UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES AND EXCHANGE COMMISSION
For the quarterly period ended June 30, 2000
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934.
For transition period from _______________ to _______________
Commission file number 0-22310
LASV ENTERPRISES, INC.
----------------------
(Exact name of small business issuer in its charter)
DELAWARE 33-0564327
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
201 1736 152nd Street, Surrey, British Columbia Canada V4A 4N4
--------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (604) 541-6253
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915 WHITBY COURT SUGARLAND, TEXAS 77479
(Former address if changed since the 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 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 [ ]
As of June 30, 2000, there were 15,559,233 shares of common stock outstanding.
Transitional Small Business Disclosure Format (check one):
YES [ ] NO [X]
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LASV ENTERPRISES, INC.
(A Development Stage Company)
INDEX
Part I. Financial Information
Item 1: Financial Statements
Balance Sheet as of June 30, 2000 2
Statement of Operations and Retained Deficit for the
nine months and three months ended June 30, 2000 3
SUPPLEMENTARY INFORMATION:
Schedule of Operating Expenses for the nine months
and three months ended June 30, 2000 4
Note to Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 6-7
Part II. OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 2. Change in Securities and Use of Proceeds 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
SIGNATURES 9
1
<PAGE>
Part I. Financial Information
Item 1: Financial Statements
LASV ENTERPRISES, INC.
(FORMERLY LAS VEGAS AIRLINES, INC.)
BALANCE SHEET
JUNE 30, 2000
(UNAUDITED)
ASSETS
CURRENT ASSETS:
Accounts Receivable $ 15,000
Investment in Divest Management, Inc. 2,825,000
Investment in SilverHawk Development Corp. 1,000,000
------------------
TOTAL ASSETS $ 3,840,000
==================
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
CURRENT LIABILITIES:
Note Payable-Divest Management, Inc. $ 1,950,000
Shareholders Loans 2,501,944
STOCKHOLDERS' (DEFICIT):
Preferred Stock, $.001 par value, 1,000,000
shares authorized, no shares issued and
outstanding
Common Stock - $.001 par value, 100,000,000
shares authorized, 15,559,233 shares issued
and outstanding 15,559
Additional Paid In Capital 217,530
Retained Earnings (Deficit) (845,033)
------------------
Total Stockholders' (Deficit) (611,944)
------------------
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) $ 3,840,000
==================
2
<PAGE>
LASV ENTERPRISES, INC.
(FORMERLY LAS VEGAS AIRLINES, INC.)
STATEMENT OF OPERATIONS AND RETAINED DEFICIT
FOR THE NINE MONTHS AND THREE MONTHS ENDED JUNE 30, 2000
(UNAUDITED)
AMOUNT
-------------------
REVENUES $ 0
OPERATING EXPENSES - Schedule I 623,546
-------------------
NET (LOSS) (623,546)
RETAINED DEFICIT, BEGINNING OF PERIOD (221,487)
-------------------
RETAINED DEFICIT, END OF PERIOD $ (845,033)
===================
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<PAGE>
SUPPLEMENTARY INFORMATION
LASV ENTERPRISES, INC.
(FORMERLY LAS VEGAS AIRLINES, INC.)
SCHEDULE OF OPERATING EXPENSES
FOR THE NINE MONTHS AND THREE MONTHS ENDED JUNE 30, 2000
(UNAUDITED)
AMOUNT
----------------
Advertising $ 6,187
Consulting 350,250
Licenses, Fees and Taxes 1,413
Professional Fees 95,320
Rent 9,706
Salaries 37,602
Telephone 759
Travel, Entertainment and Promotion 122,309
----------------
Total Operating Expenses $ 623,546
================
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<PAGE>
LASV ENTERPRISES, INC.
(FORMERLY LAS VEGAS AIRLINES, INC.)
NOTE: A Statement of Cash Flows has not been included. At this time there is no
cash flow in the current acquisitions.
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<PAGE>
Item 2: Management's Discussion and Analysis or Plan of Operations
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL
CONDITION for the period April 1, 2000 to June 30, 2000.
On May 4, 2000, the shareholders of the Company approved a consolidation of the
Company's common shares on the basis of one new share for each six
preconsolidation shares. This share consolidation received approval from the
State of Delaware on May 8, 2000. A new CUSIP number was given to LASV
Enterprises, Inc. The new CUSIP number is 518136 10 6.
On May 10, 2000, LASV Enterprises, Inc. announced the acquisition of 100% of the
issued shares of 583354 B.C. Ltd. for a consideration of 12 million restricted
shares of LASV Enterprises, Inc. 583354 B.C. Ltd. has interests in the following
projects:
1. Final stage negotiations or the acquisition of a resort and casino
development property located in the Dominican Republic.
2. An agreement with Goodridge and Associates of California to complete
funding and bank financing for the resort / casino project, and to provide
liaison with contractors and government agencies to complete the project.
3. Final stage negotiations to purchase an airline based in New York having
gross annual sales of approximately $70,000,000.
4. Approval of $12,000,000 financing to be used for the purchase of the
airline.
5. Long term contracts with qualified individuals to provide management for
the airline.
6. A long term contract with Mr. Allan Davis to serve as CFO for the Company.
Mr. Allan brings extensive experience with him to this position.
On May 30, 2000, LASV Enterprises, Inc. announced it had completed the
acquisition of the Resort / Casino development in the Dominican Republic.
LASV Enterprises, Inc. announced the appointment of Mr. Patrick Strasburger as
President and CEO. Mr. Strasburger's background includes 20 years of senior
management experience with Continental Airlines.
On June 26, 2000, the Company announced it had finalized negotiations to
purchase a majority interest (75.1%) in the New York based airline. The
acquisition was subject to a 30 day due diligence period, and to approval by the
Department of Transportation and the Federal Aviation Agency. To date the seller
has not executed the purchase agreement.
6
<PAGE>
DISCUSSION OF SUBSEQUENT EVENTS for the period July 1, 2000 to August 17, 2000.
On August 7, 2000, the Company announced the Dominican Republic government has
granted preliminary casino licenses with respect to the Cabarete Bay development
property.
On August 7, 2000, the Company announced it has completed an agreement to
acquire SilverHawk Development Corporation, a privately held company
incorporated in Nevada. SilverHawk Development Corporation is a hotel, resort
and vacation ownership development company with developments in China, Mexico,
Belize, Cook Islands, Hawaii and Florida. Under the agreement the Company agreed
to change its name to SilverHawk International Corporation. The Company
appointed the President of SilverHawk Development Corporation, Mr. Von G.
Batesole, to its Board of Directors.
On August 14, 2000, the Company announced it had consummated the acquisition of
100% of the issued shares of SilverHawk Development Corporation. Mr. Von G.
Batesole will serve as the interim chairman of the Board of the new combined
entity. Application has been made by the Company to change its name to
SilverHawk International Corporation.
On August 15, 2000, the Company announced that in addition to Mr. Von Batesole,
Mr Peter Gallic and Mr. Leonard Malcolm had been appointed to the Board of
Directors. All three are members of the SilverHawk Development Corporation's
Board of Directors. Mr. Gallic is a financial consultant with a background in
financial consulting, project development and manufacturing. Mr. Malcolm has a
background in finance.
On August 17, 2000, the Company announced the addition of Mr. John G. Chupa to
the Board of Directors. Mr. Chupa is President of Chupa & Alberti, P.C. which
specializes in intellectual property, corporate and commercial law. The firm
serves as General Counsel for SilverHawk Development Corporation.
As of September 1, 2000, the Board of Directors of LASV Enterprises is comprised
of the following individuals:
Von Batesole (Interim Chairman)
Gilbert Matsumoto
John Chupa
Peter Gallic
Allan Davis
Robert Abbott
Patrick Strasburger
Leonard Malcolm
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<PAGE>
Item 1. Legal Proceedings
None
Item 2. Change in Securities and Use of Proceeds
On May 4, 2000, the shareholders of the Company approved a consolidation of
the Company's common shares on the basis of one new share for each six
preconsolidation shares. This share consolidation received approval from the
State of Delaware on May 8, 2000. A new CUSIP number was given to LASV
Enterprises, Inc. The new CUSIP number is 518136 10 6.
On May 10, 2000, LASV Enterprises, Inc. announced the acquisition of 100%
of the issued shares of 583354 B.C. Ltd. for a consideration of 12 million
restricted shares of LASV Enterprises, inc.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
See Item 2 above.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit No. Description
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27 Financial Data Schedule
(b) Reports on Form 8-K
Registrant filed a Current Report dated May 10, 2000 to report (1)
registrant is now controlled by Net Interest, Inc., a Texas corporation; and (2)
acquisition of the assets, subject to liens and liabilities, of a company owned
by Net Interest and others. The assets included the rights to a resort project
in the Dominican Republic and various other rights. Registrant also reported the
resignation of former officers and directors and the naming of new officers and
directors.
8
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SIGNATURES
In accordance with Section 13 of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, hereunto duly
authorized.
LASV ENTERPRISES, INC.
Dated: September 5, 2000 By: Robert Abbott
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Robert Abbott
Director
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