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 December 31, 1999
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[ ] No [X] and (2) has been subject to such filing requirements
for the past 90 days. Yes [ ] No [X]
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 December 31, 1999
Common Stock, $.001 par value 5,231,000
<PAGE>
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . 3
Balance Sheets
December 31, 1999 (unaudited)and September 30, 1999 . . . . . . . . . . . . 4
Statements of Operations
For the three months ended December 31, 1999 (unaudited)and 1998
(unaudited). . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Statements of Cash Flows
For the three months ended December 31, 1999 (unaudited)and 1998
(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 . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
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 . . . . . . . . . . . . . . . . . . . . . . . 10
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . 10
Item 2. Changes In Securities and Use of Proceeds . . . . . . . . . . . . 10
Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . . . 10
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 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
<PAGE> 2
PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The accompanying balance sheets of Txon International Development Corporation
(a development stage company) at December 31, 1999, and September 30,1999 and
the statements of operations for December 31, 1999, and December 31,1998 and
the statements of stockholders' equity for December 31, 1999, and September
30, 1999, and the period from the company's inception January 28, 1998 to
December 31, 1999,and the statements of cash flows for December 31, 1999 and
1998 and the period from inception January 1998 to December 31, 1999, 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, 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 a normal recurring nature.
Operating results for the quarter ended December 31, 1999, are not necessarily
indicative of the results that can be expected for the year ending September
30, 2000.
<PAGE> 3
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Balance Sheets
December 31, 1999 (unaudited) and September 30,1999
December 31, September 30,
1999 (Unaudited) 1999
----------------- ---------------
CURRENT ASSETS
ASSETS
Cash in bank $ 705 $ 1,035
Investments - -
----------------- ---------------
Total Assets 705 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 1998 - -
Common stock (par value $0.001),
50,000,000 shares authorized,
5,231,000 issued at December 31, 1999 5,231 5,231
Capital in excess of par value 357,484 357,484
Deficit accumulated during
development stage (362,010) (361,766)
----------------- ---------------
Total Stockholders' Equity 705 949
----------------- ---------------
Total Liabilities and
Stockholders' Equity $ 705 $ 1,035
================= ===============
The accompanying notes are an integral part of these financial statements.
<PAGE> 4
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Statements of Operations
For the Three Months Ended December 31, 1999 and December 31, 1998
And Cumulative Since Inception Development Stage
(Unaudited)
Cumulative
For the Three For the Three Since
Months Ended Months Ended Inception of
December 31, December 31, Development
1999 1998 Stage
------------- ------------- -------------
Revenues $ - $ - $ -
------------- ------------- -------------
Expenses
Selling, general and
administrative expenses 244 122,197 362,010
Operating Loss (244) (122,197) (362,010)
Other income (expense):
Interest expense - - -
------------- ------------- -------------
Loss before taxes (244) (122,197) (362,010)
Income taxes - - -
------------- ------------- -------------
Net Loss (244) (122,197) (362,010)
============= ============= =============
Basic per Share Amounts
Net Income (Loss) $ (0.00) $ (0.04) $ (0.06)
============= ============= =============
Weighted Average Shares
Outstanding 3,923,250 3,715,500
============= =============
The accompanying notes are an integral part of these financial statements.
<PAGE> 5
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Statements of Cash Flows for
The Three Months Ended December 31, 1999, and 1998 and
the Period from Inception January 1998
(Unaudited)
Cumulative
For the Three For the Three Since
Months Ended Months Ended Inception of
December 31, December 31, Development
1999 1998 Stage
------------- ------------- -------------
CASH FLOWS FROM
OPERATING ACTIVITIES
Net profit (loss) $ (244) $ (122,197) $ (362,010)
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 - 90,000 362,010
------------- ------------- -------------
Net cash provided by
Financing activities - 90,000 362,010
------------- ------------- -------------
Net change in cash and cash
Equivalents (244) (35,999) (361,305)
Cash and cash equivalents at
Beginning of period 1,035 83,468 -
------------- ------------- -------------
Cash and cash equivalents at
At end of period $ 705 $ 47,469 $ 705
============= ============= =============
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES No Activity
The accompanying notes are an integral part of these financial statements.
<PAGE> 6
TXON INTERNATIONAL DEVELOPMENT CORPORATION
(A Development Stage Company)
Notes to the Financial Statements December 31, 1999
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.
<PAGE> 7
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
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.
<PAGE> 8
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.
Year 2000
- ---------
Year 2000 issues may arise if computer programs have been written using two
digits (rather than four) to define the applicable year. In such case,
programs that have time-sensitive logic may recognize a date using "00" as the
year 1900 rather than the year 2000, which could result in miscalculations or
system failures. Because the Company currently does not have any operations
except for its search for viable business opportunities, it does not own or
use any computer equipment. The Company does not anticipate doing a full
assessment of the potential Year 2000 issue until it has become a viable
operating company. The Company does not believe that the cost of addressing
the issue will have a material adverse impact on its financial position.
Further, the Company believes that no third parties with whom it may have a
material relationships will be materially affected by the Year 2000 issues.
The Company has suffered no affects of any Year 2000 compliance issues.
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.
<PAGE> 9
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.
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 No. Exhibit Description
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
No report on Form 8-K was filed by the Company during the three month period
ended December 31, 1999.
<PAGE> 10
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:2/9/ 2000 By: /S/ John Chris Kirch
------------------------------
John Chris Kirch, Chairman and Director
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