FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
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 0-17345
W-J International, Ltd.
(Exact name of small business issuer as specified in its charter)
Delaware 41-1578316
(State of other jurisdiction of (I.R.S. Employer
organization) Identification No.)
23 Washburne Avenue
Paynesville, Minnesota 56362
(Address of principal executive offices)
612-243-3311
(Registrant's telephone number, including area code)
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
At April 9, 1999 12,214,632 shares of registrant's common stock (par value,
$.01) were outstanding.
Transitional small business disclosure format YES NO X
<PAGE>
W-J International, Ltd.
QUARTERLY REPORT ON FORM 10-QSB
INDEX
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets as of March 31, 1999 (Unaudited)
and September 30, 1998 (Audited)
Condensed Income Statements (Unaudited) for the Three and Six Months
ended March 31, 1999 and 1998
Condensed Statements of Cash Flows (Unaudited) for the Three and Six
Months ended March 31, 1999 and 1998
Notes to Condensed Financial Statements (Unaudited)
Item 2. Management's Discussion and Analysis or Plan of Operation
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE>
W-J International, Ltd.
Balance Sheet
<TABLE>
<CAPTION>
March 31, September 30,
1999 1998
(Unaudited) (Audited)
----------- -----------
<S> <C> <C>
A S S E T S Current Assets:
Cash / Cash Equivalents $ 698 $ 5,157
Certificates of Deposit 144,773 140,953
Accounts Receivable 16,425 12,375
----------- -----------
Total current assets 161,896 158,485
----------- -----------
Property and equipment:
Land 20,648 20,648
Buildings 284,266 284,266
----------- -----------
304,914 304,914
Less: accumulated depreciation (130,324) (122,728)
----------- -----------
Net property and equipment 174,590 182,186
=========== ===========
Total Assets $ 336,486 $ 340,671
=========== ===========
L I A B I L I T I E S A N D E Q U I T Y
Current liabilities:
Current portion of long-term debt $ 46,392 $ 24,311
Accrued liabilities 0 0
----------- -----------
Total current liabilities 46,392 24,311
----------- -----------
Long-term debt, net of current portion 26,195 33,905
----------- -----------
Stockholders equity:
Common stock, $.01 par value; 20,000,000 shares
authorized, 12,214,632 shares issued and outstanding
122,146 122,146
Additional paid-in capital 2,274,840 2,274,840
Accumulated deficit (2,133,087) (2,114,531)
----------- -----------
Total stockholders equity 263,899 282,455
----------- -----------
Total liabilities and stockholders equity $ 336,486 $ 340,671
=========== ===========
</TABLE>
See notes to financial statements
<PAGE>
W-J International, Ltd.
Statement of Operations
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Rental Income: $ 3,000 $ 3,000 $ 6,000 $ 6,000
Expenses:
General & Administrative 5,075 9,909 14,532 21,282
Interest (204) (3,740) (1,154) (4,154)
------------ ------------ ------------ ------------
4,871 6,169 13,378 17,128
------------ ------------ ------------ ------------
Income (loss) from continuing operations
before discontinued operations (1,871) (3,169) (7,378) (11,128)
Discontinued Operations: Loss from
discontinued operations (11,178) (5,428) (11,178) (5,428)
Net Income (loss) (13,049) (8,597) (18,556) (16,556)
============ ============ ============ ============
Weighted average common shares
outstanding during period 12,214,632 12,214,632 12,214,632 12,214,632
============ ============ ============ ============
Net (loss) per share ($ 0.00) ($ 0.00) ($ 0.00) ($ 0.00)
============ ============ ============ ============
</TABLE>
See notes to financial statements
<PAGE>
W-J International, Ltd.
Statement of Cash Flows
Increase (Decrease) in Cash
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
1999 1998 1999 1998
--------- --------- --------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C> <C> <C>
Net (Loss) $ (13,049) $ (8,597) $ (18,556) $ (16,556)
Adjustments to reconcile
net (loss) to net cash
lows from operating activities:
Depreciation 3,798 3,798 7,596 7,596
Changes in:
Accounts receivables - Trade 0 0 0 --
Accounts receivables -
Related parties (2,025) (1,375) (4,050) (1,375)
Prepaid expenses 0 0 0 --
Notes payables - Trade 0 0 0 0
Notes payables - Related parties 0 0 5,035 0
Accrued expenses 0 3,424 0 4,074
--------- --------- --------- ---------
Net cash flows from operating activities (11,276) (2,750) (9,975) (6,261)
--------- --------- --------- ---------
Cash flows from investing activities:
Purchase of property and equipment 0 0 0 0
Net cash flows from investing activities 0 0 0 0
--------- --------- --------- ---------
Cash flows from financing activities:
Gain on extinguishment of debt 0 0 0 0
Addition of new debt 26,197 0 26,197 --
Principal payments on long-term debt (13,029) (6,461) (16,861) (9,161)
--------- --------- --------- ---------
Net cash flows from financing activities 13,168 (6,461) 9,336 (9,161)
--------- --------- --------- ---------
Net increase (decrease) in cash 1,892 (9,211) (639) (15,422)
Cash, beginning of period 143,579 175,432 146,110 181,643
Cash, end of period $ 145,471 $ 166,221 $ 145,471 $ 166,221
========= ========= ========= =========
</TABLE>
See notes to financial statements
<PAGE>
W-J International, Ltd.
NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited)
Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The condensed balance sheet as of March 31, 1999 (Unaudited) and September 30,
1998 (Audited) and the related statement of operations and cash flows for the
three- and six-month periods ended March 31, 1999 (Unaudited) are enclosed. In
the opinion of management, all adjustments necessary for a fair presentation of
such financial statements have been included. Such adjustments consisted only of
normal recurring items.
The financial statements and notes are presented as permitted by Form 10-QSB and
contain certain information included in the Company's annual financial
statements and notes of W-J International, Ltd., a Delaware Corporation ("W-J"
or the "Company").
Note 2. INVENTORIES
Inventories consist of the following:
March 31, September 30,
1999 1998
Parts and Components $ 0 $ 0
Finished Units 0 0
------------ ------------
Total $ 0 $ 0
Note 3. STOCKHOLDERS' EQUITY
(Audited) Equity Changes (Unaudited)
September 30, Due to Operation March 31,
1998 1999
------------ ---------------- ----------
Number of Shares 12,214,632 0 12,214,632
Common Stock 122,146 0 122,146
Additional Paid-In Capital 2,274,840 0 2,274,840
Retained Earnings (2,114,531) (18,556) (2,133,087)
(Accumulated Deficit)
Total 282,455 (18,556) 263,899
<PAGE>
Item 2 - Management's Discussion and Analysis or Plan of Operation
PLAN OF OPERATION
The Company's current operations consist primarily of renting land and a
building to a related party under a month-to-month lease. The Company has no
current plans to begin operations again, and has no research and development
initiatives underway. It does, however, continue to evaluate alternatives in
order to improve the Company's financial condition, including merger and
acquisition opportunities.
RESULTS OF OPERATIONS
Rental Income for the three-month period ended March 31, 1999 remained at $3,000
as compared to the three-month period ended March 31, 1998.
Expenses for the three-month period ended March 31, 1999 decreased to $5,075
from $9,909 for the three-month period ended March 31, 1998. The decrease
resulted primarily from real estate taxes paid in the second quarter of 1998
which were not paid in the second quarter of 1999.
Discontinued Operations expenses for the three-month period ended March 31, 1999
were $11,178 compared to similar expenses for the three-month period ended March
31, 1998 of $5,428. The increase was due to a substantial increase in tax
preparation and consulting fees paid to the Company's auditors.
Net loss for the three-month period ended March 31, 1999 increased 52% to a
deficit of $13,049 from a deficit of $8,597 for the three-month period March 31,
1998. This substantial increase in the Company's net loss resulted again from
the additional tax preparation and consulting fees paid to the Company's
auditors.
LIQUIDITY AND CAPITAL RESOURCES AND PLAN OF OPERATION
The Company's working capital decreased to $115,701 at March 31, 1999 from
$134,174 at September 30, 1998. Since the Company has no operations or plans for
such, and because its administrative expenses are minimal, it believes it has
sufficient capital to fund its needs as it evaluates any options for future
business opportunities.
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
No matters were submitted to a vote of security holders during the quarter ended
March 31, 1999.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27 Financial Data Schedule (filed in electronic format only)
(b) Reports on Form 8-K.
No report on Form 8-K was filed during the three-month period ended
March 31, 1999.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Issuer
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
W-J International, Ltd.
("Small Business Issuer")
By /s/ Edward H. Webb
Edward H. Webb
President
Date: April 14, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-01-1999
<PERIOD-START> OCT-01-1998
<PERIOD-END> MAR-31-1999
<EXCHANGE-RATE> 1
<CASH> 145,471
<SECURITIES> 0
<RECEIVABLES> 16,425
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 161,896
<PP&E> 304,914
<DEPRECIATION> 130,324
<TOTAL-ASSETS> 336,486
<CURRENT-LIABILITIES> 46,392
<BONDS> 0
0
0
<COMMON> 122,146
<OTHER-SE> 141,753
<TOTAL-LIABILITY-AND-EQUITY> 336,486
<SALES> 0
<TOTAL-REVENUES> 6,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 14,532
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (1,154)
<INCOME-PRETAX> (7,378)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,378)
<DISCONTINUED> (11,178)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (18,556)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
