UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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
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:
Augrid of Nevada, Inc.
(Exact name of registrant as specified in its charter)
Nevada 88-0219656
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
The Park Building, 140 Public 44114
Square, Suite 208, Cleveland, (Zip Code)
Ohio
(Address of principal executive
offices)
(216) 344-9800
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed
since last report)
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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Sections 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:
49,889,348
/1/
AUGRID OF NEVADA, INC.
(A Development Stage Company)
Table of Contents
Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements 3
Balance Sheet September 30, 2000 4
Statement of Income For the Nine Month Period Ended 6
September 30, 2000
Statement of Retained Earnings As of September 30, 7
2000
Statement of Cash Flows As of September 30, 2000 8
Notes to Financial Statements - As of September 30, 9
2000
Item 2. Management's Discussion and Plan of 14
Operation
PART II - OTHER INFORMATION
Item 6. Exhibits 15
SIGNATURES 16
/2/
AUGRID OF NEVADA, INC.
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED
SEPTEMBER 30, 2000
TOGETHER WITH
ACCOUNTANT'S REVIEW REPORT
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
/3/
AUGRID OF NEVADA, INC.
Balance Sheet
As of September 30, 2000
ASSETS
CURRENT ASSETS
Cash $ 1,919
Prepaid Expenses 500
Consultant Advances 7,066
--------
Total Current Assets 9,485
PROPERTY AND EQUIPMENT (Note 1)
Machinery And Equipment 68,080
Furniture And Fixtures 7,686
Office Equipment 14,176
Total Property At Cost 89,942
Less: Accumulated (9,418)
Depreciation
and Amortization
--------
Net Property and 80,524
Equipment
OTHER ASSETS
Deposit Building 25,200
Construction
Deferred Charges (Note 5) 1,571,973
----------
Total Other Assets 1,597,173
----------
TOTAL ASSETS $ 1,687,182
===========
See Accountant's Review Report
/4/
AUGRID OF NEVADA, INC.
Balance Sheet
As of September 30, 2000
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Account Payable - Trade $ 68,938
Convertible Subordinated Promissory Notes (note 4) 1,478,114
Short-term Notes Payable (note 7) 299,700
---------
Total Current Liabilities 1,846,752
LONG-TERM LIABILITIES
Total Liabilities 1,846,752
STOCKHOLDERS' EQUITY
Capital Stock
Preferred Stock $0.001 par value 127,000
10,000,000 shares authorized and
317,500 shares issued and outstanding
Common Stock $0.001 par value 1,868,511
90,000,000 shares authorized;
49,889,348 shares issued and outstanding,
and stated at:
Retained Earnings (Deficit) (2,155,081)
----------
Total Stockholders' Equity (159,570)
----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 1,687,182
===========
See Accountant's Review Report
/5/
AUGRID OF NEVADA, INC.
Statement of Income
For the Nine Month Period Ended September 30, 2000
Net Sales (Note 1) $ -0-
Interest Income 524
-------
Total Revenue 524
Direct Cost -0-
-------
Gross Profit 524
-------
General and Administrative Expenses
Consultants 299,444
Auto Expense 39,394
Insurance 2,020
Rent 15,927
Repairs & Maintenance 5,358
Lease Equipment 4,988
Furniture Lease 9,866
Direct Travel 99,177
Legal Fees 89,855
Accounting Fees 17,651
Miscellaneous Expenses 34,440
Computer Expense 24,087
Office Supplies 8,158
Office Expense 14,446
Postage and Delivery 4,894
Telephone 36,128
-------
Total General and Administrative Expenses 705,833
-------
Income (Loss) Before Depreciation (705,309)
Depreciation -0-
-------
Income (Loss) Before Income Taxes (705,309)
Provision for Income Taxes (Note 2) -0-
-------
Net Income (Loss) $ (705,309)
=========
See Accountant's Review Report
/6/
AUGRID OF NEVADA, INC.
Statement of Retained Earnings
As of June 30, 2000
Balance, at Beginning of Period (Deficit) $ (1,449,772)
Add: Net Income (Loss) for the Period (705,309)
Balance, at End of Period (Deficit) $ 2,155,081)
See Accountant's Review Report
/7/
AUGRID OF NEVADA, INC.
Statement of Cash Flows
As of September 30, 2000
OPERATING ACTIVITIES
Net Income (Loss) $ (705,309)
Adjustments to reconcile Net Income to
Net Cash provided by Operating Activities:
Depreciation and Amortization -0-
Changes in Operating Assets and Liabilities
Net:
Increase in Consultant Advances (7,066)
Increase in Prepaid Expenses (500)
Proceeds from Promissory Notes 1,165,614
Increase in Accounts Payable 61,028
---------
Net Cash Used by Operating Activities $ 513,767
=========
INVESTING ACTIVITIES
Purchase of Equipment (4,955)
Increase in Deposits Building Construction (25,200)
Increase in Deferred Charges (871,972)
---------
Net Cash Used by Investing Activities $ (902,127)
=========
FINANCING ACTIVITIES
Proceeds from Short-term Notes Payable 299,700
---------
Net cash provided by financing activities 299,700
---------
Decrease in Cash and Cash Equivalents (88,660)
Cash and Cash Equivalents at Beginning of 90,579
Period ---------
Cash and Cash Equivalents at End of Period $ 1,919
=========
See Accountant's Review Report
/8/
AUGRID OF NEVADA, INC.
Notes to Financial Statements
As of September 30, 2000
Note 1 Organization and Summary of Significant
Accounting Policies
A. Organization
AuGRID OF NEVADA, INC., (a Nevada Development
Stage Corporation) formed under the laws of
the State of Nevada, is a technology
development firm specializing in Thin Cathode
Ray Tube (TCRT) technology. The company
currently has no operations and, in accordance
with SFAS #7 is considered a development
corporation.
B. Basis of Presentation
The financial records of the company are
maintained on the accrual basis of accounting.
The accompanying financial statements have
been prepared on the accrual basis of
accounting in accordance with generally
accepted accounting principles.
C. Property and Equipment
All property and equipment is stated at cost.
The Company provides for depreciation, using
the straight line method, over the estimated
useful lives of the respective assets, as
follows:
Years
Machinery and $ 7
Equipment 68,080
Furniture and Fixtures 7,686 7
Office Equipment 14,176 5
Total Property & $
Equipment 89,942
Major renewals and improvements of property
and equipment are capitalized, while
replacements, maintenance and repairs which do
not improve or extend the lives of the assets
are charged against current operations.
When property and equipment is disposed of,
any gain or loss is included in current
operations.
/9/
AUGRID OF NEVADA, INC.
Notes to Financial Statements
As of September 30, 2000
D. Going Concern
The company's 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. However, 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. It
is management's plan to begin producing sales
in late 2000 or early 2001.
E. Estimates
The preparation of financial statements in
conformity with generally accepted accounting
principles requires management to make
estimates and assumptions that affect certain
reported amounts and disclosures.
Note 2 Income Taxes
The Company is a C Corporation for Federal
Income Tax purposes. There is no provision for
Federal Income tax because of an unexpired net
operating loss carry forward.
/10/
AUGRID OF NEVADA, INC.
Notes to Financial Statements
As of September 30, 2000
Note 3 Capitalization
On March 1, 1998, AuGRID Corporation's current
controlling shareholders purchased controlling
interest in Ironwood Ventures via the purchase
of approximately 4,616,111 shares of Common
Stock of Ironwood Ventures' in private
transactions; this represented approximately
62.2 percent (62.2%) of Ironwood Ventures'
issued and outstanding Common Stock.
On March 2, 1998, Ironwood Ventures' executed
a forward stock split of its stock, 6.06571228
to 1. In addition, Ironwood Ventures'
increased its authorized shares to 90,000,000
common shares, par value $0.001, 10,000,000
preferred shares, par value $0.001, and
changed its name to AuGRID of Nevada, Inc.
On March 13, 1998, Ironwood Ventures' - now
called AuGRID of Nevada, Inc. - executed an
asset purchase agreement purchasing
substantially all of the assets of AuGRID
Corporation, a Delaware corporation
hereinafter referred to as "AuGRID of
Delaware", a company under common control by
the control shareholders of the Ironwood
Ventures', for 1,000,000 newly issued shares
of Ironwood Ventures'. This was not a third
party, arms length transaction, and due to the
development stage and specialized nature of
the assets/technology that Ironwood Ventures'
purchased, the Company's management is unable
to determine how this transaction would
compare to a similar arms length transaction.
The shares of common stock were spun off to
AuGRID of Delaware shareholders on a pro-rate
basis on March 13, 1998.
/11/
AUGRID OF NEVADA, INC.
Notes to Financial Statements
As of September 30, 2000
Note 4 Convertible Subordinated Promissory Note
Pursuant to the convertible subordinated
promissory note and convertible debenture/note
purchase agreement, the company shall incur a
future obligation to pay interest at the rate
of three percent (3%) per annum (the "Initial
Interest Rate") on the principal of notes
outstanding during the period beginning on the
date of the receipt of the proceeds and ending
on the date that the principal amount of notes
becomes due and payable. Interest shall
accrue until the date of conversion and shall
be payable in full on the conversion date.
The Voluntary Conversion by holder of notes
has the right, at the holders option, at any
time prior to payment in full of the principal
balance of notes, to convert notes, in whole
or in part, into fully paid and nonassessable
share of common stock of the company. The
number of shares of common stock into which
notes may be converted ("Conversion Shares")
shall be determined by dividing the aggregate
principal amount together with all accrued
interest to the date of conversion by the
conversion price in effect at the time of such
conversion. The initial conversion price
should be equal to Fifty Cents ($0.50). The
Automatic Conversion means that the entire
principal amount of notes shall be
automatically converted into shares of common
stock at the conversion price at the time in
effect immediately after the company is fully
reporting with the Securities and Exchange
Commission and listed and traded on the OTCBB
or such other national market or exchange.
Note 5 Deferred Charges
Deferred charges consists of organizational
cost in connection with starting the
corporation and cost of stock offering. Also
including in the deferred charges are research
and development costs of the development stage
company. No amortization will be charged
until the company start operations.
/12/
AUGRID OF NEVADA, INC.
Notes to Financial Statements
As of September 30, 2000
Note 6 Litigation and Contingent Liabilities
There is a legal action pending against the
AuGRID of Nevada, Inc., involving a claim, a
Company have regarding a contract dispute, and
also individual with a dispute regarding a
financial advisory agreement with AuGRID of
Nevada, Inc. The action is being handled by
the counsel of AuGRID of Nevada, Inc. due to
the nature of the action and the inherent
uncertainty regarding the outcome of any
litigation, the company at this time is unable
to determine whether any material loss will
result for this litigation.
Note 7 Short-term Notes
The short-term note consists of two demand
notes payable to shareholders to be
Repaid in ninety (90) days, secured by company
stock.
/13/
Item 2. Management's Discussion and Plan of Operation
Forward-Looking Statements
This Quarterly Report contains forward-looking statements about our
business, financial condition and prospects that reflect our
assumptions and beliefs based on information currently available.
We can give no assurance that the expectations indicated by such
forward-looking statements will be realized. If any of our
assumptions should prove incorrect, or if any of the risks and
uncertainties underlying such expectations should materialize, our
actual results may differ materially from those indicated by the
forward-looking statements.
The key factors that are not within our control and that may have a
direct bearing on operating results include, but are not limited
to, acceptance of our services, our ability to expand our customer
base, our ability to raise capital in the future, the retention of
key employees and changes in the regulation of our industry.
There may be other risks and circumstances that we are unable to
predict. When used in this Quarterly Report, words such as,
"believes," "expects," "intends," "plans," "anticipates,"
"estimates" and similar expressions are intended to identify
forward-looking statements, although there may be certain forward-
looking statements not accompanied by such expressions.
All forward-looking statements are intended to be covered by the
safe harbor created by Section 21E of the Securities Exchange Act
of 1934.
General
Augrid of Nevada, Inc., hereinafter referred to as the "Company,"
"Augrid", or "AGRD" was organized by the filing of articles of
incorporation with the Secretary of State of the State of Nevada on
August 4, 1995. The Company is a developmental stage company with
a business objective to develop, acquire and manage development
stage technologies that assist in the process of developing
proprietary flat panel display technology. The Company, although
in its development stages, is currently a minority-owned research
and Development Company that has ownership of what management of
the Company believes is the first truly operational flat panel
display technology. The Company believes that the uniqueness of
its proprietary technology lies with the incorporation of a
proprietary ceramic backplane which the Company's management
believes will allow manufacturers to overcome pricing, power and
size obstacles currently facing all other manufacturers in the flat
panel display industry.
Results of Operations
The Company has generated minimal revenues since its inception.
The Company has limited operating history. Activities to date
have been limited primarily to organization, initial
capitalization, finding and securing a management team and board
of directors, the development of a business plan and commencing
with initial operational plans.
As of September 30, 2000, the Company has developed a business
plan, effectuated an asset purchase agreement to purchase the
technology and assets of a company in a similar line of business as
the Company, recruited and retained a management team, attained
fully-reporting status with the U.S. SEC and raised capital via a
private placement offerings of stock and debt. As a development
stage company, the Company has no new products or services to
announce.
Liquidity and Capital Resources
To date, the Company has attained cash from offerings of its common
stock and the issuance of debt securities. The Company has yet to
generate any revenues. Without the realization of additional
capital, it would be unlikely for the Company to continue as a
going concern. It is management's plan to seek additional capital
through a private offering of its securities once it gets listed on
the NQB's "Pink Sheets" or the OTC-BB. The Company does not have
significant cash or other material assets nor does it have an
established source of revenue sufficient to cover its operating
costs to allow it to continue as a going concern indefinitely.
Until that time, the officers have committed to advance the
operating costs the company interest free.
/14/
PART II - OTHER INFORMATION
Item 6. Exhibits
Exhibit Name and/or Identification of Exhibit
Number
2 Plan of Acquisition
(a)Asset Purchase Agreement with Augrid
Corporation. Incorporated by reference to the
exhibits to the Company's General Form For
Registration Of Securities Of Small Business
Issuers on Form 10-SB, previously filed with
the Commission.
(b)Amendment to Asset Purchase Agreement.
Incorporated by reference to the exhibits to
the Company's General Form For Registration Of
Securities Of Small Business Issuers on Form
10-SB, previously filed with the Commission.
3 Articles of Incorporation & By-Laws
(a)Articles of Incorporation of the Company
filed August 4, 1995. Incorporated by
reference to the exhibits to the Company's
General Form For Registration Of Securities Of
Small Business Issuers on Form 10-SB,
previously filed with the Commission.
(b)Certificate of Amendment of Articles of
Incorporation of the Company filed March 18,
1998. Incorporated by reference to the
exhibits to the Company's General Form For
Registration Of Securities Of Small Business
Issuers on Form 10-SB, previously filed with
the Commission.
(c)By-Laws of the Company adopted August 4,
1995. Incorporated by reference to the
exhibits to the Company's General Form For
Registration Of Securities Of Small Business
Issuers on Form 10-SB, previously filed with
the Commission.
13 Annual or Quarterly Reports
(a)Form 10-KSB for the year ended December 31, 1999.
Incorporated by reference to the Company's Annual
Report for Small Business Issuers, previously filed
with the Commission.
(b) Form 10-QSB for the three months ended June 30,
2000. Incorporated by reference to the Company's
Quarterly Report for Small Business Issuers,
previously filed with the Commission.
27 Financial Data Schedule
Financial Data Schedule of Augrid of Nevada,
Inc. ending September 30, 2000
/15/
SIGNATURES
Pursuant to the requirements of the Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Augrid of Nevada, Inc.
(Registrant)
Date: November 14, 2000
By: /s/ Muhammad J. Shaheed
Muhammad J. Shaheed, President
By: /s/ Mary F. Sloat-Horoszko
Mary F. Sloat-Horoszko, Secretary, Treasurer and Director
/16/
