UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDED FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 1997
Commission File No. 0-8730
AMERICAN INDUSTRIES, LTD.
REGISTRANT
State of Incorporation IRS Employer Identification No.
Nevada 88-110436
Address of Principal Executive Office Zip Code
Bank of America Center, Suite 845 89109
101 Convention Center Drive
Las Vegas, Nevada
Registrant's Telephone Number
(702) 386-2633
Securities registered pursuant to Name of Each Exchange on which
Section 12(b) of the Act: registered:
NONE NONE
Securities registered pursuant to 12 (g) of the Act:
Title of each class
Common Stock, $.10 Par Value
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 No XX
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein,
andwill not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. XX
APPLICABLE ONLY TO REGISTRANTS 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 Section 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 REGISTRANTS)
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date:
DOCUMENTS INCORPORATED BY REFERENCE
NONE
SECURITY AND EXCHANGE COMMISSION
Washington, DC 20549.
FORM 10-K/A
ANNUAL REPORT
PERSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDING MARCH 31,1997
Commission File No. 0-8730
AMENDED FORM 10-K ANNUAL REPORT
AMERICAN INDUSTRIES, LTD.
PART I
ITEM 1. BUSINESS
American Industries, Ltd. ("Registrant" or "Company") was incorporated in
Nevada on December 26, 1919, as Toquima Stores Company engaged in the business
of operating a general store. The name was changed successively to American
Resources, Inc., American Health Service, Inc., G.W.Hume Industries, Inc., and
on July 18, 1972, to American Industries, Ltd. It was not until 1978 that
Registrant came under the jurisdiction of the federal Securities Act of 1933
and the Exchange Act of 1934, and registered its shares by filing Form 10,
having by that time acquired the requisite number of shareholders and capital
assets making compliance mandatory under the regulatory Acts. Prior to that
time, Registrant was exempt from the federal securities regulatory requirements.
Using the trading symbol AMII, Registrant traded on the NASDAQ over the
counter market (OTC) in the seventies. In 1982, unable to comply with NASD
requirements for continued listing, registrant was delisted from the OTC
quotation service.
Registrant has been variously engaged in many diverse businesses since
inception, including the mining and exploration of minerals; leasing equipment;
operating nursing homes; processing, canning and distributing foods; brokering
residential and commercial mortgage loans; and selling and servicing products
related to preserving the ecology.
Since 1994, Registrant has been essentially dormant, supporting its financial
needs through the private sale of promissory notes and donations of capital
from those shareholders holding management positions with Registrant.
On July 25,1997, Zack Monroe, Chairman of the Board of Directors, President,
Chief Executive Officer and Registrant's principal shareholder passed away.
Mr.Monroe had been Registrant's Chief Executive Officer since 1970.
George Balis, a Director and Vice President, owning approximately 59% (as of
this amended report date) of Registrants issued and outstanding shares of
Common Stock became the Company's Chief Executive Officer.
Presently, Registrant is concentrating its efforts to establish and provide a
business consulting service to American companies from its Las Vegas offices,
and to European companies through the Luxembourg office of its wholly owned
subsidiary, Global Technologies, S.A., a foreign corporation ("Global").
Registrant also expects to package loans on a fee basis using the European
contacts of Global as a money source. The Articles of Incorporation for Global
were issued by the Grand Duche of Luxembourg. Identification Number
1989-40-00735. Its offices are located at Val Des Bons Malades 231, L2121
Luxembourg.
Registrant's principal assets are the personal foreign and domestic business
contacts of present management, together with Registrant's inventory of uncut
gem stones( emeralds, rubies and sapphires) acquired by Registrant when it
merged with Global in 1993. At the time of the merger, all of Global's issued
and outstanding shares of common stock were exchanged for 11,900,000 shares
of Registrants, $.10 par value Common Stock. At the time Registrant had
issued and outstanding an aggregate of 20,000,445 shares of Common Stock.
The sole shareholder of Global, George Balis, received approximately 59% of
Registrant's outstanding Common Stock. The merger was intended as a tax-free
reorganization pursuant to Section 368 of the Internal Revenue Code.
By independent appraisal, Global's gemstones at the time of merger were
deemed to have a fair market value in excess of $60,000,000, as uncut stones
in their natural state. It is not Registrant's intention to cut, polish and
market its inventory of gemstones, nor to engage in the wholesale or retail
jewelry business. Instead Registrant intends to hold the entire cache of uncut
stones as a perennial source of reserve capital to use as collateral security
for foreign and domestic companies requiring a source of credit enhancement.
The laws of Luxembourg permit holding companies such as Global to utilize a
10:1 ratio on bonds and a 3:1 ratio on commercial paper (notes) against capital
reserves.
Management has seen a constant need in the commercial market for sources
that can guarantee loans or guarantee letters of credit issued to companies
seeking to borrow capital through regular banking channels or other institu-
tional lenders. The business intended to be carried on by Registrant is very
competitive on both continents. There are myriad private and public companies
engaged in the same business as Registrant, and most have financial resources
far greater than that of the Registrant, with a history of providing such
services. Also, the nature of the type of business intended by Registrant
requires that the Company be constantly on the alert for all manner of fraud-
ulent schemes that may be perpetrated by financially troubled borrowers
desperate to find sources of credit enhancement to save their beleaguered
businesses. Accordingly, Registrant must expend significant time and money to
investigate fully before it can afford to establish business relationships with
prospective borrowers.
Additionally, Registrant expects to act as a finder in seeking out European
sources of capital for private and public companies located in the United
States. In this connection the Registrant will attempt to utilize both private
and institutional European lenders, as well as European stock brokers to buy,
sell and trade Registrant's securities in the foreign market to foreign
nationals, as and when a trading market in the United States can be estab-
lished for Registrant's securities.
At the time of the merger with Global, to the present date, neither Registrant
nor Global has had sufficient operating revenues to fulfill combined cash flow
needs. As a consequence, both companies have required direct financial aid from
Registrant's controlling stockholders. Registrant's sole income is presently
derived from a consulting contract that is extant, and the interest received by
Registrant from notes executed by some of Registrants' private investors/stock-
holders who purchased Registrant's Common Stock on a deferred payment plan,
signing negotiable promissory notes that bear interest payable by the invest-
or/stockholder.
Registrant has no full time employees receiving a salary at its newly acquired
office located at Bank of America Center, Suite 845, 101 Convention Center
Drive, Las Vegas, Nevada, 89109, telephone number (702) 386-2633.
In 1986, Registrant filed for protection first under Chapter 11 and thereafter
(April 20, 1990) converted to a Chapter 7 under the Federal Bankruptcy Code,
in the (Las Vegas) Nevada Federal District Court, File No. BKS-86-00953 LDR.
In April 22, 1993, the bankruptcy was closed, and the case was dismissed.
ITEM 2. PROPERTIES
Registrant's administrative offices are in Las Vegas, Nevada, which also con-
tains the United States offices of Global. Neither Registrant nor Global owns
any real estate here or abroad. Registrant's administrative offices contain
approximately 500 square feet at an annual rental of $6,000, pursuant to a 3
year sub-lease executed with an affiliated Company owned by one of Registrant's
directors. Global also maintains small offices in Luxembourg on a month-to-
month basis. Registrant's administrative offices, here and abroad contain off-
ice furniture, fixtures and equipment generally required in the ordinary course
of business.
ITEM 3. LEGAL PROCEEDINGS
Neither Registrant nor it's wholly owned subsidiary, nor the directors or
officers of either entity, are parties to any pending or threatened legal
proceedings.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Registrant's regular annual shareholders' meeting was held on September 15,
1997 in Las Vegas, Nevada, pursuant to written notice required by Registrant's
By-laws and Nevada Revised Statutes Section 78.010. Proxies to elect directors
were solicited by management pursuant to Regulation 14A under the Securities
Exchange Act. All nominees were duly elected. The record date for stockholders
to vote at the meeting was established as September 5, 1997.
The matters submitted to the stockholders and voted upon, together with the
votes cast is as follows:
Directors Nominated and Elected: (1)
<TABLE>
<S> <C> <C> <C>
Name Votes For Votes Against Abstentions
George Balis 15,765,638 0 0
Mary E. Kinn 15,765,638 0 0
Joe Ortiz 15,765,638 0 0
William E. Powell 342,731 15,422,907 0
Gordon J. Margulis 342,731 15,422,907 0
</TABLE>
Notes: Registrant sought proxies for Zack C. Monroe, George Balis, Mary Kinn,
William E. Powell, Jr. and Gordon J. Margulis. Mr. Monroe passed away on July
25, 1997 and his name was withdrawn. Mr. Ortiz was nominated from the floor and
elected.
No other matters requiring shareholder approval were submitted at the Annual
Meeting.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
There is no established trading market for any class of Registrant's common
equity stock or that of its wholly owned subsidiary.
ITEM 6. SELECTED FINANCIAL DATA
SUMMARY OF FINANCIAL DATA FOR THE FOLLOWING YEAR:
Year Ended March 31
______________________________________
<TABLE>
<S> <C> <C> <C> <C>
1997 1996 1995 1994
Net Income $ 42,004 (157,080) (684,965) (174,443)
Earnings Per
Common Share $ 0 0 (.03) (.001)
Total Assets $ 61,165,046 61,123,960 61,216,075 174,443
Long-Term Debt 0 0 0 0
Total Stockholders'
Equity $ 61,155,114 61,178,368 61,216,075 61,606,219
Cash Dividends Declared
Per Common Share 0 0 0 0
</TABLE>
(Detailed audited financial statements are reported
herein beginning with Exhibit F-1.)
ITEM 7. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION
The Registrant's main source of revenue is the performance of financial and
accounting services for small companies. It also receives interest income.
During the current year the Registrant had one client.
LIQUIDITY
The Registrant's president, Zack Monroe, passed away on July 25, 1997. During
the period before his death, and since that time, the Registrant has had very
little income or cash receipts. The Registrant's newly elected Chief Executive
Officer, George Balis, is in the process of identifying the income sources and
endeavoring to produce services for clients of the Registrant to generate new
income. The lack of income production has put the Registrant into a negative
cash flow position. Currently any shortfall in the Registrant's administrative
and operating expenses are being paid by George Balis and Mary Kinn.
CAPITAL RESOURCES
As indicated above, the Registrant has no significant current cash resources.
The investments listed on the balance sheet are not liquid and will provide no
immediate relief from the negative cash flow.
RESULTS OF OPERATIONS
The statements show a decrease in the gross revenues from services related
activities: 1995 - ($684,965), 1996 - ($157,080) and 1997 - ($42,004). These
revenues reflect the efforts of the then President, Zack Monroe, to service the
existing client base, prior to his death. Since the death of Mr. Monroe, the
company's staff, which supported the client services, terminated their employ-
ment with the Company and the income stream was negatively affected. Unless
the current client base can be serviced adequately and promptly it is expected
that the Company's clients will seek another provider for their financial ser-
vices. This will hurt the Company's revenue for the next fiscal year. Mr.George
Balis, the Company's new Chief Executive Officer, is working on hiring new
staff and revitalizing the revenue stream. His efforts are being hampered by
shortage of operating capital and, therefore, there are no assurances that Mr.
Balis' efforts will prove successful.
ITEM 8. FINANCIAL STATEMENTS
1. American Industries, Ltd.
Consolidated Balance Sheets as of March 31, 1997 and 1996
2. American Industries, Ltd.
Consolidated Statements of Shareholders' Equity for the years
Ended March 31, 1997 1996 and 1995
3. American Industries, Ltd.
Consolidated Statement of Operations for the three years ended
March 31, 1997
4. American Industries, Ltd.
Consolidated Statement of Cash Flow for the three years ended
March 31, 1997.
5. American Industries, Ltd.
Notes to the Consolidated Statements
ITEM 9. CHANGES IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
During Registrant's two most recent fiscal years, or interim period, no
independent accountant previously engaged by Registrant to audit Registrant's
financial statements, or those of Global, its wholly owned subsidiary, has
resigned or was dismissed, nor has any such independent accountant indicated a
reluctance to stand for re-election after completion of the current audit.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
The Directors and Executive Officers of Registrant are as follows:
<TABLE>
<S> <C> <C>
Name Age Positions Held With Registrant
George Balis 55 Chairman of Board of Directors,
President, Chief Exec Officer
Mary Kinn 84 Director and Secretary
Joe Ortiz 61 Director and Treasurer
</TABLE>
George Balis had served as a Director, Vice-president, and Assistant Secretary-
Treasurer of Registrant from 1993 until the death of its former President Zack
C. Monroe, on July 25, 1997. Mr. Balis was elected to the positions of Chair-
man of the Board, President and Chief Executive Officer at a Special Meeting of
the Stockholders on September 15, 1997. Mr. Balis also is President, CHB,
Managing Director of subsidiary Global Technologies SA; and prior thereto from
1990 through 1993 was with Continental Mortgage Bankers of Westbury, New York,
involved in financial review of commercial loans and marketing. For approximate-
ly six years Mr. Balis was in charge of operations of his family-owned shipping
business with a chartered fleet of eight steam ships.
Mary Kinn has been the President and a Director of Charmakin. Ltd. since 1978.
She was a student at Washington Square College, New York University and the
University of California where she received her community college teacher's
training. She was an Associate Professor in allied health technology at Long
Beach City College, and is a professional writer, having written textbooks for
medical assistants and medical terminology students published by W.B.Saunders
Company and Delmar Publications, respectively. She was a founding member and
Chairwoman of the California State Certification program for medical assist-
ants from 1990-1994, and also held executive officer positions with the Ameri-
can Association of Medical Assistants and its California counterpart.
Joe Ortiz has been in casino operations for over 25 years holding various
positions.
ITEM 11. EXECUTIVE COMPENSATION
During the prior fiscal year, or interim period, none of the current Directors
or Executive Officers of Registrant named above received any cash or other re-
muneration for the work performed by them on behalf of Registrant. No salaries
were paid, nor cash or stock dividends issued, nor bonuses or commissions paid,
nor property transferred, nor did Registrant pay for any insurance benefits or
retirements benefits, nor were stock options or other stock rights issued. It
is not anticipated that Registrant will pay salaries or other remuneration to
any such persons until and unless Registrant derives profits from its oper-
ations.
For the fiscal year March 31, 1997, Registrant paid $23,826 to various
companies controlled by the former President, Zack Monroe, for administrative
expenses, which represents 31% of the total administrative expenses for fiscal
1997.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The following tabulation indicates all shareholders known to Registrant to be
the beneficial owners of more than 5% of Registrants Common Stock as of the
date hereof.
____________________________________________________________________________
<TABLE>
<S> <C> <C> <C>
(1) Title of Class (2) Name and address (3) Amount and nature (4) Percent
of beneficial owner of beneficial ownership of Class
_____________________________________________________________________________
Common Stock Dorothy N. Monroe 3,589,000 17.9%
5534 Topaz Street
Las Vegas, NV 89120.
Common Stock George Balis 11,900,000 59%
325 S. 3rd St. #1-300
Las Vegas, NV 89101
</TABLE>
Notes:
Zack C. Monroe died July 25, 1997, while still a Director and Executive
Officer of Registrant. The Estate of Zack C. Monroe, together with his wife
and certain corporations controlled by him were the beneficial owners of an
aggregate of 13,934,000 shares of Registrant's Common Stock. Following Mr.
Monroe's death, 10,345,000 of said shares were transferred to George Balis,
Registrant's current Chief Executive Officer based upon Mr Monroe's default
of certain agreements between the parties.
As of February 11,1998, the shares of Registrant's Common Stock beneficially
owned by Registrant's Directors and Executive Officers, and of all directors
and officers as a group, is indicated in the following tabulation:
____________________________________________________________________________
<TABLE>
<S> <C> <C> <C>
(1) Title of Class (2) Name and address (3) Amount and nature (4) Percent
of beneficial owner of beneficial ownership of Class
____________________________________________________________________________
Common Stock George Balis 11,900,000 59%
101 Convention Dr. #845
Las Vegas, NV 89109
Common Stock Mary Kinn 35,550 .17%
Same address
Common Stock Joe Ortiz 24,800 .12%
Same address _______ _______
</TABLE>
Note:
(1) Mr. Balis owns beneficially an aggregate of 11,900,000 shares of Regis-
trant's common Stock held as follows:
Name Shares
George Balis 11,900,000
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
There has been no transaction, or series of similar transactions, since the
beginning of Registrant's last fiscal year, or any currently proposed trans-
action, or series of similar transactions, to which Registrant or any of its
subsidiaries was or is to be a party, in which the amount involved exceeds
$60,000, and in which any Director or Officer has had any direct or indirect
material interest.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
The following documents are filed as part of this report:
(a).The following consolidated financial statements of American Industries,
Ltd. and subsidiary are included:
<TABLE>
<S> <C>
Independent Auditor's Report F-1
Consolidated Balance Sheets F-2
Consolidated Statements of Shareholders' Equity F-3
Consolidated Statement of Operations F-4
Consolidated Statement of Cash Flow F-5
Notes to the Consolidated Statements F-6 THRU F-8
</TABLE>
(b). Reports on Form 8-K
No reports on Form 8-K were filed during the Registrant's fiscal year
ending March 31, 1997.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
American Industries, Ltd.
By: s/ George Balis
George Balis, President/Director/CEO/CFO
February 11,1998
(date)
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the regis-
trant and in the capacities and on the dates indicated.
By: s/ George Balis
George Balis, Director and President
By: s/ Mary Kinn
Mary Kinn, Director and Secretary
By: s/ Joe Ortiz
Joe Ortiz, Director and Treasurer
February 11, 1998
(Date)
BARRY L. FRIEDMAN, P.C.
Certified public accountant
1582 Tulita Drive
Las Vegas, Nevada 89123
(702) 361-8414
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors,
American Industries, Ltd.
Las Vegas, Nevada
I have audited the accompanying consolidated balance sheets of American
Industries, Ltd. and its subsidiary as of March 31, 1997 and 1996, and the
accompanying statements of stockholders' equity, operations and cash flows for
the three years ended March 31, 1997. These financial statements are the
responsibility of the Company's management. My responsibility is to express
an opinion on these financial statements based on my audit.
I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that I plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of mat-
erial misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant esti-
mates made by management, as well as evaluating the overall financial statement
presentation. I believe that my audit provides a reasonable basis for my
opinion.
In my opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of American
Industries, Ltd. as of March 31, 1997 and 1996, the results of operations and
cash flows for the three years ended March 31, 1997 in conformity with general-
ly accepted accounting principles.
s/ Barry L. Friedman
Certified Public Accountant
May 2, 1997
Revised January 24, 1998, see Note 7
(F-1)
American Industries, Ltd.
Consolidated Balance Sheets
as of March 31, 1997 and 1996
<TABLE>
<S> <C> <C>
31-MAR 31-MAR
1997 1996
Assets
Cash 23,050 23,371
Notes Receivable 3,827 7,420
Total Current Assets 26,877 30,791
Equipment (net of depreciation) 3,347 3,347
Investment Assets 61,134,822 61,089,822
Total Assets 61,165,046 61,123,960
Liabilities
Payables 9,932 1,842
Total Current Liabilities 9,932 1,842
Stockholder's Equity
Common Stock
Authorized stock of 50,000,000
outstanding 20,000,445 and
5700 shares, $.10 par value 2,000,615 2,000,240
Additional Paid in Capital 60,033,400 59,958,775
Retained Earnings (Loss) (878,901) (836,897)
Total Stockholder's Equity 61,155,114 61,122,118
Total Liabilities and
Stockholders' Equity 61,165,046 61,123,960
The accompanying notes are an integral part of these financial statements.
(F-2)
</TABLE>
American Industries, Ltd.
Consolidated Statements of Shareholders' Equity
For the years ended March 31, 1997 ,1996 and 1995
<TABLE>
Paid in Retained
Common Stock Capital Earnings Total
<S> <C> <C> <C> <C> <C>
Stock Amount
Balance March 31,
1994 19,974,934 1,997,493 59,651,830 (1,774) 61,647,549
Common Stock Sold 25,066 2,507 298,285 300,792
Adjustment for fiscal
year difference 6,922 6,922
Retained Earnings
(Loss) (684,965) (684,965)
_______________________________________________________
Balance March 31,
1995 20,000,000 2,000,000 59,950,115 (679,817) 61,270,298
Common Stock Sold 445 45 8,660 8,705
Common Stock
Subscribed 1,950 195 195
Retained Earnings(Loss) (157,080) (157,080)
________________________________________________________
Balance March 31,
1996 20,002,395 2,000,240 59,958,775 (836,897) 61,122,118
Common Stock
Subscribed 3,750 375 74,625 75,000
Retained Earning(Loss) (42,004) (42,004)
________________________________________________________
Balance March 31,
1997 20,006,145 2,000,615 60,033,400 (878,901) 61,155,114
</TABLE>
The accompanying notes are an integral part of these financial statements.
(F-3)
American Industries, Ltd.
Consolidated Statements of Operations
for three years ended March 31, 1997
<TABLE>
Years Ended March 31,
<S> <C> <C> <C>
1997 1996 1995
Revenue
Revenue from Contacts
and Services 33,000 1,609 504
Interest Income 12,000 1,080
Total Revenue 45,000 2,689 504
Expenses
General and
Administrative 78,914 157,969 685,469
Interest Expense 8,090 1,800
Total Operating
Expenses 87,004 159,769 685,469
Income from Operations (42,004) (157,080) (684,965)
Provision for Income
Taxes 0 0 0
Net Income (Loss) (42,004) (157,080) (684,965)
______________________________________________________
Earnings per Common Share (0.00) (0.01) (0.03)
Weighted Average Common
Shares Outstanding 20,000,445 20,000,445 20,000,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
(F-4)
American Industries, Ltd.
Consolidated Statement of Cash Flow
for the three years ended March 31, 1997
<TABLE>
Years Ended March 31,
<S> <C> <C> <C>
1997 1996 1995
Cash Provided by Operations
Net Income (Loss) (42,004) (157,080) (684,965)
Adjustments
Change in Interest Receivable
Change in Notes Receivable 3,593 (5,578)
Change in Payables 8,090
Cash from Operations (30,321) (162,658) (684,965)
Investing Activities
Increase and Decrease in
Investments (45,000) (5,000) 511,727
Cash Used in Investing (45,000) (5,000) 511,727
Financing Activities
Sales of Stock 75,000 63,123 294,821
Net Change in Cash (321) (104,535) 121,583
Beginning Cash 23,371 127,906 6,323
Ending Cash 23,050 23,371 127,906
</TABLE>
The accompanying notes are an integral part of these financial statements.
(F-5)
American Industries, Ltd.
Notes to the Consolidated Statements
Note 1 The Company and Summary of Significant Accounting Policies
The Company is a holding company organized under the laws of Nevada in 1919.
The Company`s subsidiary, Global Technologies S.A. was organized as a European
Company under the laws of the Grand Duche of Luxembourg. The consolidated fin-
ancial statements have been prepared in conformity with generally accepted ac-
counting principles applicable in the United States of America and are stated
in United States dollars.
Principals of Consolidation
The consolidated financial statements include the accounts of the company and
its subsidiary. All significant intercompany accounts and transactions have
been eliminated.
Investments in other companies where ownership is less than 20 % are carried
on the balance sheet using the cost method of accounting.
Foreign Currency Translation
The Company translates foreign assets and liabilities of its subsidiary at
the company's historical rate of exchange $33.18 per LUF established at the
time of acquisition of Global Technologies S.A.
Earnings Per Share
Earnings per share is computed on the weighted average number of shares out-
standing during the year.
Note 2 Acquisitions
Global Technologies S.A. under acquisition agreement became a subsidiary of
the company. Initially the authorized capital of the Luxembourg company was
500,000 shares of stock at 1000 Francs per share, 120,000 shares are issued
and outstanding, fully paid and non assessable, with capital reserve in gem
investments. By decision of an extraordinary general meeting of shareholders
held December 29, 1995 the authorized capital of global technologies S.A. has
been reduced to 500,000 shares of stock at 250 LUF per share. 120,000 shares
are still issued and outstanding, fully paid and non-assessable. The decision
to reduce the authorized capital was made to reduce taxes and other expenses
in Luxembourg. Global technologies S.A. operates under the status of a holding
company under Luxembourg Law with the use of financial assets with historical
perpetual value operating in conformity with the Grand Duche of Luxembourg
Decree of December 17, 1938. Global Technologies S.A. registered as a profes-
sional business, Financial Investment ,International Mergers ,International
Acquisitions,International Portfolio Management as set forth in notes to
financial statements contained herein.
(F-6)
Note 3 Investments
Investment in Stock.
The company has stock investments of $50,000 in Nevada corporations. Invest-
ments in these companies where ownership is less than 20 % is carried on the
balance sheet using the cost method of accounting for investments.
Investments Gems
The Company has listed under Investments investment quality gems,(emeralds,
sapphires and rubies). These gems are owned by the Company's wholly owned
subsidiary, Global Technologies. The value of the gems was recorded at the
current value when the Company purchased Global Technologies in 1993. At that
point the gems were valued and that value was calculated into the purchase
price of the subsidiary Global, utilizing purchase accounting.
Periodically the gems are reappraised to assure management that the value
placed on this investment is correct. Most recently, an appraisal was completed
by Mr. Marco Vesters.
Certified Gemmologist,member of The Gemmological Association of Great Britain.
The gems are physically located in a bank vault in Las Vegas, Nevada. The
Company's subsidiary Global Technologies plans to utilize these assets to est-
ablish a relationship with a correspondent bank in Europe. With this relation-
ship Global plans to issue letters of credit and other services for European
companies that wish to export.
Note 4 Receivables
Contract receivables
The registrant currently has one Investment Banker Agreements/Management
Service Contracts with a Nevada corporation. The one contract is for $100,000
with interest to be made every six months or annually at 12% interest per
annum. Interest is being accrued and shown as accrued interest receivable on
the company's consolidated financial statements.
Convertible Notes Receivables
Notes purchased by stockholders of record in denominations of $1,000, $5,000
and $10,000 to purchase and /or reserve legend shares of common stock. Notes
are due to be converted within two years at $20 to $25 per share. Currently
there are 5,700 shares of legend securities held in a reserve account by Reg-
istrant's Transfer Agent for the conversion of Convertible notes.
The number of stockholders will not change as a result of reserved shares to
be converted, purchased by shareholders of record.
(F-7)
Note 5 Accounts Payable and Accrued Expenses
1997 1996
Account payable $9890 $1800
Accrued interest payable 42 42
$9,932 $1,842
Note 6 Provision for Income Taxes
The provision for income taxes is the total of the current taxes payable
and the net of the change in the deferred income taxes. Provision is made for
deferred income taxes where differences exist between the period in which
transactions affect current taxable income and the period in which they enter
into the determination of net income in the financial statements. No benefit
is booked for the Net Operating Loss carry forward.
Change in Deferred Tax plus Valuation Account 0
Current Taxes Payable 0
Provision for Income Taxes 0
Note 7 Revision of Financial Statements
The registrant has made revisions to the financial statements to make them
more readable. The several "additional paid in capital" accounts have been
combined. The deferred revenue and contracts receivable (netting to zero) has
been pulled off the balance sheet. The statement of cash flow has been recat-
egorized to better reflect the activity of the company.
In addition the registrant had four contracts to perform services for four
corporations. These contracts have been reversed with the corresponding con-
tract income and interest income. The net effect of these revisions is to re-
duce the net income from a positive $235,996 to a negative $42,004.
Note 8 Subsequent Events
The Company's president, Zack Monroe, died on July 25, 1997. This has caused
the services of the Company to be temporarily slowed. Mr. George Balis, the
then vice president, was subsequently elected as President.
Note 9. Leases
The Company has a three year lease with its offices in Las Vegas, NV for
$6,000 per year.
1998 1999 2000
Office Lease 6,000 6,000 6,000
The Company has a contract office in Europe paid on a month to month basis.
(F-8)
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