Form 10-QSB
QUARTERLY OR TRANSITION REPORT
UNDER SECTION 13 OR 15(d)
(As last amended by 34-2231, eff. 6/3/93)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter year ended September 30, 2000
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from N/A to
Forestry International, Inc.
(Name of small business issuer as specified in its charter)
0-23310
Commission File Number
Colorado 84-1116284
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1205, Ampere Street, Ste 206, Boucherville, (QC) J4B 7M6
(Address of principal executive offices) (Zip Code)
Issuer?s telephone number (514) 495-7747
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the 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. X Yes No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDING DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. N/A Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer?s classes of
common equity, as of the latest practicable date:
As of September 30, 2000, registrant had one class of commons stock, of which
25,440,736 shares were outstanding among which 5,246,083 are in stop transfer.
Transitional Small Business Disclosure Format (Check one): Yes X No
(Added by Exch Act Rel No. 31905, eff 4/26/93)
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
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Forestry International, Inc.
Balance Sheet
September 30
2000 1999
Consolidated Non-Consolidated
(Unaudited) (Unaudited)
Assets
Current Assets:
Cash and Cash Equivalent $ - $ 3,151
Accounts Receivable 275,223 -
Inventory 125,891 -
Notes Receivable - -
Due from Shareholders - -
Prepaid Expenses 1,727 -
402,841 3,151
Property and Equipment
Lands 121,060 -
Buildings 342,353 -
Office quipment 35,086 6,000
Computers and Software 258,385 6,000
Vehicles 54,893 -
811,767 12,000
Less Accumulated Depreciation 303,402 11,600
Net Property and Equipment 508,365 400
Long Term Investments 90,812 -
Goodwill - -
Total Assets $ 1,002,016 $ 3,551
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Balance Sheet
September 30
2000 1999
Consolidated Non-Consolidated
(Unaudited) (Unaudited)
Liabilities and Stockholders' Equity
Current Liabilities:
Bank Deficiency $ 52,901 $ -
Bank Loan 109,954 -
Accounts Payable 234,607 131,000
Purchase Balance payable - -
Accrued Payroll - -
Income Tax Payable 72,597 42,764
Due to Related Party - 10,461
Current Portion of Long-Term Debt 22,102 352,691
492,161 675,387
Long Term Debt 201,307 -
Loan Payable 4,482 -
Deferred Income Taxes 3,839 -
Stockholders' Equity
Shares 2,544 1,739
Additional paid in capital 7,746,955 7,280,971
Retained Earnings (7,449,260) (7,954,548)
Total Stockholders' Equity 300,219 671,836)
Total Liabilities and Stockholders' Equity $ 1,002,016 $ 3,551
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Statement of Operations and Changes in Retained Earnings
Three Months Ended September 30 Nine Months Ended September 30
2000 1999 2000 1999
Consolidated Non-Consolidated Consolidated Non-Consolidated
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Operating Revenue$ 507,424 $ - $ 1,042,908 $ -
Cost of Sales 280,472 - 695,612 -
Gross Margin 226,952 - 347,296 -
Operating Expenses:
Selling 111,355 - 169,777 -
Gen. & Administrative 79,561 56,168 335,277 180,165
Financial 5,611 - 8,801 -
_________ _________ _________ _________
196,527 56,168 513,855 180,165
Operating results 30,426 (56,168) (166,559) (180,165)
Interest Expenses - (9,707) - (31,577)
Loss on disposal of
Investments (8,655) - (8,655) -
Profit Sharing in a
Limited Partnership 3,778 - 3,996 -
277:
Other Income &
Expenses (4,877) (9,707) (4,857) (31,577)
Net Income (Loss)
Before Income taxes
and Extraordinary
item 25,548 (65,875) (171,316) (211,742)
Extraordinary gain - - 196,190 -
Income tax 2,264 - 5,101 -
______ _________ _________ _________
Net Income (Loss) $ 23,284 $ (65,875) $ 19,773 $ (211,742)
Retained Earnings
Beginning (7,472,564) (7,888,671) (7,469,052)(7,742,804)
Retained Earnings
Ending (7,449,280) (7,954,546) (7,449,279)(7,954,546)
Net Gain or (Loss)
Per Common Share $0.001 ($0.004) ($0.0001) ($ 0.01)
Weighted Average
Number of Common
Shares 25,276,547 18,154,999 22,473,317 17,849,749
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Statement of Cash Flows
Three Months Ended Nine Months Ended
September 30 Septembre 30
2000 1999 2000 1999
309: Consolidated Non- Consolidated Consolidated Non-Consolidated
(Unaudited) (Unaudited) (Unaudited)
Cash Flows from
Operating Activities:
Net Income (Loss) $ 23,284 $ (65,875) $ (19,773) $ (211,742)
Adjustments to
Reconcile Net
Income (Loss)
Amortization of
capital assets 1,623 400 2,707 1,200
Loss on disposal
of investments 8,655 - 8,655 -
Profit sharing in
a Limited Partnership (3,778) - (3,996) -
324: 29,784 (65,475) 27,137 (210,542)
Change in non-cash
Operating working
Capital 242,154 (5,996) 130,109 (871)
Net cash used by
Operating activities 271,938 (71,471) 157,246 (211,413)
Cash flows applied to
investing activities:
Acquisition of
Subsidiary, net
of cash acquired - - (404,526) -
Acquisition of long-
term investments (23,500) - (23,500) -
Disposal of long-
term investments 38,689 - 38,689 -
Acquisition of
Capital assets (382,948) - (382,948) -
341: (347,775) - (752,385) -
Cash flows from
financing activities:
Issuance of common
Stock - 52,251 324,837 184,474
Increase in long-
term debt 117,588 18,707 117,688 29,123
Repayment of long-
Term debt (6,762) - (11,256) -
Net cash provided
by financing
activities 110,826 71,958 431,269 213,597
Net Increase in cash 35,085 487 (163,790) 2,184
Cash Beginning
of period (197,940) 2,664 935 967
Cash, End of period (162,855) 3,151 (162,855) 3,151
(See Accompanying Notes to Financial Statement)
FORESTRY INTERNATIONAL, INC.
Notes to Financial Statements
September 30, 2000
(1) Basis of Presentation
The accompanying unaudited financial statements have been prepared by Forestry
in accordance with generally accepted accounting principles pursuant to the
rules and regulations of the Securities and Exchange Commission. These
unaudited financial statements represents the consolidated results of Forestry
International, Inc. with its fully own operating subsidiary, Infynia.com Inc.
for the quarter ended September 30, 2000. As of September 30, 2000, five (5)
months of operations occurred (May 1, 2000) since the consolidation of
Forestry International, Inc.'s financial statements with those of RMM &
Associates. In the opinion of management, the accompanying financial
statements include all adjustments (of a normal recurring nature) which are
necessary for fair presentation of the financial results for the interim
periods presented. Certain information and footnote disclosures normally
included in financial statements have been condensed or omitted pursuant to
such rules and regulations. Although Forestry believes that the disclosures
are adequate to make the information presented not misleading, it is suggested
that these financial statements be read in conjunction with the financial
statements and the notes thereto included in the Company's 1999 Annual Report
on Form 10-KSB and the Consolidated financial statements for the period of May
1, 2000 presented in the Company's Form 8-K under Item 7. The results of
operations for the nine months ended September 30, 2000 are not necessarily
indicative of the results to be expected for the full year.
(2) Computation of Net Income Per Share
Net Income per common and common equivalent share is computed using the
weighted average number of common shares outstanding during the periods.
Outstanding stock options are non-dilutive as of September 30, 2000.
(3) Liquidity
The Company's financial statements have been presented on the basis that it is
a going concern, which contemplates the realization of assets and the
satisfaction of liabilities in the normal course of business. The company has
a shareholder equity of $300,219 at the quarter ended September 30, 2000. The
company generated $1,042,908 operating revenue for the nine months ended
September 30, 2000.
(4) Concentrations
On September 30, 2000 cash in bank account did not exceed federally insured
limits.
FORESTRY INTERNATIONAL, INC.
Notes to Financial Statements
September 30, 2000
(5) Contingency
On November 17, 1998 in the United States District Court of Jackson
Mississippi, the Company filed a $35,000,000 civil action against Randy Pope,
President of Dixieland Forest Products, Inc. for breach of contract, breach of
duty of good faith and fair dealing including wrongful foreclosure. The
Company is seeking restitution in equity as well as compensatory and punitive
damages as a result of Defendant's actions. Mr. Pope filed a counter-claim for
$300,000 based on money he paid for the operation of Dixieland, which was
payment for the benefit of Dixieland. To that effect, a trial started on May
30, 2000. Notwithstanding extensive efforts by the Defendant and his lawyers
to cause Forestry's claims to be dismissed prior to trial through summary
judgment motions and the attempts to have the case dismissed at trial, the
case proceeded to jury deliberations which, unfortunately, resulted in a
deadlocked jury and ultimately an order of a mistrial by the Judge. On October
23, 2000, the Federal Court of the United States District Court for the
Southern District of Mississippi has ordered mediation of this matter. It is
not binding but could give a chance to get most out of the Defendant without
going through the expense of a second trial. The Company is presently
considering its availability to attend this proposed mediation and no date has
been yet determined. Whatever results may come out of mediation, they must be
satisfactory to Forestry, otherwise, the Company will ask the Court to
determine a new trial date. Forestry will enforce all its rights by all and
any means as may be available and appropriate to seek justice for its case.
On June 6, 2000, the Superior Court of the State of Arizona granted a Summary
Judgment in favor of the Arizona Department of Revenue and against the Company
for unpaid State corporate income taxes and interest in the amount of
$10,869.34 and $36,008.92 calculated through May 31, 2000, for tax period
March 31, 1993 through March 31, 1994. Although on July 3, 2000 the Company
submitted the Judgment to the Court of Appeals of the State of Arizona.
No other legal proceedings to which the Company is a party or to which the
property of the Company is subject is currently pending against the Company,
and no such material proceeding is known to be contemplated against any
officer or director which is adverse to the Company, except as mentioned in
the preceding paragraphs.
(6) Subsequent Events
On October 31, 2000, a majority of the Company's shareholders approved to
change the corporation name to Infynia.com Corporation. On November 10, 2000,
the NASDAQ Over-The-Counter Bulletin Board attributed a new stock symbol to
the Company. Infynia.com Corporation will trade as of November 13, 2000 under
the stock symbol of INYC.
ITEM 2. MANAGEMENT'S PLAN OF OPERATION.
Effective February 16, 2000, the Company took a new direction within the
Information Technology (IT) industry and on May 3, 2000 has completed the
acquisition of RMM & Associates.
The Company, as of September 30, 2000 had net operating loss carryforwards for
federal and state income tax purposes of approximately $3,500,000 and
$2,100,000 respectively and a net capital loss carryforwards for federal and
state income taxes of approximately $1,500,000. Management plans to use these
losses to its advantage to save taxes on the operations of future acquisitions
and against capital gains.
New management has determined that the Company's new business strategy plan is
primarily to seek one or more potential businesses, which may, in the opinion
of its Board of Directors, warrants the Company's involvement. In seeking to
attain its business objective, the Company will mainly focus on targets within
the Information Technology sector but will not restrict its search to that
industry. The Company may investigate businesses of essentially any kind or
nature, including but not limited to, high technology, manufacturing, service,
research and development, communications and others. Management?s discretion
is otherwise unrestricted, and it may participate in any business, whatsoever
which may, in the opinion of management, meet the business objectives
discussed herein.
The Company may acquire any entity or position in a company, which is (i), a
fully integrated corporation in a specific segment of its industry; or (ii) in
its preliminary or development stage; or (iii) is a going concern. In other
instances, possible business endeavors may involve the acquisition of or a
merger with a company that does not need additional equity, but seeks to
establish a public trading market for its securities. Businesses that seek the
Company's participation in their operations may desire to do so to avoid what
such businesses deem to be adverse factors related to undertaking a public
offering. Such factors include substantial time requirements and legal costs,
along with other conditions or requirements imposed by Federal and State
securities laws.
Since new management got involved in the daily operation of the Company, the
analysis of potential business endeavors will be undertaken by or under the
supervision of the Company's Directors. The Directors are comprised of
individuals of varying business experiences, and management will rely on their
own business judgment in formulating decisions as to the types of businesses
that the Company may acquire or in which the Company may participate.
In analyzing prospective businesses, management will consider such factors as
available technical, financial and managerial resources, working capital and
other financial requirements such businesses history of operations, if any,
and prospect for the future, the nature of present and expected compensation,
the quality and experience of management services, the depth of that
management, the potential for further research and development and risk
factors. The Company will also consider their niche market, the opportunities
to improve operating margins, potential growth and expansion, the economic of
the region in which the target is located, the potential for profit, the
perceived public recognition or acceptance of such businesses, products,
services and other relevant factors. The Company will seek opportunities in
the United States, Europe and Canada. Management believes that geographic and
customer diversification will enhance the Company's stability to fluctuations
in regional economic conditions or changes that affect particular market
segments. Generally, the Company will analyze all available information and
make a determination based upon a composite of available facts, without
reliance upon a single factor as controlling. The Company has targeted several
acquisitions to fulfill its management objectives. Also, it is anticipated
that prospective businesses will be available to the Company from various
sources, including its management, its professional advisors, securities
broker dealers, venture capitalists members of the financial community, and
others who may present unsolicited proposals. In some instances, the Company
may publish notices or advertisements in financial or trade publications
seeking potential business acquisition. In certain circumstances, the Company
may agree, in connection with an acquisition, to pay a finder's fee or other
compensation to an investment banking firm or other person who submits to the
Company a business in which the Company participates.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
N\A
Item 2. Changes in Securities
N\A
Item 3. Defaults Upon Senior Securities
N\A
Item 4. Submission to a Vote of Security Holders
N\A
Item 5. Other Information
N\A
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Forestry International, Inc.
(Registrant)
By: /s/ Louis R. Turp, President
(Signature and Title)
November 13, 2000
Date
