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 December 31, 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 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)
320-243-3311
(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 January 16, 2001 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 December 31, 2000 (Unaudited)
and September 30, 2000 (Audited)
Condensed Income Statements (Unaudited) for the Three months ended
December 31, 2000 and December 31, 1999
Condensed Statements of Cash Flows (Unaudited) for the Three Months
ended December 31, 2000 and December 31, 1999
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>
December 31, September 30,
2000 2000
(Unaudited) (Audited)
----------- -----------
A S S E T S
<S> <C> <C>
Current Assets:
Cash / Cash Equivalents $ 0 $ 0
Certificates of Deposit 35,293 34,708
----------- -----------
Total current assets 35,293 34,708
----------- -----------
Other Assets:
Notes Receivable - related party 101,613 101,613
0 0
----------- -----------
Total Other Assets 101,613 101,613
----------- -----------
Total Assets $ 136,906 $ 136,321
=========== ===========
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 $ 0 $ 0
Notes Payable 5,157 5,157
----------- -----------
Total current liabilities 5,157 5,157
----------- -----------
Long-term debt, net of current portion 0 0
----------- -----------
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 (2,265,237) (2,265,822)
----------- -----------
Total stockholders equity 131,749 131,164
----------- -----------
Total liabilities and stockholders equity $ 136,906 $ 136,321
=========== ===========
</TABLE>
See notes to financial statements
<PAGE>
W-J International, Ltd.
Statement of Operations
<TABLE>
<CAPTION>
Three Months Ended
December 31,
2000 1999
(Unaudited) (Unaudited)
------------ ------------
<S> <C> <C>
Income: $ 0 $ 0
Expenses:
General & Administrative 0 0
Interest (584) (426)
------------ ------------
(584) (426)
------------ ------------
Income (loss) from continuing
operations before
discontinued operations 584 426
Discontinued Operations: Loss
from discontinued operations 0 0
Net Income (loss) 584 426
============ ============
Weighted average common shares
outstanding during period 12,214,632 12,214,632
============ ============
Net (loss) per share ($ 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
December 31,
2000 1999
(Unaudited) (Unaudited)
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net Income (Loss) $584 $426
Adjustments to reconcile
net income (loss) to net cash
flows from operating activities:
Depreciation 0 0
Changes in:
Certificate of Deposit 584 426
Accounts receivables - Related parties 0 0
Prepaid expenses 0 0
Notes payables - Trade 0 0
Notes payables - Related parties 0 0
Accrued expenses 0 0
---- ----
Net cash flows from operating activities 584 426
---- ----
Cash flows from investing activities:
Purchase of property and equipment 0 0
Net cash flows from investing activities 0 0
---- ----
Cash flows from financing activities:
Acquisition of new debt 0 0
Gain on extinguishment of debt 0 0
Principal payments on long-term debt 0 0
---- ----
Net cash flows from financing activities 0 0
---- ----
Net increase (decrease) in cash 0 0
Cash, beginning of period 0 91
---- ----
Cash, end of period $ 0 $ 91
==== ====
</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 December 31, 2000 (Unaudited) and September
30, 2000 (Audited) and the related statement of operations and cash flows for
the three months ended December 31, 2000 (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:
December 31, September 30,
2000 2000
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 December 31,
2000 2000
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 (2,265,821) 584 (2,265,237)
(Accumulated Deficit)
Total 131,165 584 131,749
<PAGE>
Item 2 - Management's Discussion and Analysis or Plan of Operation
PLAN OF OPERATION
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
Expenses for the three-month period ended December 31, 2000 remained at $0, the
same as for the three-month period ended December 31, 1999.
Net income for the three-month period ended December 31, 2000 increased to $584
from a net income of $426 for the three-month period ended December 31, 1999.
This net income resulted because the Company earned interest on its certificates
of deposit while expending no cash or other assets in the quarter ending
December 31, 2000 for legal, accounting or other expenses during the period.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital increased to $30,136 at December 31, 2000 from
$29,551 at September 30, 2000 due to interest accrued on certificates of
deposit. 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.
To meet existing operating expenses, the Company, as needed, secures short term
loans using specific CDs as collateral. By doing so the Company maximizes its
ability to generate income as it has no other means of revenue.
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
December 31, 2000.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
None
(b) Reports on Form 8-K.
No report on Form 8-K was filed during the three-month period ended
December 31, 2000
<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: January 17, 2001
