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Previous: WESTNET COMMUNICATION GROUP INC, 10QSB, EX-27, 2000-11-14 |
Next: INTERNATIONAL STAR INC, 10QSB, EX-27, 2000-11-14 |
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 period ended: September 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934
-----------------
Commission File Number: 0-28861
INTERNATIONAL STAR, INC.
Incorporated pursuant to the laws of the state of Nevada
-----------------
IRS Employer Identification No. - 86-0876846
2808 CHILDRESS, Las Vegas, NV 89109
(702) 869-8757
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities 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 [ ]
The Company had 3,500,000 shares of common stock outstanding at September 30,
2000.
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [ X ]
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Balance Sheets as of March 31, 2000
Statements of Operations
Statements of Cash Flows
Statement of Changes in Shareholders' Equity
Notes to Consolidated Financial Statements (unaudited)
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Signature Page
Exhibit 27 - Financial Data Schedule
INTERNATIONAL STAR, INC.
Balance Sheets
(unaudited)
ASSETS September 30, 2000 December 31, 1999
------
------------------- ------------------
Current Assets:
Cash (Includes $3625 held in escrow by attorney at 9/30/00) $3,986 $3,073
Total Current Assets $3,986 $3,073
Fixed Assets:
Equipment and fixtures $0 $0
Less accumulated depreciation $0 $0
------------------- ------------------
Net Fixed Assets $0 $0
------------------- ------------------
Total Assets $3,986 $3,073
------------------- ------------------
Liabilities and Stockholders' Equity (Deficit)
----------------------------------------------
Current Liabilities:
Accounts Payables $21,680 $11,680
Loans from individuals and accrued interest $0 $82,160
Advances from affiliates/stockholders $82,339 $99,642
Loans from affiliates/stockholders and accrued interest $71,383 $61,391
Total Current Liabilities $175,402 $254,873
Long Term Liabilities
Loans from affiliates/stockholders and accrued interest $21,194 $0
Total Long Term Liabilities $21,194 $0
Stockholders' Equity:
Common Stock, $.001 par value; Authorized 25,000,000 shares
issued and outstanding 1,750,000 shares on December 31, 1999; and $28,480 $27,480
3,500,000 on September 30, 2000
Paid In Capital (excess of par value over paid in capital) $102,280 ($12,480)
Accumulated Deficit ($323,370) ($266,800)
------------------- ------------------
Total Stockholders' Deficit ($192,610) ($251,800)
------------------- ------------------
Total Liabilities and Stockholders' Equity (Deficit) $3,986 $3,073
------------------- ------------------
See Accompanying Notes to the Financial Statements
INTERNATIONAL STAR, INC.
Statements of Operations
(unaudited)
9 Months 9 Months 3 Months 3 Months
Ended Ended Ended Ended
Sept. 30, 2000 Sept. 30,1999 Sept. 30, 2000 Sept. 30, 1999
------------------- ------------------- --------------------- --------------------
Revenue: $0 $0 $0 $0
------------------- ------------------- --------------------- --------------------
Total Revenue $0 $0 $0
Expenses:
Mineral development costs $4,885 $800 $4,885 $800
Interest expense $5,539 $1,341 $2,036 $591
Professional fees $11,261 $0 $11,185 $0
Travel expenses $22,914 $17,010 $13,421 $8,399
General and administrative $11,971 $16,843 $7,412 $6,506
------------------- ------------------- --------------------- --------------------
Total Expenses $56,570 $35,994 $38,939 $16,296
------------------- ------------------- --------------------- --------------------
Net Loss ($56,570) ($35,994) ($38,939) ($16,296)
================== =================== ====================== ====================
Weighted Average Shares 27,483,663 27,480,000 27,490,870 27,480,000
Common Stock Outstanding
Net Profit (Loss) per Common Share ($0.002) ($0.001) ($0.001) ($0.001)
------------------- ------------------- --------------------- --------------------
See Accompanying Notes to the Financial Statements
INTERNATIONAL STAR, INC.
Statement of Cash Flows
Nine Months Ended September 30, 2000 and September 30, 1999
(Unaudited)
Nine Months Nine Months
Ended Ended
Sept. 30, 2000 Sept. 30, 1999
------------------ ----------------
Cash Flows used in Operating Activities:
Net Loss: ($56,570) ($19,698)
Depreciation expense/equipment $0 $0
abandonment ------------------ ----------------
Net cash used in ($56,570) ($19,698)
operations
Changes to operating assets and liabilities:
Increase in accounts payable $10,000 $0
Increase in accrued interest $5,539 $975
------------------ ----------------
Net change in $15,539 $975
operating accounts ------------------ ----------------
Cash flows used in ($41,031) ($18,723)
operations
Cash flows from financing activities:
Advances and loans from $50,338 $18,723
stockholders/affiliates
Repayment at loans from ($38,394) $0
stockholders/affiliates
Exercise of common stock warrants $30,000 $0
------------------ ----------------
Cash flows from $41,944 $18,723
financing activities
------------------ ----------------
Net increase in $913 $0
cash
Cash at beginning $3,073 $0
of period ------------------ ----------------
Cash at end of $3,986 $0
period ================== ================
See Accompanying Notes to the Financial Statements
INTERNATIONAL STAR, INC.
Statement of Stockholders' Equity
From Inception (October 14, 1999) to September 30, 2000
(Unaudited)
Common Common Paid-in Accumulated Total Equity
Stock Stock Capital Capital
Shares Amount
--------------- --------------- ---------------- ------------------- -----------------
Balances at January 1, 1998 27,480,000 $27,480 ($12,480) ($59,963) ($44,963)
Net loss year ending 0 0 0 ($77,945) ($77,945)
December 31, 1998
Net loss year ending 0 0 0 ($128,902) (128,902)
December 31, 1999
On Sept. 30, 2000, four individuals 1,000,000 1,000 $114,760 0 115,760
coverted debt of $80,000 and interest
of $6,760 and exercised 200,000 warrants
at $.15 per share.
Net loss for nine months ended 0 0 0 ($58,570) (56,570)
September 30, 2000
--------------- --------------- ---------------- ------------------ -----------------
Balances, Sept. 30, 2000 28,480,000 $28,480 $102,280 ($323,370) ($192,610)
=============== =============== ================ ================== =================
See Accompanying Notes to the Financial Statements
INTERNATIONAL STAR, INC.
Notes to Financial Statements
September 30, 2000
International Star, Inc.
(“the Company”) was incorporated October 28, 1993 as a Nevada
corporation. On November 5, 1993, the Company issued 2,500 shares, no par value,
for cash consideration of $5,000 in a 504 intrastate offering. The Company
amended its articles of incorporation on January 22, 1997 increasing its
authorized common stock from 2,500 shares to 100,000,000 shares and modified its
par value to $.001 per share.
In January 1997, the Company forward split its common stock to 6,000,000 shares in a
2400:1 exchange. In April 1997, the Company again forward split its stock 5:1, increasing
the total outstanding shares to 30,000,000 and in a reorganization of outstanding shares
canceled 17,400,000 shares, forward split the balance of the shares 8:1 for an additonal
issuance of 10,080,000 shares to the 12,600,000 shares outstanding and then issued 300,000
shares to the shareholders who canceled the 17,400,000 shares resulting in 22,980,000 shares
outstanding. Also, in April 1997, the Company issued 4,500,000 shares in consideration of
services performed by various individuals and corporations, which services were valued ay
$10,000. The 4,5000,000-share transaction, which predates the 5:1 and 8:1 transactions were
apparently not impacted by either of the two aforementioned forward splits, resulting in
27,480,000 shares outstanding.
In April 1997, the Company
entered the waste management business. A loan of $50,000 was obtained from an
affiliated entity, American Holding Group, at 3%, (no formal loan documents
have been drafted), and the Company opened an office in Idaho Falls, Idaho. Due
to a lack of capital, the Company was only able to obtain a small
instrumentation sale for $17,444 to Asia Kingtec Co. LTD,. In Twain, in December
1997. The Company closed its office in January 1998 and abandoned the computers
and office equipment, purchased at $6,981, to the three individuals who lead the
Company into the waste management business.
The three individuals, who had been made officers and directors in connection with the foray into
the waste management business, resigned in August 1999. The Company accepted the resignations
on September 8, 1999.
The Company then refocused its efforts into mining in 1998. On March 3, 1998, the Company entered into a mineral lease with James R. Ardoin. The lease does not require any minimum royalty payments, and charges a royalty payment of 2% of net smelter returns. The term of the lease is for 20 years. The Company has not commenced commercial operations on the lease.
On July 17, 1998, the Company entered into an extraction agreement with AuRic Metallurgical Laboratories, Inc., a Utah limited liability corporation, with the the requirement that the Company pay a 1% net smelter return to AuRic for utilization of its technology.
On October 12, 1998, the Company entered into a letter of intent with North American Industrial Development Authority, Inc. (NAIDA). NAIDA, of Kingman, Arizona, indicates that it desires to construct an investment in a mineral processing plant to process ores from the Company’s mineral property. NAIDA will receive 15% of the total ore procduced.
On August 15, 1999, the Company borrowed $80,000 from four individuals; the notes bore an interest rate of 6%. The notes were originally due February 15, 2001, however, the Company negotiated the conversion of the notes into common stock and warrants. In September 2000, the notes and accrued interest of $5,760 were converted into 800,000 shares of common stock. The note holders were granted warrants to acquire 200,000 shares at $.15 per share on a pro-rated basis to the amount loaned. The note holders paid $30,000 for the conversion of the warrants in September 2000 for the 200, 000 shares. The net result of the negotiations was the issuance of 1,000,000 shares for $80,000 in loans, and the payment of $5,760 in interest and additional cash of $30,000 for the warrants exercised.
The Company obtained a number of mineral leases in Mohave County, Arizona in 1998. The Company conducted preliminary assay sampling and metallurgical testing of the ores on the property. Although the test results were promising, an overall depressed precious metals market would not allow commercial development of the property at the time. The Company has expensed the costs incurred to date on the project due to the depressed state of the precious metals market. The company is still seeking joint venture partners for this project.
The Company has advanced its operations through loans and advances from its two principal stockholders. Two of the personal advances have been verbally converted into loans. The original loan in April 1997, for $50,000, bears interest at 3%. $2,000 was paid towards this loan on August 8, 2000. The other loan in December 1999 for $7,500 bears interest at 8%. On May 1, 2000, the amount of $4,093 was converted to a note bearing an interest rate of 6%, and on June 1, 2000, the amount of $2,373 was converted to a note also bearing an interest rate of 6%. During the third quarter of 2000, three more advances were converted to notes: $3,760 on July 1, 2000, $8,042 on August 1, 2000 and $7,432 on September 1, 2000. All three notes bear an interest rare of 6%. There have been various repayments of the loans/advances, however, for the aggregate, the loans/advances have continued.
This discussion and analysis should be read in conjunction with our condensed
financial statements and related notes thereto appearing in Item 1 of this
report. In addition to historical information, this report contains
forward-looking statements that are within the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995, and that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those projected. The words believe, expect, intend, anticipate,
and similar expressions are used to identify forward-looking statements, but
their absence does not mean that such statement is not forward-looking. Many
factors could affect the Company's actual results including the successful
operation of its mining properties and the successful contracting for its other
products. The Company is not likely to achieve any earnings until
commercialization takes place. These risk factors, among others, could cause
results to differ materially from those presently anticipated by the Company.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this report. The Company
undertakes no obligation to publicly release the results of any revisions to
these forward-looking statements that may be made to reflect events or
circumstances after the date of this report or to reflect the occurrence of
anticipated events.
OVERVIEW
The Company was organized under the laws of the State of Nevada on October 28,
1993 as Mattress Showrooms, Inc. The Company's business now, is bifurcated both
in transportation and mining. The Company has obtained mining leases in Arizona
and plans operations there. It also is seeking combination with another Firm
and/or exploitation of opportunities to develop and deploy a proprietary
automatic vehicle location system. To date, the Company has generated no
operating revenues. Management anticipates only modest revenues from operations
over the next quarter. It has incurred losses since inception. The Company does
not have the capital it requires to proceed to bring mining operations and
development of its proprietary vehicle location product to market immediately.
The Company estimates that it requires $750,000 over the next 12 months in order
to bring the Company to profitable operations.
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.
Dated: November 12, 2000
INTERNATIONAL STAR, INC.
by:
/s/ Kamal Alawas
--------------------------------------------
President, Chief Financial Officer, Director
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