WORLD WIDE STONE CORP
10-Q, 1996-08-28
CUT STONE & STONE PRODUCTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


For the quarter ended March 31, 1996          Commission File Number 000-18389


                          WORLD WIDE STONE CORPORATION


         NEVADA                                       33-0297934
(State or Other Jurisdiction of                (I.R.S. Employer Identification
Incorporation or Organization)                          Number)


2150 W. University Drive, Tempe, AZ                        85281
(Address of Principal Executive Offices)                ( Zip Code)


                                  602-966-0047
              (Registrant's Telephone Number, Including Area Code)


                                 Not Applicable
              (Former name, former address and former fiscal year)


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 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_____


          As of March 31, 1996, there were 34,395,868 shares of common
                               stock outstanding.


                       Documents Incorporated by Reference
                                      None

                               (Page 1 of 9 Pages)
<PAGE>
                  World Wide Stone Corporation and Subsidiaries
                               Index to Form 10-Q
                      For the Quarter Ended March 31, 1996


Part I.           Financial Information


Item 1.           Financial Statements

                  CPA's Certification.......................................3

                  Consolidated Balance Sheet
                  March 31, 1996 and December 31, 1995......................4

                  Consolidated Statement of Operations (Income)
                  Three months ended March 31, 1996 and 1995................6

                  Consolidated Statement of Cash Flows
                  Three months ended March 31, 1996 and 1995................7

                  Notes to Financial Statements.............................8

Item 2.           Management's Discussion and Analysis of
                  Financial Condition and  Results of Operation.............8


Part II.          Other Information

Item 1            Legal Proceedings.........................................9

                               (Page 2 of 9 Pages)
<PAGE>
                                Murray Peck P.C.
                          Certified Public Accountants
                          5110 North Central, Suite 320
                             Phoenix, Arizona 85012
                    Phone (602) 274-1960 - Fax (602) 274-1986


To the Board of Directors
World Wide Stone Corporation


We have compiled the accompanying Balance Sheets of World Wide Stone Corporation
as of March 31, 1996 and December 31, 1995, and the related Statements of Income
for the three month  periods  ended March 31, 1996 and March 31,  1995,  and the
related  Statements  of Cash Flows for the three month  periods  ended March 31,
1996 and 1995,  respectively,  in  accordance  with  Statements on Standards for
Accounting  and Review  Services  issued by the American  Institute of Certified
Public Accountants.  The financial  statements have been prepared on the accrual
basis of accounting.

A  compilation  is limited to  presenting  in the form of  financial  statements
information  that is the  representation  of management.  We have not audited or
reviewed the accompanying financial statements and, accordingly,  do not express
an opinion or any other form of assurance on them.

Management  has elected to omit  substantially  all of the  disclosures  and the
provision  for  income  taxes  as  required  by  generally  accepted  accounting
principles.  If the omitted  disclosures  and  provision  for income  taxes were
included  in  the  financial   statements,   they  might  influence  the  user's
conclusions  about the Company's  financial  position and results of operations.
Accordingly,  these financial  statements are not designed for those who are not
informed about such matters.

The Balance  Sheet for the year ended  December  31, 1995 was audited by another
accountant and he expressed an unqualified  opinion on this financial  statement
dated March 15, 1996. We have not performed any auditing  procedures  since that
date.

Date:  May 13, 1996                   Murray Peck, P.C.
                                               Certified Public Accountants



                                               BY:   /s/Murray Peck/
                                                     ---------------------------
                                                     Murray Peck, CPA, President


                            See accountants' report.

                               (Page 3 of 9 Pages)
<PAGE>
                          WORLD WIDE STONE CORPORATION
                                 BALANCE SHEETS
                      March 31, 1996 and December 31, 1995


                                     ASSETS
                                                March 31, 1996    Dec. 31, 1995
                                             -----------------  ---------------
Current assets
    Cash                                     $         68,393   $        23,569
    Accounts receivable                               183,758           109,116
    Loans receivable - Intercompany                    28,128                 0
    Inventory                                         309,737           296,495
    Loans to employees                                    205                 0
                                             ----------------   ---------------

        Total current assets                          590,221           429,180


    Property, plant, and equipment - Mexico         3,044,560         3,044,560
    Mex Marmoles Muguiro                              273,589           273,589
    Machinery & equipment                             269,045           266,984
        Accumulated depreciation                     (566,304)         (518,304)
                                             ----------------   ---------------

               Net property and equipment           3,020,890         3,066,829

Other assets
    Prepaid rent                                        1,995             1,995
    Prepaid IVA - Mexico                               61,459            52,435
    Investment - Green Quarry                       1,200,000         1,200,000
                                             ----------------   ---------------

        Total other assets                          1,263,454         1,254,430
                                             ----------------   ---------------

    Total assets                             $      4,874,565   $     4,750,439
                                             ================   ===============
                            See accountants' report.

                               (Page 4 of 9 Pages)
<PAGE>
                          WORLD WIDE STONE CORPORATION
                                 BALANCE SHEETS
                      March 31, 1996 and December 31, 1995



                             LIABILITIES AND EQUITY

                                                March 31, 1996    Dec. 31, 1995
                                             -----------------  ---------------
Liabilities
    Current liabilities
        Accounts payable                     $         43,564     $      33,094
        Accrued pension                                 4,969             4,969
        Payroll taxes                                   5,057               422
        Accrued payroll taxes                          24,498            22,627
        Accrued interest                               16,452            16,230
        Other accrued taxes                             3,113                 0
        Sales deposits                                 14,870                 0
        Due to Felipe                                   2,567             2,567
        Loan payable - G&C Partners                    33,000            35,000
        Due to M. Cunningham                           14,949            14,949
        Loan payable - truck                            6,744             7,610
        Loan payable - vehicle                         12,336            13,003
        Loan payable - forklift                        15,162            16,456
        Long term debt - Mexico                       860,500           817,224
                                             ----------------   ---------------

           Total current liabilities                1,057,781           984,151
                                             ----------------   ---------------

Equity
    Common stock                                       34,226            34,226
    Additional paid in capital                      7,838,209         7,838,209
    Retained earnings                              (4,106,147)       (4,087,912)
    Current period earnings (loss)                     50,496           (18,235)
                                             ----------------   ---------------

        Total equity                                3,816,784         3,766,288
                                             ----------------   ---------------

           Total liabilities and equity      $      4,874,565   $     4,750,439
                                             ================   ===============
                            See accountants' report.

                               (Page 5 of 9 Pages)
<PAGE>
                          WORLD WIDE STONE CORPORATION
                              STATEMENTS OF INCOME
                   Three months ended March 31, 1996 and 1995


                                                March 31, 1996  March 31, 1995
                                                --------------  --------------
                                                
Income
    Sales                                          $ 450,509     $ 241,273  
    Cost of sales                                    225,618       128,743  
                                                   ---------     ---------  
        Gross profit                                 224,891       112,530  
                                                                            
Expenses                                                                    
    Salaries and wages                                15,950           982  
    Salaries - officers                               27,000        27,000  
    Casual labor                                       3,622             0  
    Salaries - salesmen                                7,150             0  
    Advertising                                        2,607         1,962  
    Promotion                                            650             0  
    Auto expense                                         898         2,490  
    Bank charges                                         644            92  
    Commissions                                        1,216             0  
    Consulting fees                                    1,606             0  
    Data processing                                      593             0  
    Depreciation                                      48,000        46,632  
    Dues and subscriptions                             2,094           505  
    Insurance                                          2,133         2,993  
    Legal and accounting                              17,774         3,983  
    Licenses and permits                                 420           110  
    Office expense                                    14,264        14,311  
    Postage                                              715           854  
    Rent                                               8,717         5,003  
    Supplies                                           5,215           981  
    Taxes - payroll                                    5,521         7,245  
    Telephone                                          3,479         2,159  
    Travel                                             3,337         5,707  
    Utilities                                            703           569  
    Interest expense                                      87             0  
                                                   ---------     ---------  
                                                                            
        Total expenses                               174,395       123,578  
                                                   ---------     ---------  
                                                                            
Net income (loss)                                  $  50,496     $ (11,048) 
                                                   =========     =========  
                                                                     
                            See accountants' report.

                               (Page 6 of 9 Pages)
<PAGE>
                          World Wide Stone Corporation
                            Statements of Cash Flows
               For the three months ended March 31, 1996 and 1995
<TABLE>
<CAPTION>
                                                                           March 31 1996 March 31, 1995
                                                                           ------------- --------------
<S>                                                                         <C>          <C>       
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income (loss)                                                       $  50,496    $ (11,048)
    Adjustments to reconcile net income to net cash
    provided by operating activities:
    Depreciation and amortization                                              48,000       46,632
    (Increase) decrease in:
      Loans to employees                                                         (205)      (3,590)
      Accounts receivable                                                     (74,642)     (31,467)
      Inventories                                                             (13,242)     108,247
      Prepaid expenses - IVA                                                   (9,024)      17,941
      Intercompany receivable - Mexico                                        (28,128)           0
      Deposits                                                                      0       (1,563)
      Investments - Mexico                                                          0       48,495
    Increase (decrease) in:
      Accounts payable                                                         10,470      (64,293)
      Accrued liabilities                                                      24,711      (14,441)
                                                                            ---------    ---------

         NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES                       8,436       94,913


CASH FLOWS FROM INVESTING ACTIVITIES
    Purchases of property and equipment                                        (2,061)           0
                                                                            ---------    ---------

         NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES                      (2,061)           0
                                                                            ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES
    New borrowings:
      Long-term (net)                                                          43,276        3,667
      Short-term (net)                                                         (4,827)      17,447
    Stockholder loans                                                               0      (25,782)
                                                                            ---------    ---------

         NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES                      38,449       (4,668)
                                                                            ---------    ---------

                  NET INCREASE (DECREASE) IN CASH                              44,824       90,245

CASH AT BEGINNING OF YEAR                                                      23,569       29,183

         CASH AT MARCH 31                                                   $  68,393    $ 119,428
                                                                            =========    =========
</TABLE>
                            See accountants' report.

                               (Page 7 of 9 Pages)
<PAGE>
                  WORLD WIDE STONE CORPORATION AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

1)       General
         -------
         The  consolidated   financial  statements  included  herein  have  been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange  Commission.  The financial  statements  reflect all
adjustments  (consisting of normal recurring accruals) which are, in the opinion
of  management,  necessary  to fairly  present  such  information.  Although the
Company  believes  that the  disclosures  are  adequate to make the  information
presented  not  misleading,   certain  information  and  footnote   disclosures,
including  significant  accounting  policies,  normally  included  in  financial
statements prepared in accordance with generally accepted accounting  principles
have been omitted pursuant to such rules and  regulations.  It is suggested that
these  financial  statements  be  read  in  conjunction  with  the  consolidated
financial  statements  and the  notes  thereto  as well as Item 7  "Management's
Discussion  and  Analysis of  Financial  Condition  and Results of  Operations",
included in the  Company's  latest annual report an Form 10-K filed for the year
ended December 31, 1995.

2)       Inventory
         ---------
         Inventory  for  the  company  is  stated  at  cost.  All of  the  costs
associated  with the  production of tile in the Mexican plant have been factored
into the value of the cost of the goods sold and the ending  inventory.  Cost of
goods sold also included freight from Mexico to the United States.  Inventory as
of March  31,  1996 was  located  at the  plant in  Durango,  Mexico  and at the
showroom-warehouse in Tempe, Arizona. Interest expense of the Mexican bank loans
for March 31, 1996 has been capitalized and is found in the ending inventory and
the cost of goods sold.


Item 2. Management's  Discussion And Analysis of Financial Condition and Results
of Operations

General
- -------
         Sales for the first  quarter  ending March 31, 1996 have  increased 47%
over the same period in 1995.  This trend is expected to continue as a result of
continuing market penetration and increase in production volume.
         The  Company  has ordered  additional  machinery  from Italy which will
allow it to  produce  different  finishes  and to reduce the  inventory  of less
popular  varieties of stone being produced.  A new plant expansion,  Phase I, is
now  under  construction  and  will be  completed  in May,  1996,  with  the new
machinery  being  delivered in June of 1996.  This  expansion  will require $1.3
million  dollars  to  complete  so it will be  developed  in  phases as cash and
financing are available.  Phase I (described  above) will be operational by July
1996 and has been funded by cash flow.

Results of Operations
- ---------------------
         The  activities of the Company during the first quarter were focused on
improving  both quality and quantity of  production  at the Mexican  facilities,
improving  training and work  environment for all employees,  penetration of the
local Arizona market, and quarry development and improvement.
         Production  volume  continued  to  rise  in the  first  quarter  due to
emphasis  on  improvement  in  training  of  management  and  employees,  better
utilization of space and equipment,  continuous improvement in the manufacturing
process,  as well as  quarry  development  and  exploration.  The  showroom  and
warehouse   operation  in  Tempe,   Arizona,   has  contributed  toward  greater
penetration  of the Arizona  market,  which allowed an increase in the margin of
profit.
         Management  continued its commitment in the first quarter to developing
effective  ways of fostering  continuous  improvement  of quality.  The training
program  based on  Control  Systems  Theory was  continued.  This  approach  was
developed by Dr. William  Glasser and is consistent  with the work of W. Edwards
Deming.  As adopted by World Wide  Stone,  Control  Theory  Management  involves
active  interest by  management  in the needs of the  workers,  a  participatory
environment,   empowerment  for   decision-making,   and  emphasis  on  personal
responsibility.  This  approach is thought to be  appropriate  in  multicultural
settings and was instituted both in the U.S. and Mexico.
                               (Page 8 of 9 Pages)
<PAGE>
Liquidity and Capital Resources
- -------------------------------
         The Company cash flow is sufficient to maintain  operations.  Expansion
of  operations  may be  financed  by debt or  equity  investment  and in part by
retained earnings. (See 1995 10-K.)


                           Part II - Other Information

Item 1.  Legal Proceedings.
         The Company has been  audited by the I.R.S.  for the years 1989,  1990,
and 1991. On October 11, 1995 the Company received a Notice of Deficiency in the
amount of $564,130  plus  interest and  penalties in the amount of $423,098.  In
addition,  the President of the Registrant has been  personally  audited for the
same period and has been served with a Notice of  Deficiency  totaling  $937,923
plus  penalties  of  $703,443.  The Company has  retained a tax attorney who has
advised that the claims are ridiculous and baseless.  In the opinion of counsel,
the Company will  prevail in tax court.  Management  further  reminds the reader
that the Company reported  substantial losses for each of the years in question.
Item 2. Changes in Securities.
         None

Item 3.  Defaults Upon Senior Securities.
         None

Item 4.  Submission of Matters to a vote of Security Holders
         None

Item 5.  Other Information
         None

Item 6.  Exhibits and Reports on Form 8-K
         None


                                    Signature

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto authorized.

Date: May 14, 1996                    World Wide Stone Corporation
                                      (Registrant)



                                      BY:    /s/Franklin Cunningham/
                                          -------------------------------------
                                           Franklin Cunningham, President

                               (Page 9 of 9 Pages)

<TABLE> <S> <C>

<ARTICLE>                     5
<MULTIPLIER>                                         1
<CURRENCY>                                U.S. DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
<EXCHANGE-RATE>                                      1
<CASH>                                          68,393
<SECURITIES>                                         0
<RECEIVABLES>                                  183,758
<ALLOWANCES>                                         0
<INVENTORY>                                    309,737
<CURRENT-ASSETS>                               590,221
<PP&E>                                       3,587,194
<DEPRECIATION>                                (566,304)
<TOTAL-ASSETS>                               4,874,565
<CURRENT-LIABILITIES>                        1,057,781
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        34,226
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                 4,874,565
<SALES>                                        450,509
<TOTAL-REVENUES>                               450,509
<CGS>                                          225,618
<TOTAL-COSTS>                                  225,618
<OTHER-EXPENSES>                               174,395
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                 50,496
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             50,496
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    50,496
<EPS-PRIMARY>                                      .00
<EPS-DILUTED>                                      .00
        

</TABLE>


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