FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
Of the Securities Exchange Act of 1934
For Quarter Ended June 30, 1998
Commission File Number 33-19139-NY
Net America International, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 11-2936371
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
4505 WASATCH BLVD #330
SALT LAKE CITY, UTAH 84124
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 274-8600
8 East Broadway,Suite 735 Salt Lake City, Utah 84111
Former Address, 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 such shorter period that the
registrant was required to file such reports)
Yes X No
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
10,000,000
(Number of shares of common
stock the registrant had
outstanding as of November 20, 1998)
PART 1
ITEM 1 - FINANCIAL STATEMENTS
BASIS OF PRESENTATION
General
The accompanying unaudited financial statements have been prepared in
accordane with the instructions to Form 10-QSB pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation
of the financial position, results of operations, cash flows, and
stockholders'deficit in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and financial
position have been included and all such adjustments are of a normal
recurring nature.
Operating results for the six months ended June 30, 1998 are not
necessarily indicative of the results that can be expected for the year ending
December 31, 1998.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant has approximately $(200)
as operating capital at June 30, 1998, compared to $(1,300) for the same period
last year. The Registrant intends to raise additional funds as needed through
private placements with accredited and sophisticated investors.
Results of Operation. Due to the lack of operations during the quarter
ended June 30, 1998, the registrant had net income of $0, compared to net
income of $0 for the same period last year.
Plan of Operations. The Company is currently in the process of looking
for business opportunities to acquire or merge with. There is no guarantee
that management will be successful in finding such an opportunity. The
Company is also in the process of bringing all of its periodic reports current
for filing with the Securities and Exchange Commission. During this process,
the Company intends to raise operational capital through private placements.
PART II. OTHER INFORMATION
Item 1. Not Applicable
Item 2. Not Applicable
Item 3. Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
A special meeting of the stockholders of the Company was held on May
11, 1998. At that meeting, the stockholders approved a 1 for 250 reverse stock
split and an authorization to change the name of the Company. That change will
be determined at some future time period by the board of directors.
Item 5. Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of June 30, 1998.
Financial Data Schedule
(b) Reports on Form 8-K
None.
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.
NET AMERICA INTERNATIONAL, INC.
(Registrant)
October 27, 1998 /s/ Gregory Martin
Gregory Martin
Chairman & President
(Principle Executive Officer)
NET AMERICA INTERNATIONAL, INC.
( A Development Stage Company)
Balance Sheets
ASSETS
June 30, December 31,
1998 1997
CURRENT ASSETS (unaudited)
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accrued Expenses $ 200 $ 200
Total Current Liabilities 200 200
STOCKHOLDERS' EQUITY
Common Stock 300,000,000 shares
authorized $.001 par value;
50,000,000 shares issued and outstanding 50,000 50,000
Paid-in Capital 171,143 171,143
Deficit Accumulated During Development
Stage (221,343) (221,343)
Total Stockholders' Equity (200) (200)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ -
NET AMERICA INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Operations
(unaudited)
From Inception
For the Three For the Three For the Six For the Six on December 26,
Months Ended Months Ended Months Ended MonthsEnded 1985 through
June 30, June 30, June 30, June 30, June 30,
1998 1997 1998 1997 1998
REVENUE
Interest
Income $ - $ - $ - $ - $42,392
EXPENSES
Consulting
fees - - - - 133,247
Secretarial
services - - - - 13,141
Rent and
leasing
expense - - - - 44,812
Telephone - - - - 15,127
Professional
fees - - - - 19,441
Depreciation
and
amortization - - - - 5,430
Underwriter's
fees - - - - 10,000
Other - - - - 22,537
Total
Expenses - - - - 263,735
INCOME
(LOSS) $ - $ - $ - $ - $ (221,343)
Loss Per
Common
Share $ - $ - $ - $ - $ -
Average
Outstanding
Shares 50,000,000 50,000,000 50,000,000 50,000,000 50,000,000
NET AMERICA INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Cash Flows
(unaudited)
For the Period
For the Six For the Six From Inception on
Months Ended Months Ended December 26,1985
June 30, June 30, to June 30,
1998 1997 1998
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Income (Loss) $ - $ - $(221,343)
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization - - 5,195
Increase (Decrease)in
Accounts Payable and accrued
expenses - - 200
Total - - (215,948)
CASH FLOWS FROM
INVESTING ACTIVITIES
Payment for purchase of equipment - - (4,495)
Payment for purchase of
organizational cost - - (700)
Total - - (5,195)
CASH FLOWS FROM
FINANCING ACTIVITIES
Paid-in capital contributions - - 7,650
Proceeds from initial issued of stock - - 27,895
Proceeds form public offering of
25,000 units of stock and warrants - - 250,000
Less: public offering costs - - (64,402)
Total - - 221,143
INCREASE (DECREASE) IN CASH - - -
CASH - beginning of period - - -
CASH - end of period $ - $ - $ -
CASH PAID DURING THE PERIOD FOR:
Interest $ - $ - $ 656
Income Taxes $ - $ - $ 900
NET AMERICA INTERNATIONAL, INC.
(A Development Stage Company)
Notes to the Financial Statements
June 30, 1998
NOTE 1 - INTERIM FINANCIAL STATEMENTS
Management has elected to omit all of the disclosures for the interim
financial statements ended June 30, 1998 but has made all the necessary
adjustments to present an accurate financial statements for the six months
presented.
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 200
<BONDS> 0
0
0
<COMMON> 221,143
<OTHER-SE> (221,343)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>