of its registration statement on Form 10-SB have been
paid for by an advance from a shareholder of the Company. It is anticipated
that future expenses will be handled in a similar manner.
Liquidity and Capital Resources
- --------------------------------
The Company will need additional working capital to finance its planned
activity.
Results of Operations
- ---------------------
The Company has had no operations during this reporting period.
Risk Factors and Cautionary Statements
- --------------------------------------
This report contains certain forward-looking statements. The Company wishes to
advise readers that actual results may differ substantially from such
forward-looking statements. Forward- looking statements involve risks and
uncertainties that could cause actual results to differ materially from those
expressed in or implied by the statements, including, but not limited to, the
following: the ability of the Company search for appropriate business
opportunities to meet its cash and working capital needs, the ability of the
Company to maintain its existence as a viable entity, and other risks detailed
in the Company's periodic report filings with the Securities and Exchange
Commission.
PART II
Item 1. Legal Proceedings
There are presently no material pending legal proceedings to which the
Company is a party to, to the best of its knowledge, no such actions against
the Company are contemplated or threatened.
Item 2. Changes In Securities and Use of Proceeds
This Item is not applicable to the Company at this time.
Item 3. Defaults Upon Senior Securities
This Item is not applicable to the Company at this time.
9
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Item 4. Submission of Matters to a Vote of Security Holders
This Item is not applicable to the Company at this time.
Item 5. Other Information
This Item is not applicable to the Company.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27 - Financial Data Schedules
(b) Reports on Form 8-K
No report on Form 8-K was filed by the Company during the three month
period ended March 31, 2000.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TXON INTERNATIONAL DEVELOPMENT CORPORATION
[Registrant]
Date: 4-5-00 By: /s/ John Chris Kirch
--------------------------------
John Chris Kirch, Chairman
Chief Executive Officer
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-END> MAR-31-2000
<CASH> 675
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 675
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 675
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 5,231
<OTHER-SE> (4,556)
<TOTAL-LIABILITY-AND-EQUITY> 675
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 274
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (274)
<INCOME-TAX> 0
<INCOME-CONTINUING> (274)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (274)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
