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UNITED STATES
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 quarterly period ended September 30, 2000
( ) For the transition period from __________ to __________
Commission file number: 000-26951
INTELILABS.COM, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 65-0830670
(State or other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
Water Gardens 26th Street, 3rd Floor
Santa Monica, California 90404
(310) 255-8893 - telephone
(Address of principal executive offices)
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
preceding 12 months (or for such shorter period that the issuer was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
Yes X No
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The issuer had 24,400,000 shares of its $.0001 par value Common Stock
issued and outstanding as of November 7, 2000 of which 18,300,000 shares were
treasury shares owned by the Company and holding no voting powers.
Transitional Small Business Disclosure Format (check one)
Yes No X
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INTELILABS.COM, INC.
INDEX
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PART I. FINANCIAL INFORMATION
PAGE NO.
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Item 1. Financial Statements
Comparative Unaudited Balance Sheet as of September 30, 2000
and December 31, 1999 2
Comparative Unaudited Statements of Operations for the
Three Months Ended September 30, 2000 and the Three Months
Ended September 30, 1999 3
Comparative Unaudited Statements of Cash Flows for the
Three Months Ended September 30, 2000 and the Three Months
Ended September 30, 1999, 4
Notes to the Unaudited Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II. OTHER INFORMATION
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
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
1
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INTELILABS.COM,INC.
(FORMERLY KNOWN AS QUENTIN ROAD PRODUCTIONS, INC.)
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
SEPTEMBER 30, 2000
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ASSETS
CURRENT ASSETS:
Cash & cash equivalents $ 13,520
Due from CIS 89,086
Other current assets 2,468
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Total current assets 105,074
PROPERTY AND EQUIPMENT, NET 10,543
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$ 115,617
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LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable & accrued expenses $ 19,284
Note payable 18,300
Loan from related party 19,909
Advances 200,000
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Total current liabilities 257,493
COMMITMENTS
STOCKHOLDERS' DEFICIT
Preferred stock, $.0001 par value, 1,000,000 shares
authorized, no shares issued or outstanding
Common stock, $.0001 par value; 50,000,000 shares
authorized, 24,400,000 shares issued and outstanding 2,440
Additional paid in capital 50,560
Deficit accumulated during the development stage (176,576)
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(123,576)
Treasury Stock,18,300,000 common stock (at cost) (18,300)
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Total stockholders' deficit (141,876)
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$ 115,617
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See accompanying independent auditors' report and notes to financial statements
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INTELILABS.COM, INC.
(FORMERLY KNOWN AS QUENTIN ROAD PRODUCTIONS, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
QUARTER ENDED SEPTEMBER 30, 2000 & 1999 AND THE PERIOD FROM
APRIL 20, 1998 (INCEPTION) TO SEPTEMBER 30, 2000
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PERIOD FROM APRIL 20,
1998 (INCEPTION)
SEPTEMBER 30, SEPTEMBER 30, THROUGH
2000 1999 SEPTEMBER 30, 2000
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<S> <C> <C> <C>
Development stage revenue $ 1,817 $ - $ 2,017
Development stage expenses: 45,816 8,301 159,409
Gain on disposal of assets and liabilities 0 - 17,584
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Deficit accumulated during the development stage before
provision of income tax (43,999) (8,301) (174,976)
Provision of Income Tax 800 - 800
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DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE $ (44,799) $ (8,301) $ (175,776)
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BASIC & DILUTED WEIGHTED AVERAGE NUMBER OF
COMMON STOCK OUTSTANDING 24,400,000 24,400,000 24,400,000
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BASIC AND DILUTED NET LOSS PER SHARE $ (0.002) $ (0.000) $ (0.007)
============= ============= =============
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The basic net loss per share has been restated to retroactively effect a forward
stock split in the ratio of eight shares for one share.
See accompanying independent auditors' report and notes to financial statements
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INTELILABS.COM, INC.
(FORMERLY KNOWN AS QUENTIN ROAD PRODUCTIONS, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
QUARTER ENDED SEPTEMBER 30, 2000 & 1999 AND THE PERIOD FROM
APRIL 20, 1998 (INCEPTION) TO SEPTEMBER 30, 2000
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PERIOD FROM
APRIL 20, 1998
FOR THE YEAR ENDED FOR THE YEAR ENDED (INCEPTION) TO
SEPTEMBER 30, 2000 SEPTEMBER 30, 1999 SEPTEMBER, 2000
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CASH FLOWS FROM OPERATING ACTIVITIES:
Deficit accumulated during the development stage $ (44,799) $ (8,301) $ (176,576)
Adjustments to reconcile deficit accumulated during the
development stage to cash used in operating activities
OPERATING ACTIVITIES:
Depreciation and amortization 504 130 610
Gain on disposal of assets & liabilities - - (17,584)
Issuance of shares for consulting & other services - - 3,000
(Increase) / decrease in current assets:
Prepaid expenses & other assets (1,635) 654 (3,210)
Increase / (decrease) in current liabilities:
Accounts payable & accrued expenses (17,883) (963) 37,384
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Net cash used in operating activities (63,813) (8,480) (156,376)
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CASH FLOWS FROM INVESTING ACTIVITIES
(Increase) decrease in investments - - (5,200)
Acquisition of property & equipment (4,928) (2,991) (15,519)
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Net cash used in investing activities (4,928) (2,991) (20,719)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from Advances - - 209,692
Payment on account to a related party 62,352 - (88,986)
Loan from related party 19,909 - 19,909
Proceeds from sale of common stock - - 50,000
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Net cash provided by financing activities 82,261 - 190,615
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NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENT 13,520 (11,471) 13,520
CASH & CASH EQUIVALENT, BEGINNING BALANCE - 22,690 -
------------------ ------------------ ---------------
CASH & CASH EQUIVALENT, ENDING BALANCE $ 13,520 $ 11,219 $ 13,520
================== ================== ===============
SUPPLEMENTAL INFORMATION:
CASH PAID FOR INTEREST $ 79 $ - $ 171
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CASH PAID FOR INCOME TAXES $ - $ - $ -
================== ================== ===============
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING ACTIVITY
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(1) The company issued common stock for consulting and legal services of $3,000
(2) The cashflow statement for 2000 does not include the effect of transfer of
certain assets and liabilities to the old management and purchase of
treasury stock for a note payable of $18,300
See accompanying independent auditors' report and notes to financial statements.
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INTELILABS.COM, INC.
(FORMERLY KNOWN AS QUENTIN ROAD PRODUCTIONS, INC.)
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
FOR THE PERIOD APRIL 20, 1998 (INCEPTION) TO SEPTEMBER 30, 2000
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COMMON STOCK ADDITIONAL TOTAL
NUMBER OF PAID-IN TREASURY ACCUMULATED STOCKHOLDERS'
SHARES AMOUNT CAPITAL STOCK DEFICIT EQUITY (DEFICIT)
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Issuance of Shares to related parties for
consulting fees in period ended June 1998 2,500,000 $ 250 $ 2,250 $ - $ - $ 2,500
Net loss from inception through June 30, 1998 - - - - - - -
----------- ------- --------- ---------- ------------ ----------------
Balance, June 30, 1998 2,500,000 250 2,250 - - 2,500
Issuance of Shares to third parties 500,000 50 49,950 - - 50,000
Issuance of Shares for legal services 50,000 5 495 - - 500
Net loss for the year ended June 30, 1999 - - - - (37,246) (37,246)
----------- ------- --------- ---------- ------------ ----------------
Balance, June 30, 1999 3,050,000 305 52,695 - (37,246) 15,754
Forward stock split 21,350,000 2,135 (2,135) - - -
Purchase of 18,300,000 Shares of Treasury
Stock (at cost) - - - (18,300) - (18,300)
Net loss for the year ended June 30, 2000 - - - - (94,531) (94,531)
----------- ------- --------- ---------- ------------ ----------------
Balance, June 30, 2000 24,400,000 $ 2,440 $ 50,560 $ (18,300) $ (131,777) $ (97,077)
Net loss for the quarter ended September 30, 2000 (44,799) (44,799)
----------- ------- --------- ---------- ------------ ----------------
Balance, September 30, 2000 24,400,000 $ 2,440 $ 50,560 $ (18,300) $ (176,576) $ (141,876)
=========== ======= ========= ========== ============ ================
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See accompanying independent auditors' report and notes to financial statements
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INTELILABS.COM, INC. AND SUBSIDIARIES
(A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
ORGANIZATION AND BASIS OF PRESENTATION:
Intelilabs.com, Inc. (formerly known as Quentin Road
Productions, Inc.) ("The Company"), was incorporated on April
20, 1998 under the law of the State of Delaware. The Company's
activities from inception until September 30, 2000 consisted
primarily of reviewing possible business opportunities and
developing the business model. The Company had minimal revenue
for the quarter ended September 30, 2000 and 1999.
PRINCIPLES OF CONSOLIDATION:
The accompanying financial statements include the accounts of
Intelilabs.com, Inc. (the "Parent"), and its 100% owned
subsidiary in United Kingdom, "Intelilabs.com, limited, UK and
100% owned subsidiary in Pakistan, "Intelilabs.com, (private)
limited". All significant inter-company accounts and
transactions have been eliminated in consolidation.
GOING CONCERN:
The Company's consolidated 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. The Company has no current source of revenue. Without
realization of additional capital, it would be unlikely for the
Company to continue as a going concern. This factor raises
substantial doubt about the Company's ability to continue as a
going concern. Management recognizes that the Company must
generate additional resources to enable it to continue
operations. The Company intends to begin recognizing
significant revenue during the year 2000. Management's plans
also include the sale of additional equity securities. However,
no assurance can be given that the Company will be successful
in raising additional capital. Further, there can be no
assurance, assuming the Company successfully raises additional
equity, that the Company will achieve profitability or positive
cash flow. If management is unable to raise additional capital
and expected significant revenues do not result in positive
cash flow, the Company will not be able to meet its obligations
and will have to cease operations.
6
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INTELILABS.COM, INC. AND SUBSIDIARIES
(A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):
BASIS OF PREPARATION:
The accompanying unaudited condensed consolidated interim
financial statements have been prepared in accordance with
the rules and regulations of the Securities and Exchange
Commission for the presentation of interim financial
information, but do not include all the information and
footnotes required by generally accepted accounting
principles for complete financial statements. The audited
consolidated financial statements for the two years ended
June 30, 2000 was filed on November 20, 2000 with the
Securities and Exchange Commission and is hereby referenced.
In the opinion of management, all adjustments considered
necessary for a fair presentation have been included.
Operating results for the three month period ended September
30, 2000 are not necessarily indicative of the results that
may be expected for the year ended June 30, 2001.
7
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PART I - FINANCIAL INFORMATION CONTINUED
Item 2 Management's Discussion and Analysis of Financial Condition and Results
of Operations
MANAGEMENT'S DISCUSSION AND ANALYSIS
The following discussion contains figures relating to plans,
expectations, future results, performance, events or other matters that are
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended. When used in the Plan of Operations (see section
below), words such as "estimate", "project", "intend", "expect", "anticipate"
and similar expressions are intended to identify forward-looking statements.
Such forward-looking statements involve numerous risks and uncertainties
pertaining to technology, development of the Company's products, and markets for
such products, timing and level of customer orders, competitive products and
pricing, changes in economic conditions and markets for the Company's products
and other risks and uncertainties. Actual results, performance and events are
likely to differ and may differ materially and adversely. Investors are
cautioned not to place undue reliance on these forward-looking statements which
speak only as to the date of the Plan of Operations, being September 30, 2000,
the date of the Company's last-completed Quarter. The Company undertakes no
obligation to release or deliver to investors revisions to these forward-looking
statements to reflect events or circumstances after the date of the Plan of
Operations, the occurrence of unanticipated events or other matters.
PLAN OF OPERATION
In June 2000, following the establishment of the Company's new
management, Intelilabs.com entered into the Mandiff Service Agreement with
Knightrider Investments, of Nassau, Bahamas. This agreement provides for
Intelilabs to receive $300,000 for providing Mandiff consulting services to
Knight rider Investments. As required by this agreement Knight rider Investments
paid the Company $200,000 on the effective date of the agreement. This $200,000
will be the primary source of revenue for Intelilabs for the year 2000. The
Company did not receive any significant revenue for the quarter ending June 30
2000 and 1999.
The Development stage expenses for the quarter ended September 30
2000 amounted to $45,816 as compared to $8,301 for the quarter ended September
30 1999
The deficits accumulated during the development stage before
provision of income tax amounted to $43,999 as compared to $8,301 in the quarter
ended September 30 1999. Deficit accumulated during the development stage after
income tax amounted to $44,799 as compared to $8,301 for the quarter ended
September 30, 1999.
LIQUIDITY AND CAPITAL RESOURCES
As can be seen from the Financials presented , $ 89,086.00 is still
available as of Septemebr 30, 2000, from the fund received from Knightrider
investments. The Company expects to receive the remaining $ 100,000 by the end
of second quarter of the fiscal year 2001. In addition to receiving this
revenue, the Company is also planning to raise funds through a private placement
of shares to accredited investors. The Company hopes to raise $2,500,000 in this
private placement, but there is no guarantee that the Company will be able to
raise this money.
The Company expects its capital needs for operating its Southern
California office to be approximately $20,000 per month for the fiscal year
2001. The Company expects its capital needs for its offshore operations to also
be in the range of $10,000 per month. However, the Company may launch a
marketing campaign in the fall of 2000 that could increase its capital needs per
month to $70,000.
8
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The Company does not believe that inflation has had a significant
impact on its operations since inception of the Company.
On August 16, 2000, Intelilabs.com Limited ("Intelilabs-U.K") was
formed in London, England. Intelillabs-UK is a wholly-owned subsidiary of the
Company and was created to market the Company's web development and incubation
services in the European markets. Intelilabs-U.K. was incorporated as choqs361,
Inc. on June 13, 000, was acquired by the Company on August 9, 2000, and changed
its name to Intelilabs.com Limited on August 16, 2000.
On August 26, 2000, Intelilabs.com Limited ("Intelilabs-Pakistan") was
incorporated in Pakistan. Intelilabs-Pakistan is a wholly-owned subsidiary of
the Company. Intelilabs-Pakistan was formed to perform off-shore software and
web development work for the Company's clients.
9
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
To the best knowledge of management, there are no litigation matters
pending or threatened against the Company which are not in the ordinary course
of business.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
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
(A) EXHIBITS
23.1 Consent of Independent Public Accountants, dated July 27, 1999
27.1 Financial Data Schedule
(B) REPORTS ON FORM 8-K
On July 13, 2000 the Company reported on Form 8-K the resignation of
officers and directors and the appointment of a new management team.
On August 30, 2000, the Company reported on Form 8-K a change in its
certifying public accountant.
10
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SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934,
as amended, the Registrant caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.
DATED: NOVEMBER 20, 2000 INTELILABS.COM, INC.
/s/ Zain Effendi
----------------------------------
By: Zain Effendi
Its: President and Chief Executive Officer
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