U.S. 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 AUGUST 31, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission File No. 000-31443
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K-2 LOGISTICS.COM INC.
(Exact name of small business issuer as specified in its charter)
NEVADA 76-0609440
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1820 FULTON AVENUE
WEST VANCOUVER, BC, CANADA V7V 1S9
(Address of principal executive offices)
(604) 970-0999
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports 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 [ ] No [X].
State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: As of October 1, 2000,
2,500,000 shares of common stock, par value $0.001.
Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X].
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INDEX
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PART I - Financial Information Page
Item 1. Financial statements 2
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Balance Sheets as of August 31, 2000 (unaudited) and May 31, 2000 (audited) 2
Statements of Operations for the three months ended August 31, 2000 (unaudited) 3
Statements of Cash Flows for the three months ended August 31, 2000 (unaudited) 4
Notes to the financial statements 5-6
Item 2. Management's Discussion and Analysis of Results of
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Operations and Financial Condition 7
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PART II - Other Information
Item 1. Exhibits and Reports on Form 8-K 8
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Signatures 9
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PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
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K-2 Logistics.com Inc.
(A Development Stage Company)
Balance Sheets
(expressed in U.S. dollars)
August 31, May 28,
2000 2000
(unaudited) (audited)
$ $
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Assets
License (Note 3) - -
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Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable - -
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Contingent Liability (Note 1)
Stockholders' Equity
Common Stock, 25,000,000 shares authorized with a par value
of $.001; 2,500,000 shares issued and outstanding 2,500 2,500
Additional Paid in Capital 155 155
Deficit Accumulated During the Development Stage (2,655) (2,655)
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K-2 Logistics.com Inc.
(A Development Stage Company)
Statements of Operations
(expressed in U.S. dollars)
From June 1, 1999
Ended (Date of Inception)
August 31, 2000 to May 31, 2000
(unaudited) (unaudited)
$ $
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Revenues - -
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Expenses
Amortization of license - 1,000
License written-off - 1,000
Organization expenses - 655
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- 2,655
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Net Loss - (2,655)
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K-2 Logistics.com Inc.
(A Development Stage Company)
Statement of Cash Flows
(expressed in U.S. dollars)
(unaudited)
Three Months From June 1, 1999
Ended (Date of Inception)
August 31, 2000 to May 31, 2000
(unaudited) (audited)
$ $
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Cash Flows to Operating Activities
Net loss - (2,655)
Non-cash items
Organization costs paid by a director - 155
Amortization of license - 1,000
License written-off - 1,000
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Net Cash Used by Operating Activities - (500)
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Cash Flows from Financing Activities
Increase in shares issued - 500
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Net Cash Provided by Financing Activities - 500
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Change in cash - -
Cash - beginning of period - -
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Cash - end of period - -
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Non-Cash Financing Activities
A total of 2,000,000 shares were issued at
a fair market value of $0.001 per share for
the acquisition of a License (Note 3) - 2,000
Organization costs paid for by a director
for no consideration treated as additional
paid in capital - 155
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- 2,155
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Supplemental Disclosures
Interest paid - -
Income tax paid - -
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K-2 Logistics.com Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. dollars)
(unaudited)
1. Development Stage Company
K-2 Logistics.com Inc. herein (the "Company") was incorporated in the State
of Nevada, U.S.A. on June 1, 1999. The Company acquired a license to market
and distribute a product. As discussed in Note 3, this license is in
jeopardy and the Company has retained the right to sue the vendor.
The Company's new business plan is as a "blank check" company. Under the
Securities Act of 1933, a blank check company is defined as a development
stage company that has no specific business plan or purpose or has
indicated that its business plan is to engage in a merger or acquisition
with an unidentified company or companies and is issuing "penny stock"
securities.
In a development stage company, management devotes most of its activities
in investigating business opportunities. Planned principal activities have
not yet begun. The ability of the Company to emerge from the development
stage with respect to any planned principal business activity is dependent
upon its successful efforts to raise additional equity financing and find
an appropriate merger candidate. There is no guarantee that K-2 will be
able to raise any equity financing or find an appropriate merger candidate.
There is substantial doubt regarding the Company's ability to continue as a
going concern.
2. Summary of Significant Accounting Policies
(a) Year end
The Company's fiscal year end is May 31, 2000.
(b) Licenses
Costs to acquire licenses are capitalized as incurred. These costs
will be amortized on a straight-line basis over their remaining
estimated useful lives.
(c) Cash and Cash Equivalents
The Company considers all highly liquid instruments with a maturity of
three months or less at the time of issuance to be cash equivalents.
(d) Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues
and expenses during the periods. Actual results could differ from
those estimates.
(e) Adjustments
These interim unaudited financial statements have been prepared on the
same basis as the annual financial statements and in the opinion of
management, reflect all adjustments, which include only normal
recurring adjustments, necessary to present fairly the Company's
financial position, results of operations and cash flows for the
periods shown. The results of operations for such periods are not
necessarily indicative of the results expected for a full year or for
any future period.
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3. License
The Company's only asset is a license to distribute and produce an oxygen
enriched water product for remediation of sewage, and the rights accruing
from this license. The Company's original business plan was to determine
the feasibility of the sewage and waste remediation application, and, if
proved to be feasible for this application, become a producer. The Company
acquired the three-year license from Mortenson & Associates on July 1, 1999
by issuing 2,000,000 shares at a fair market value of $.001 or $2,000. The
general partner of Mortenson & Associates is also a former spouse of a
director and officer of the Company. Mortenson & Associates acquired its
right to sublicense Biocatalyst to the Company from NW Technologies.
In December, 1999, David R. Mortenson, Mortenson & Associates' principal,
notified the Company that he was involved in a legal dispute with NW
Technologies, and would be unable to fulfill his obligations under the
license to the Company. As a result, the Company's ability to implement its
business plan was seriously undermined. On February 18, 2000, Mortenson &
Associates, the Company, and the Company's sole shareholder, Eric Boehnke,
entered into a settlement agreement. Under the terms of the settlement
agreement, Mortenson & Associates' affiliate, Vitamineralherb.com will
grant to Eric Boehnke a license to distribute vitamins and similar products
in part for his agreement not to pursue his individual claims against
Mortenson & Associates. The settlement agreement provides that Mortenson
will prosecute his claims against NW Technologies diligently, with a goal
toward recovering the Biocatalyst rights. Pursuant to the settlement
agreement, the Company has retained its right to prosecute its claims
against Mortenson & Associates for breach of contract. The Company has no
plans to pursue a claim at this time. August 31, May 31, 2000 2000
(unaudited) (audited) $ $
License
Cost - 2,000
Less accumulated amortization - (1,000)
Less amount written-off - (1,000)
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4. Related Party Transaction
The License referred to in Note 3 was sold to the Company by a partnership
whose general manager is the spouse of the Secretary/Treasurer of the
Company and a director for consideration of 2,000,000 shares for total fair
market consideration of $2,000. These shares were paid evenly to the ten
partners.
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Item 2. Management's Discussion and Analysis of Financial Condition and
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Results of Operations Management's Discussion
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PART II Other Information
Item 1. Legal Proceedings
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None
Item 2. Changes in Securities
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None
Item 3. Defaults upon Senior Securities
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None
Item 4. Submissions of Matters to a Vote of Security Holders
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None
Item 5. Other Information
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None
Item 6. Exhibits and Reports on Form 8-K
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27.1 - Financial Data Schedule
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Signatures
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: October 12, 2000 K-2 LOGISTICS.COM INC.
By: /s/ Eric Boehnke
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Eric Boehnke, President, Secretary,
Treasurer and Director
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