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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-QSB
(Mark One)
/ X / QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the quarterly period ended March 31, 2000
OR
/ / TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the transition period from __________ to __________
Commission file number 000-27615
CREATIVE PRODUCTS INTERNATIONAL
(Name of small business issuer in its charter)
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DELAWARE 52-2158936
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
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3317 3RD AVE S, SEATTLE, WASHINGTON 98134
(principle executive offices)
(206) 264-1005
(issuer's telephone number, including area code)
------------------------------------
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.01 par value
Warrants to purchase common stock
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
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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEEDING FIVE YEARS
Not applicable
APPLICABLE ONLY TO CORPORATE REGISTRANTS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable. As of December 31, 1999, the Registrant
had 1,912,204 shares of Common Stock outstanding.
Transitional Small Business Disclosure Format (check one) Yes No X
--- ---
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CREATIVE PRODUCTS INTERNATIONAL, INC
(A DEVELOPMENT STAGE COMPANY)
FORM 10-QSB
FOR THE QUARTER ENDED MARCH 31, 2000
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<CAPTION>
INDEX PAGE NUMBER
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PART I: FINANCIAL INFORMATION
Item 1 Balance Sheet at March 31, 2000........................................................3
(unaudited for March 31, 2000 Period)
Statement of Operations for the period
ended March 31, 2000 (unaudited).............................................4
Statement of Stockholders Equity.......................................................5
Statement of Cash Flows for the period
ended March 31, 2000 (unaudited)..............................................6
Item 2 Notes to Financial Statements..........................................................7
Item 3 Management's Discussion and Analysis of Financial Condition and
Results of Operations.........................................................7
PART II: OTHER INFORMATION
Item 1 Legal Proceedings.....................................................................10
Item 2 Changes in Securities.................................................................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..............................................................................10
</TABLE>
2
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PART I
FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
CREATIVE PRODUCTS INTERNATIONAL, INC
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
MARCH 31, 2000
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<CAPTION>
March 31st
ASSETS
<S> <C>
Current assets:
Cash $252,403
---------
Total current assets 252,403
Other assets
Intangible assets, net 151,646
Technological assets, net 93,150
Prepaid expenses 19,800
---------
Total other assets 264,596
TOTAL ASSETS $517,000
=======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable 8,266
Accrued liabilities 31,250
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Total liabilities 39,516
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Stockholders' equity
Common stock 19,122
Additional paid in capital 515,730
Accumulated deficit (57,368)
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Total stockholders equity 477,484
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $517,000
=========
</TABLE>
See accompanying notes to financial statements
3
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CREATIVE PRODUCTS INTERNATIONAL, INC
(A DEVELOPMENTAL STAGE COMPANY)
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
TOTAL
ACCUMULATED
DURING THE
DEVELOPMENT
1-JAN-00 STAGE
TO MAR 25 99 TO
31-MAR-00 MARCH 31 2000
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<S> <C> <C>
Operating Expenses
Amortization $ 8,717 $ 18,056
expense
Accounting fees $ 6,681 $ 6,681
Salaries $ 4,965 $ 4,965
Other $ 1,350 $ 1,350
Officer salaries $ 6,250 $ 31,250
Total operating $ 27,963 $ 62,302
expense
Net Loss from Operations $ (27,963) $ (62,302)
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Other
Income/Expense
Interest Income $ 3,733 $ 4,933
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Total other income $ 3,733 $ 4,933
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Net Loss $ (24,230) $ (57,368)
============== ==============
Net loss per common share $ (0.01) $ (0.03)
</TABLE>
See accompanying notes to financial statements
4
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CREATIVE PRODUCTS INTERNATIONAL, INC
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS EQUITY
<TABLE>
<CAPTION>
DEFICIT
ACCUMULATED
ADDITIONAL DURING THE
DATE OF NUMBER PAID-IN DEVELOPMENT
TRANSACTION OF SHARES PAR VALUE CAPITAL STAGE TOTAL
----------- --------- --------- --------- ------------ -----------
<S> <C> <C> <C> <C> <C> <C>
Shares issued to parent for cash 25-Mar-99 1 $ - $ 50,000 $ - $ 50,000
Intangible assets contributed by 30-Jun-99 $ 165,652 $ - $ 165,652
parent at historical cost
Shares issued to parent for cash 27-Sep-99 1,528,204 $ 15,282 $ 284,718 $ - $ 300,000
Shares issued to officer for cash Oct 4,1999 384,000 $ 3,840 $ 15,360 $ - $ 19,200
Net Loss Quarter Ended March 31, 2000 0 $ - $ - $ (24,230) $ (24,230)
Net Loss Inception through Dec 31, 1999 0 $ - $ - $ (33,138) $ (33,138)
- ---------- ---------- ----------- -----------
Balance March 31, 2000 1,912,204 $ 19,122 $ 515,730 $ (57,368) $ 477,484
</TABLE>
See accompanying notes to financial statements
5
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CREATIVE PRODUCTS INTERNATIONAL, INC
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
TOTAL
ACCUMULATED
DURING THE
DEVELOPMENT
1-JAN-00 STAGE
TO MAR 25 99 TO
31-MAR-00 MARCH 31 2000
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<S> <C> <C>
Cash flows from Operating Activities
Net Loss $ (24,230) $ (57,369)
Prepaid expenses $ (19,800) $ (19,800)
Accounts payable $ 8,266 $ 8,266
Accrued salaries payable $ 6,250 $ 31,250
Amortization expense $ 8,717 $ 18,056
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Net cash provided from operating activities $ (20,797) $ (19,597)
Cash flows from Financing Activities
Proceeds from issuance of common stock to parent $ - $ 350,000
Proceeds from issuance of common stock to officer $ - $ 19,200
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Net cash provided from Financing Activities $ - $ 369,200
Cash flows from Investing Activities
Purchase of Web Technology $ (97,200) $ (97,200)
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Net cash provided from Investing Activities $ (97,200) $ (97,200)
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Increase/(Decrease) in Cash $ (117,997) $ 252,403
Cash at Beginning of Period $ 370,400 $ -
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Cash at End of Period $ 252,403 $ 252,403
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</TABLE>
See accompanying notes to financial statements
6
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CREATIVE PRODUCTS INTERNATIONAL, INC
(A DEVELOPMENT STAGE COMPANY)
MARCH 31, 2000
ITEM 2 NOTES TO FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Creative Productions International Inc, ("the Company") which was
incorporated on March 25, 1999, is in the development stage. The Company's
objective is to commercialize certain Internet-based coupon, promotion and
coupon redemption merchandising services to consumer production manufacturers
as well as other multi-medium bases interactive educational products for
young children and their parents.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The interim period financial statements contained herein have been prepared
by the Registrant pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. These interim period statements
should be read together with the audited financial statements and
accompanying notes included in the Registrants latest annual report on Form
10-K for the year ended December 31, 1999. In the opinion of the Registrant,
the unaudited financial statements contained herein contain all adjustments
necessary in order to present a fair statement of the results for the interim
periods presented.
ITEM 3: MANAGEMENTS DISCUSSION AND ANALYSIS OF CREATIVE PRODUCTS OPERATION
The following analysis of the results of operations and financial condition
of the Company should be read in conjunction with financial statements,
including the notes thereto, of the Company contained elsewhere in this form
10-QSB.
OVERVIEW
Creative Products is a development stage company organized to commercialize
certain educational and consumer products geared to children under the age of
six, as well as other Internet-based promotion, marketing, and merchandising
businesses. The Companys first internet businesses, developed under the names
Coupons4Everything.com and ePromo Networks intends to offer fully integrated
manufacturers coupons and rebate distribution and process services for client
consumer product manufacturers. C4e seeks to be the largest source for brand
name coupons and rebates for home consumers to use for both off-line and
on-line purchases. Income will be generated by coupon and ad listing fees
paid by manufacturers to C4e and by referral fees of product purchases paid
by on on-line retailer which accepts manufacturers coupons. Epromo Networks
is developing coupon redemption processing services for on-line transactions
processing data for all online coupons.
RESULTS OF OPERATIONS
Since inception, there has been limited activity in terms of revenue and
expense generation. The Company has generated $3,733 in interest income for
the quarter ended March 31, 2000. Revenues from the sale of interest-related
advertising are not expected until the second half of the current fiscal
year. There is no assurance that the Company will be able to generate
sufficient revenues to offset its liabilities. There was no quarter ended
March 31, 199 for management to prepare a comparison of operating results
Total operating expenses for the quarter ended March 31, 2000 was $27,963.
Interest income was offset by accrued officer's salary of $6,250, other
salary expenses of $4,965, and software training expense of $1,350. In
addition, the Company incurred accounting fees of $6,681. During the period,
the Company purchased certain content management software for its planned
website for coupon and rebate consumer distribution of $8,717.
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As a result of the foregoing, the Company generated a net loss of $24,230 for
this quarter of its fiscal year. The net loss per share during the Company's
quarter was ($.01).
The Company's liquidity and capital resources at March 31, 2000 consisted of
cash of $252,403 which was held primarily in interest bearing accounts. The
Company is seeking new sources of equity to continue its development
activities. There is no assurance that Creative Products will be able to
secure additional financing, through debt or equity, which is required to
complete development of its products, organize a workable internet website
that can accept product orders or develop income producing promotional
business or ultimately implement its retail product commercialization plan.
On April 14, 2000, the stock market experienced what many analysts refer to
as a correction, affecting primarily technology stocks. Many of these
technology stocks offer various web-related services, and may not be
generating profits or adequate cash flow to support their long-term business
activity. This correction may affect the Company's ability to raise capital
for its intended operations.
STOCK-BASED COMPENSATION
The Company adopted a stock-based compensation plan in 1999. The plan
provides for options to be granted to officers, directors and employees to
acquire a maximum of 1,000,000 shares of the Company's stock. Compensation
cost for stock options is measured as the excess, if any, of the value of the
Company's stock at the date of the grant over the amount an employee is
required to pay for the stock. The Company did not award any stock options
during the period.
LOSS PER SHARE
SFAS 128 establishes standards for computing and presenting earnings per
share ("EPS") and applies to entities with publicly held common stock or
potential common stock. In accordance with SFAS No 128, the computation of
diluted EPS shall not assume conversion, exercise or contingent issuance of
securities that would have antidilutive effect on earnings per share. SFAS No
128 also states that although including those potential common shares in the
other diluted-per-share computations may be dilutive to their comparable
basic per-share amounts, no potential common shares shall be included in the
computation of any diluted per-share amount when a loss from continuing
operations exist, even if the entity reports net income.
Due to the net loss position of the Company, only the basic net loss per
common share is presented on the face of the statements of operations for the
period ended March 31, 2000
OPERATING LEASE
The Company entered into a non-cancelable five-year lease for its facilities,
beginning April 1, 2000. The future minimum lease payments are as follows:
<TABLE>
<CAPTION>
<S> <C>
2000 $ 43,200
2001 59,760
2002 62,748
2003 65,885
2004 69,176
Thereafter 17,507
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$ 318,276
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</TABLE>
FORWARD-LOOKING STATEMENTS
This Form 10-QSB and other reports and statements filed by the Company from
time to time with the Securities and Exchange Commission (collectively, the
"Filings") contain or may contain forward-looking statements and information
that are based upon beliefs of, and information currently available to, the
Company's management, as well as estimates and assumptions made by the
Company's management.
When used in the Filings, the words "anticipate," "believe," "estimate,"
"expect," "future," "intend," "plan," and similar expressions, as they relate
to the Company or the Company's management, identify forward-looking
statements. Such statements reflect the current view of the Company with
respect to future events and are subject to risks, uncertainties and
8
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assumptions relating to the Company's operations and results of operations,
competitive factors and pricing pressures, shifts in market demand, the
performance and needs of the industries which constitute the customers of the
Company, the costs of product development and other risks and uncertainties,
in addition to any uncertainties with respect to management of growth,
increases in sales, the competitive environment, hiring and retention of
employees, pricing, new product introductions, product productivity,
distribution channels, enforcement of intellectual property rights, possible
volatility of stock price and general industry growth and economic
conditions. Should one or more of these risks or uncertainties materialize,
or should the underlying assumptions prove incorrect, actual results may
differ significantly from those anticipated, believed, estimated, expected,
intended or planned.
9
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PART II
OTHER INFORMATION
Item 1 Legal Proceedings.
None.
Item 2 Changes in Securities.
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
27.1 - Financial Data Schedule
SIGNATURES
In accordance with 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, hereunto duly authorized.
CREATIVE PRODUCTS INTERNATIONAL, INC.
(Registrant)
Date: March 12, 2000 By: /s/ Susan A. Schreter
----------------------
President
10
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<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMRAY FINANCIAL INFORMATION EXTRACTED FROM THE FORM
10-QSB FOR THE PERIOD ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 252,403
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 8,717
<TOTAL-ASSETS> 517,000
<CURRENT-LIABILITIES> 39,516
<BONDS> 0
0
0
<COMMON> 501,713
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 517,000
<SALES> 0
<TOTAL-REVENUES> 3,733
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (24,230)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (24,230)
<EPS-BASIC> (0.01)
<EPS-DILUTED> (0.01)
</TABLE>
