<PAGE>
- -------------------------------------------------------------------------------
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 quarterly period 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 0-27373
---------------------------------------------------
ISA INTERNATIONALE INC.
(Exact name of registrant as specified in its charter)
DELEWARE 41-1925647
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1601 EAST HIGHWAY 13, SUITE 100 55337
BURNSVILLE, MINNESOTA (Zip Code)
(Address of principal
executive offices)
(612) 736-0619
(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
---- -----
-------------------------------------------
On May 15, 2000, there were 14,382,215 shares of the Registrant's common
stock, par value $.01 per share, outstanding.
<PAGE>
ISA INTERNATIONALE INC.
FORM 10-QSB
MARCH 31, 2000
<TABLE>
<CAPTION>
TABLE OF CONTENTS
Page
Number
------
PART I. FINANCIAL INFORMATION
<S> <C>
Item 1. Financial Statements
Balance Sheets as of March 31, 2000 and December 31, 1999.................... 6
Statements of Operations for the Three Months Ended March 31,
2000 and 1999........................................................... 7
Statements of Cash Flows for the Three Months Ended
March 31, 2000 and 1999................................................. 8
Notes to Financial Statements................................................ 9-10
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations..................................... 11-14
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K ............................................ 15
SIGNATURES ....................................................................................
INDEX TO EXHIBITS
............................................................................................... 17
</TABLE>
2
<PAGE>
- -------------------------------------------------------------------------------
PART I. FINANCIAL INFORMATION
- -------------------------------------------------------------------------------
ITEM 1. FINANCIAL STATEMENTS
3
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARIES
Condensed Consolidated Financial Statements
March 31, 2000
Unaudited
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARIES
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Consolidated Balance Sheets 1
Consolidated Statements of Operations 2
Consolidated Statements of Cash Flows 3
Notes to Consolidated Financial
Statements 4
</TABLE>
<PAGE>
ISA INTERNATIONALE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
---------------------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 245,649 260,807
Other current assets 707 286,000
---------------------------------------
Total current assets 246,356 546,807
Property, plant and equipment, net of depreciation 263,338 279,410
Deposits 180,423 90,423
Net noncurrent assets of discontinued operations 43,530 45,421
---------------------------------------
$ 733,647 962,061
=======================================
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable $ 130,830 147,913
Net current liabilities from discontinued operations 201,675 159,952
Other current liabilities 80,837 41,725
---------------------------------------
Total current liabilities 413,342 349,590
Deferred lease costs 69,334 77,077
Security deposits 14,908 14,908
Convertible debentures payable 1,490,788 986,000
---------------------------------------
Total liabilities 1,988,372 1,427,575
Shareholders' equity (deficit)
Common stock, .0001 par value. Authorized 30,000,000 shares; 1,438 1,438
issued and outstanding 14,382,215 shares in 2000 and 1999.
Additional paid in capital 2,904,482 2,566,032
Accumulated deficit (4,160,645) (3,032,984)
---------------------------------------
Total shareholders' equity (deficit) (1,254,725) (465,514)
---------------------------------------
$ 733,647 962,061
=======================================
</TABLE>
See notes to consolidated financial statements
Page 1
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARIES
CONSOLIDATED INCOME STATEMENT
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31,
--------------------------------------------
2000 1999
------------------- -------------------
<S> <C> <C>
Net sales $ -- 34,109
Cost of goods sold -- 20,923
--------------------------------------------
Gross Profit -- 13,186
Operating expenses
Selling and marketing -- 58,152
Engineering and programming 122,553 301,593
Warehousing and shipping -- 30,810
General and administrative 967,423 212,557
Depreciation 13,184 18,626
--------------------------------------------
Operating earnings (loss) (1,103,160) (608,552)
Interest income (expense), net (46,201) 726
Other income (expense), net 12,294 --
--------------------------------------------
LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES (1,137,067) (607,826)
Income taxes -- --
LOSS FROM CONTINUING OPERATIONS (1,137,067) (607,826)
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAX 9,405 (2,866)
------------------- -------------------
--
--------------------------------------------
NET LOSS $ (1,127,662) (610,692)
=========================================================================================================
Net income (loss) per share - basic and diluted
Continuing operations $ (0.08) (0.04)
Discontinued operations 0.00 (0.00)
Net loss (0.08) (0.04)
=========================================================================================================
Weighted average shares of common stock outstanding:
Basic and diluted 14,382,215 14,382,215
=========================================================================================================
</TABLE>
See notes to consolidated finanacial statements
Page 2
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARIES
CONSOLIDATED CASH FLOW STATEMENTS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
--------------------------------------------
2000 1999
------------------- -------------------
<S> <C> <C>
CASH FLOWS FROM OPERATIONS:
Loss from continuing operations $ (1,137,067) (607,826)
Adjustments to reconcile loss from
continuing operations to cash
used in operations:
Non-cash compensation related to stock option issuance 338,450
Depreciation 13,184 18,626
Amortization of discount of note receivable 24,148
Amortization of deferred lease costs (12,661)
Changes in operating assets and liabilities
Accounts receivable -- (28,307)
Other current assets 285,293 1,003
Deposits (90,000) --
Accounts payable (17,083) 48,799
Other current liabilities 39,112 17,229
Deferred rent 4,919 --
--------------------------------------------
Cash by used in continuing operations (551,705) (550,476)
Cash provided by discontinued operations 51,128
--------------------------------------------
Cash used in all operations (500,577) (550,476)
Cash flows from investing activities:
Proceeds from equipment sales 2,888
Capital expenditures (12,433)
Discontinued operations 1,891 --
--------------------------------------------
CASH PROVIDED BY INVESTING ACTIVITIES $ 4,779 (12,433)
--------------------------------------------
Cash flows from financing activities:
Proceeds from issuance of convertible debentures 480,640
Proceeds from common stock warrants exercises -- 476,990
--------------------------------------------
CASH PROVIDED BY FINANCING ACTIVITIES $ 480,640 476,990
--------------------------------------------
Net decrease in cash and cash equivalents (15,158) (85,919)
Cash and cash equivalents at beginning of period 260,807 175,186
--------------------------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 245,649 89,267
===========================================
Supplemental disclosure of non-cash items:
Gold bullion received in exchange for common stock
warrant exercises $ 649,050
</TABLE>
See notes to consolidated finanacial statements
Page 3
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
1. BASIS OF PRESENTATION
In the Company's opinion, the accompanying unaudited consolidated
financial statements contain all adjustments (consisting of only
normal recurring adjustments, except as noted elsewhere in the
notes to the consolidated financial statements) necessary to
present fairly its financial position as of March 31, 2000, and
the results of its operations and cash flows for the three months
ended March 31, 2000 and 1999. These statements are condensed and,
therefore, do not include all of the information and footnotes
required by generally accepted accounting principles for complete
financial statements. The statements should be read in conjunction
with the consolidated financial statements and footnotes included
in the Company's Annual Report on Form 10KSB for the year ended
December 31, 1999. The results of operations for the three months
ended March 31, 2000, are not necessarily indicative of the
results to be expected for the full year.
2. NATURE OF BUSINESS
ISA Internationale Inc.'s (the Company) strategy is to develop,
produce, and broadcast home shopping programming nationally and
internationally via satellite, cable, and the internet. During
1999, the Company commenced operations as a precious metal bullion
and coin distributor. In May, 2000, the Company approved a plan to
discontinue these operations and have reported these operations
within these financial statements as discontinued operations.
In 2000, the Company changed the name of its wholly owned
subsidiary from Internationale Shopping Alliance Incorporated to
ShoptropolisTV.com.
3. NEW ACCOUNTING PRONOUNCEMENTS
During 1998, the Financial Accounting Standards Board (FASB)
issued SFAS No. 133, ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND
HEDGING ACTIVITIES, which establishes new standards for
recognizing all derivatives as either assets or liabilities and
measuring those instruments at fair value. SFAS No. 137,
ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING
ACTIVITIES--DEFERRAL OF THE EFFECTIVE DATE OF FASB STATEMENT NO.
133, changed the effective date to fiscal years beginning after
June 15, 2000. The Company will be required to adopt the new
standard beginning with the first quarter of fiscal 2001. The
impact of adoption on the Company's financial statements has not
yet been determined.
In December 1999, the Securities and Exchange Commission (SEC)
issued Staff Accounting Bulletin (SAB) No. 101 which provides the
staff's views in applying generally accepted accounting principles
to selected revenue recognition issues. On March 24, 2000, the SEC
issued SAB No. 101A, (DEFERRAL OF THE EFFECTIVE DATE OF SAB 101)
AND IMPLEMENTATION ISSUES RELATED TO SAB 101 which defers the
effective date of SAB 101 by one quarter for certain registrants.
SAB 101 is now effective beginning the second quarter of all
fiscal years beginning after December 15, 1999 for registrants
with fiscal years that begin between December 16, 1999 and March
15, 2000. The Company will be required to adopt the guidance of
this bulletin, beginning with the second quarter of fiscal 2000.
The impact of adoption on the Company's financial statements has
not yet been determined.
4 (Continued)
<PAGE>
ISA INTERNATIONALE INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
4. DISCONTINUED OPERATIONS
In May 2000, the Company developed and is currently implementing
a plan to dispose of its wholly owned subsidiary, International
Strategic Assets, Inc. (the Subsidiary) through a sale to an
individual who is an officer and director of the Company. The sale
price will be approximately $175,000 and the assumption of all
debt related to the operation of the Subsidiary as well as loans
made to the Subsidiary. The $175,000 will be paid $100,000 upon
closing with the remainder due within six months of the closing.
The Company has determined that the sale will result in a gain of
approximately $375,000 to the Company after providing for expected
and anticipated losses from March 31, 2000 to the date of sale,
anticipated to be no later than June 30, 2000. This projected gain
will be recognized at the time of closing. All related assets of
the discontinued operations have been separately reflected in
these consolidated financial statements.
5. LIQUIDITY AND GOING CONCERN MATTERS
The Company has incurred losses since its inception and, as a
result, has an accumulated deficit of $4,160,645 at March 31,
2000. The Company's ability to continue as a going concern depends
upon successfully obtaining sufficient financing to maintain
adequate liquidity and provide for capital expansion until such
time as operations produce positive cash flow. The accompanying
consolidated financial statements have been prepared on a going
concern basis which assumes continuity of operations and
realization of assets and liabilities in the ordinary course of
business. The consolidated financial statements do not include any
adjustments that might result if the Company was forced to
discontinue its operations.
The Company has issued an additional $50,000 of convertible
debentures since March 31, 2000. While the Company plans to seek
additional financing under this arrangement, there can be no
assurance that such financing will be consummated.
The Company plans to obtain additional equity financing through
the issuance of additional shares of common stock. There can be no
assurance that such financing will be consummated.
5 (Continued)
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FORWARD LOOKING STATEMENTS
The information herein contains certain forward looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities and Exchange Act of 1934, as amended, which are
intended to be covered by the safe harbors created thereby. Investors are
cautioned that such forward looking statements involve risks and uncertainties,
including, without limitation, the Company's need to obtain significant
additional working capital in order to pursue its business strategy, risks
associated with developing a new business, a history of operating losses,
unanticipated changes in costs of doing business and obtaining merchandise,
changes in governmental regulations, increases in labor costs and employee
benefits, competition and pricing, need for market acceptance of a new business
concept, and general economic and market conditions, as well as other factors
set forth in the Company's Annual Report on Form 10-KSB for the year ended
December 31, 1999. Such risks and uncertainties may cause the Company's actual
results, levels of activity, performance or achievements to be materially
different from those future results, levels of activity, performance or
achievements expressed or implied by such forward-looking statements. Although
the Company believes that the assumptions and expectations reflected in these
forward looking statements are reasonable, any of the assumptions and
expectations could prove inaccurate or may not be achieved, and accordingly
there can be no assurance the forward looking statements included in this Form
10-QSB will prove to be accurate. In view of the significant uncertainties
inherent in these forward looking statements, their inclusion herein should not
be regarded as any representation by the Company or any other person that the
objectives, plans, and projected business results of the Company will be
achieved.
Generally, such forward looking statements can be identified by
terminology such as "may," "anticipate," "expect," "will," "believes,"
"intends," "estimates," "plans," or other comparable terminology.
OVERVIEW
Through its wholly-owned subsidiary, ShoptropolisTV.com, Inc. (f/k/a
Internationale Shopping Alliance Inc.) ("STV"), ISA Internationale Inc. (the
"Company") is primarily engaged in the development of a multimedia home shopping
network offering in-home shoppers a convenient electronic shopping experience
through broadcast television, cable, satellite or the Internet, and featuring a
broad variety of high-quality, moderately priced, unique consumer products. The
STV shopping network is still in the development and production stage and has
not yet commenced operation.
The Company was incorporated in Delaware in 1989 under a former name,
and was inactive at the time of its May 1998 reorganization through a merger
with ShoptropolisTV.com, Inc., which is now a wholly-owned subsidiary of the
Company. In connection with the merger, the former shareholders of this
subsidiary acquired 89% of the outstanding common stock of the Company through a
stock exchange in which the Company issued 11,772,600 shares of its common stock
in exchange for all of the outstanding common stock of ShoptropolisTV.com, Inc.
The merger was effected as a reverse merger for financial statement and
operational purposes, and accordingly, the Company regards its inception as
being the incorporation of ShoptropolisTV.com, Inc. on October 7, 1997.
The Company incorporated a second wholly-owned subsidiary,
International Strategic Assets, Inc., in March 1999. Since its formation,
International Strategic Assets, Inc. has been engaged in direct sales via
outbound telemarketing of precious metals consisting of mainly gold and silver
coins and bars. In May 2000, the Company approved a plan to discontinue
operation of its precious metals business, and the Company is currently
evaluating a proposal to sell such business to Mr. Ronald Wolfbauer, an
officer and director and insider of the Company. Based on initial negotiations,
the purchase price would consist of approximately $175,000 in
<PAGE>
cash, payable over a six month period and the assumption of all debt related
to the operation of precious metals subsidiary. There can be no assurance
that the proposed sale of International Strategic Assets Inc. will take place
on the terms described above, or that if such sale is not consummated, that
the Company will successfully sell such business on any terms.
RESULTS OF CONTINUING OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND
1999
SALES. The Company had no sales from continuing operations during the
three months ended March 31, 2000. Compared to sales of $34,109 from continuing
operations for the three months ended March 31, 1999, consisting solely of
revenues from the Company's test launch of its TV shopping network which
commenced at the end of 1998. Following the discontinuation of the Company's
precious metals business, the Company's continuing operations consist solely of
the ongoing development of its home shopping network and website. The Company
does not anticipate receiving any revenues from such activities until the
development is complete and its operations have been funded.
GROSS PROFIT. Since the Company did not record any sales from
continuing operations during the three months ended March 31, 2000, the Company
did not record any cost of goods sold or gross profit for the period. The
Company's cost of goods sold for the three months ended March 31, 1999 were
$20,923, resulting in a gross profit from continuing operations of $13,186, or
39% of sales for the period.
OPERATING EXPENSES. Operating expenses related to continuing
operations for the three months ended March 31, 2000 were $1,103,160 compared
to $608,552 for the same period in 1999. This increase in operating expense
was due mainly to the increase in costs associated with the continued
development of the Company's STV home shopping network operations non-cash
compensation related to stock option grants to certain employees of the
Company. General and administrative costs increased to $967,423 during the
three months ended March 31, 2000, compared to $212,557 for the same period
in 1999. This increase was primarily attributable to costs of production and
development of the Company's programming and website content and increased
salary expenses incurred in connection with the development of the Company's
shopping network. As well as non-cash compensation related to stock option
grants to certain empolyees of the Company. The increase in general and
administrative costs were partially offset by lower selling, engineering and
warehousing costs, which reflects the Company's lack of sales activity for
the period. The Company anticipates that its operating expenses will increase
significantly in future periods due to the expenses associated with
developing and operating its home shopping network.
LOSSES. Net losses from continuing operations for the three months
ended March 31, 2000 were $1,137,067 compared to $607,826 for the three months
ended March 31, 1999. The net losses in each period were due primarily to the
considerable working capital expenses required to implement the Company's
strategy for the development of its home shopping network.
DISCONTINUED OPERATIONS
In May, 2000, the Company approved a plan to discontinue the
operation of its precious metals business, and the Company is currently
evaluating a proposal to sell such business to Mr. Ronald Wolfbauer, an
officer and director and insider of the Company. Based on initial negotiations,
the purchase price would consist of approximately $175,000 in cash, payable
over a six month period and the assumption of all debt related to the
operation of precious metals subsidiary. The Company has determined that the
sale will result in a gain of approximately $375,000 to the Company after
providing for expected and anticipated losses from March 31, 2000 to the date
of sale, which is anticipated to be no later than June 30, 2000. The
projected gain will be recognized at the time of closing. All related assets
of the discontinued operations have been separately reflected in the
condensed consolidated financial statements filed as a part of this Form
10-QSB.
Such financial statements reflect that income from the discontinued
operations for the three months ended March 31, 2000 was $9,405, compared to a
loss of $2,866 for the three months ended March 31, 1999.
<PAGE>
Such income and loss information has been prepared based on the specific
sales, cost of goods sold and operating expense attributable to the precious
metals business.
LIQUIDITY AND CAPITAL RESOURCES
ISA has obtained its capitalization primarily through the sale of its
equity securities to a limited group of private investors known to management of
ISA. Between the inception of ISA in 1997 through December 31, 1997, ISA raised
$400,000 in cash through the sale of its common stock with accompanying
warrants. In calendar year 1998, ISA raised an additional $833,376 in cash
through sales of common stock and common stock with accompanying warrants.
During a period from January through February 1999, ISA raised a total of
$1,171,040 through the exercise of outstanding warrants by existing
shareholders, of which $522,490 was in cash and $649,050 was in gold bullion and
coins transferred to ISA. Such gold bullion and coins were immediately liquid to
ISA, and have since been converted to cash. From September 1999 through March
2000, the Company raised $1,490,788 through the sale of convertible unsecured
debentures.
As of March 31, 2000, the Company had current assets of approximately
$246,356, consisting of $245,649 in cash and $707 in other current assets. At
the same time, the Company had $413,342 in current liabilities, consisting of
$130,830 in accounts payable, $201,675 in current liabilities from discontinued
operations and $80,837 in other current liabilities. As such, the Company had a
working capital deficit of $166,986 as of March 31, 2000. The Company's
long-term liabilities on March 31, 2000 consisted of the outstanding principal
amount of the debentures totaling $1,490,788 and deferred lease costs and
security deposits of $84,242.
The Company had no capital expenditures from its inception in October
1997 to yearend 1997. During the year ended December 31, 1998, the Company
incurred capital expenditures totaling $434,614, primarily for data processing
hardware and software systems, telemarketing and computer telephone equipment,
and broadcast and studio equipment for the Company's home shopping TV network
including extensive satellite uplink transmission equipment. During the year
ended December 31, 1999, the Company incurred capital expenditures of $78,844
primarily for equipment for its precious metals sales and administrative offices
in suburban Minneapolis/St. Paul.
For the three months ended March 31, 2000, the Company had a net
decrease in cash of $15,158, which was attributable primarily to operating
losses of $1,103,160 related to the development of its home shopping network
concept and facility, offset by increases in other liabilities and long term
debt.
The Company's current capital resources are not sufficient to supports
its planned development and operations. The Company believes that its current
capital is sufficient to support its current operations for approximately 30
days, and the Company will not be able to continue the development of its STV
home shopping network and related website or commerce operations thereof unless
the Company is able to raise substantial additional capital. Anticipated capital
expenditures for the development and ultimate operation of the STV shopping
network include equipment purchases and leases, leasehold improvements, salaries
and wages and general working capital. Currently, the Company estimates that
approximately $6,000,000 of additional capital is necessary to commence and
support the operation of the STV shopping network.
The Company is continuing to seek additional sources of debt or equity
financing. There can be no assurance that the necessary additional financing
will be available when needed by the Company, or that such capital will be
available on terms acceptable to the Company. If the Company is unable to obtain
sufficient financing or to generate funds from operations sufficient to meet its
operating and development needs, the Company will be unable to implement its
current plans or continue its operations. As a result of the Company's history
of operating losses and its need for significant additional capital, the reports
of the Company's independent auditors on the Company's consolidated financial
statements for the years ended December 31, 1999 and 1998, and the notes to the
condensed consolidated financial statements included in
<PAGE>
this Form 10-QSB, include an explanatory paragraph concerning the Company's
ability to continue as a going concern.
INCOME TAX BENEFIT
The Company has an income tax benefit from net operating losses which
is available to offset any future operating profits. None of this benefit was
recorded in the accompanying financial statements as of March 31, 2000 and 1999.
IMPACT OF INFLATION
The Company believes that inflation has not had any effect on its
development or operations since its inception in 1997. Furthermore, the Company
does not believe inflation will have any material effect for the foreseeable
future. In any event, the Company believes it can offset any future inflationary
increases in the cost of goods and labor by increasing its sales and thereby
improving its operating efficiencies through economies of scale. The Company is
currently evaluating the possible divestiture of its precious metals business
through a sale of such business or by other appropriate means.
<PAGE>
- -------------------------------------------------------------------------------
PART II. OTHER INFORMATION
- -------------------------------------------------------------------------------
ITEM 1. LEGAL PROCEEDINGS
None.
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 AND REPORTS ON FORM 8-K
(a) EXHIBITS. The exhibits to this quarterly report on Form 10-Q are listed
in the exhibit index beginning on page __.
(b) FORM 8-K. The Company filed no reports on Form 8-K during the three
months ended March 31, 2000.
4
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ISA INTERNATIONALE INC.
/s/ Gerald J. Durand
---------------------------------
Gerald J. Durand
Chief Executive Officer and
President
May 15, 2000 /s/ Bernard L. Brodkorb
---------------------------------
Bernard L. Brodkorb
Chief Financial Officer and
Treasurer
(Chief Accounting Officer)
5
<PAGE>
ISA INTERNATIONALE INC.
INDEX TO EXHIBITS
- ---------------------------------------------------------------------------
27.1 Financial Data Schedule for the Three Months Ended March 31, 2000
(filed herewith electronically).
6
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED INCOME SHEET STATEMENTS OF OPERATIONS AND CASH FLOWS AND ALL
ACCOMPANYING NOTES AND IS QUALIFIED IN ITS ENTERETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 245649
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 246356
<PP&E> 344388
<DEPRECIATION> 81050
<TOTAL-ASSETS> 733647
<CURRENT-LIABILITIES> 413342
<BONDS> 1490788
0
0
<COMMON> 1438
<OTHER-SE> 2904482
<TOTAL-LIABILITY-AND-EQUITY> (1254725)
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 1103160
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 46201
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (1137067)
<DISCONTINUED> 9405
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1127662)
<EPS-BASIC> (.08)
<EPS-DILUTED> (.08)
</TABLE>
