U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[x]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] 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 000-30426
LARGO VISTA GROUP, LTD.
(Exact name of small business issuer as specified in its charter)
Nevada 76-0434540
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
4570 Campus Drive, Newport Beach, CA 92660
(Address of principal executive offices)
949 252-2180
(Issuer's telephone number)
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 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 March 31, 2000, the Company had 212,855,555 shares of its $.001 par
value common stock issued and outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
<PAGE>
INDEX
PART I FINANCIAL INFORMATION
Item 1. Financial Statements Page
Condensed Balance Sheet at March 31, 2000 (unaudited) 3
Condensed Statements of Operations for the three Months
Ended March 31, 2000 and March 31, 1999 (unaudited) 4
Condensed Statements of Cash Flows for the three Months
Ended March 31, 2000 and March 31, 1999 (unaudited) 5
Notes to Condensed Financial Statements (unaudited) 6
Item 2. Management's Discussion and Analysis or Plan of Operation 7
PART II OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 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
<PAGE>
<TABLE>
LARGO VISTA GROUP, LTD. and SUBSIDIARIES
Condensed Consolidated Balance Sheet
(Unaudited)
March 31,
2000
ASSETS
<S> <C>
Current assets:
Cash $53,505
Accounts receivable
42,145
Inventories 229,369
Other 4,172
----------
Total current assets 329,191
Property and equipment 907,130
Other 29,943
----------
$ 1,266,264
==========
</TABLE>
<TABLE>
LIABILITIES AND SHAREHOLDERS' DEFICIT
<S> <C>
Current liabilities:
Notes payable to banks $ 1,727,366
Accrued interest 285,829
Accounts payable 539,384
Accrued expenses 303,651
Deferred revenue 1,062,641
Due to affiliates 666,238
----------
Total current liabilities 4,585,109
----------
Commitments and contingencies -
Shareholders' deficit
Common stock 212,856
Additional paid-in capital 10,911,872
Accumulated deficit (14,443,573)
----------
Total shareholders' deficit (3,318,845)
----------
$1,266,264
==========
</TABLE>
<PAGE>
<TABLE>
LARGO VISTA GROUP, LTD and SUBSIDIARIES
Condensed Consolidated Statements of Operations
(Unaudited)
Three months ended March
31,
2000 1999
<S> <C> <C>
Sales $ 734,840 $ 315,121
Cost of sales 646,494 197,856
----------- -----------
Gross profit 88,346 117,265
Selling, general and administrative expenses 439,271 316,857
----------- -----------
Loss from operations (350,925) (199,592)
Interest expense (34,756) (39,490)
---------- ----------
Net loss $ (385,681) $ (239,082)
========== ==========
Basic and diluted net loss per share $ (0.002) $ (0.001)
========= ==========
Basic and diluted weighted average
common shares 212,630,477 183,863,021
=========== ===========
</TABLE>
<PAGE>
<TABLE>
LARGO VISTA GROUP, LTD. and SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three months ended March 31,
2000 1999
<S> <C> <C>
Cash flows from operating activities:
Net loss $(385,681) $ (239,082)
Adjustments to reconcile net loss to net
cash (used) provided by operating
activities:
Depreciation and amortization 32,434 29,581
Common stock issued for services 8,000 -
Changes in assets and liabilities:
Accounts receivable (1,169) -
Inventories (65,586) (35,364)
Other 6,125 20,781
Accounts payable (96,159) 10,820
Accrued expenses 80,810 207,489
Accrued interest 31,089 38,105
Deferred revenue 1,316 22,389
---------- ----------
Net cash (used) provided by operating
activities (388,821) 54,719
---------- ----------
Cash flows from investing activities: - -
---------- ----------
Cash flows from financing activities:
Increase in notes payable 158,393 -
Increase (decrease) in due to affiliates 35,056 (45,313)
Common stock issued for cash 232,500 -
---------- ----------
Net cash provided (used) by financing
activities 425,949 (45,313)
---------- ----------
Net increase in cash 37,128 9,406
Cash, beginning of period 16,377 13,528
---------- ----------
Cash, end of period $53,505 $ 22,934
========== =========
</TABLE>
<PAGE>
LARGO VISTA GROUP, LTD. and SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
March 31, 2000
(Unaudited)
1. Nature of operations and basis of consolidation
The accompanying condensed consolidated financial statements include the
accounts of Largo Vista Group, Ltd., a Nevada corporation, its wholly-
owned subsidiary, Largo Vista, Inc., a California corporation, its wholly-
owned subsidiary Everlasting International, Ltd., a Nevada corporation
and Kunming Xinmao Petrochemical Industrial Co., Ltd., ("Xinmao") a
Chinese entity (66.67% owned by Everlasting International, Ltd. and 33.33%
by a Chinese government entity), (collectively, the "Company"). Xinmao
operates a natural gas (LPG) distribution business. All operating
revenues and expenses are generated by Xinmao. The parent company incurs
general and administrative expenses overseeing Xinmao's operations and
complying with applicable reporting functions. All significant
intercompany transactions and balances have been eliminated in
consolidation. All amounts in these condensed consolidated financial
statements and notes thereto are stated in United States dollars.
2. Interim periods
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions of Form 10-QSB and do not
include all of the information required by generally accepted accounting
principles for complete financial statements. In the opinion of the
Company's management, all necessary adjustments (consisting of normal
recurring adjustments) for a fair presentation have been included.
Operating results for the three months ended March 31, 2000, are not
necessarily indicative of results for any future period. These
statements should be read in conjunction with the consolidated financial
statements and notes thereto for the year ended December 31, 1999
included in the Company's Form 10-KSB .
3. Issuance of common stock
During the first quarter of 2000, the Company sold 465,000 shares of its
common stock for $232,500 cash.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations (Three Months Ended March 31, 2000 Compared to Three
Months Ended March 31, 1999)
Revenues for the first quarter of 2000 increased 133% over the first
quarter of 1999 while gross profit decreased from 37% to 12%. This mixed
pattern reflects our success in meeting the rapidly increasing consumer
demands in a highly price sensitive environment. We are striving to
continue enhancing our market penetration without further margin erosion.
Our general and administrative expenses increased by $122,000 or 39%.
This increase reflects our expenditures related to the joint venture
entered into during the latter part of 1999, whose purpose is to expand
our markets to the Middle East as well as greater parts of China and its
neighbors.
Liquidity and Capital Resources
As of March 31, 2000 cash balances remain limited and the Company's
liabilities exceed its assets by over $ 3.3 million.. The Company has funded
its losses through the issuance of its common stock and from borrowings
from its Chinese banks. The Company intends to continue raising capital
through sales of its common stock until such time as its operations will
become profitable. However, there can be no assurance management will be
successful in these endeavors.
<PAGE>
PART II OTHER INFORMATION
Item 1. Legal Proceedings
There are no legal proceedings against the Company and the Company
is unaware of proceedings contemplated against it.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to the security holders for a vote.
Item 5. Other Information
There is no other information deemed material by management for
disclosure herein.
Item 6. Exhibits and Reports on Form 8-K
None.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
LARGO VISTA GROUP, LTD. AND SUBSIDIARIES
By: /s/ Daniel Mendez
Daniel Mendez,
Chief Executive Officer
and Chief Accounting Officer
Dated: May 22, 2000
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 53,505
<SECURITIES> 0
<RECEIVABLES> 42,145
<ALLOWANCES> 0
<INVENTORY> 229,369
<CURRENT-ASSETS> 329,191
<PP&E> 907,130
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,266,264
<CURRENT-LIABILITIES> 4,585,109
<BONDS> 0
0
0
<COMMON> 212,856
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,266,264
<SALES> 734,840
<TOTAL-REVENUES> 0
<CGS> 646,494
<TOTAL-COSTS> 88,346
<OTHER-EXPENSES> 439,271
<LOSS-PROVISION> (350,925)
<INTEREST-EXPENSE> (34,756)
<INCOME-PRETAX> (385,681)
<INCOME-TAX> (385,681)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (385,681)
<EPS-BASIC> (.00)
<EPS-DILUTED> (.00)
</TABLE>
