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 March 31, 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 March 31, 2000, registrant had one
class of commons stock, of which
20,452,636 shares were outstanding.
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
March 31
2000 1999
(Unaudited) (Unaudited)
Assets
Current Assets:
Cash and Cash Equivalents $
70,685 $ 728
Prepaid Expenses & Deposits
330
Total Current Assets
71,015 728
FIXED ASSETS
Office Equipment
- 6,000
Computers and Software
- - - 6,000
12,000
Less Accumulated Depreciation -
10,800
Net Property and Equipment -
1,200
Total Assets
$ 71,015 $
1,928
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Balance Sheet
March 31
2000 1999
Consolidated
(Unaudited) (Unaudited)
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities
Current portion of Long Term Debt (Note 5)$ 196,190 $
337,277
Accounts Payable
71,648 130,493
Accrued Payroll and Other Expenses -
136,156
Tax Payable (Note 5)
42,764 42,764
Due to Director
8,294 7,332
Total Current Liabilities 318,896
650,022
Stockholders' Equity: (Deficit)
Preferred Stock, Par Value $.0001
Per Share, Authorized
10,000,000 Shares
Common Stock, Par Value $.0001
Per Share, Authorized
100,000,000 Shares: Issued and
Outstanding 20,452,636 Shares 2,045
1,792
Common stock subscribed -
18,275
Capital in excess of par value 7,601,718
7,132,169
Accumulated Deficit (7,851,644)
(7,800,330)
Total Stockholders' Equity (247,881)
(,648,094)
Total Liabilities and Stockholders' Equity $ 71,015
$ 1,928
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Statement of Operations and Changes in Retained Earnings
Three
Months Period Ended March 31
2000 1999
(Unaudited) (Unaudited)
Operating Expenses:
General & Administrative 48,400
45,363
Operating Loss (48,400) (45,363)
Other Income (Expense):
Interest Expense -
(12,163)
- (12,163)
Net Loss (48,400) ($57,526)
Accumulated Deficit, Beginning ($7,803,244)
($7,742,804)
Accumulated Deficit, Ending ($7,851,644)
($7,800,330)
Net Loss per Common Share (Note 2) ($0.002)
($0.003)
Weighted Average Number
of Common Shares
20,452,636 17,544,499
(See Accompanying Notes to Financial Statements)
Forestry International, Inc.
Statement of Cash Flows
Three
Months Period Ended March 31
2000 1999
Consolidated
(Unaudited) (Unaudited)
Cash Flows from Operating Activities:
Net Loss
($ 48,400) ($ 57,526)
Adjustments to Reconcile Net Income to net
cash provided by operating activities: -
-
Depreciation
- 400
Change in Assets and Liabilities:
Decrease in prepaid expenses and deposits
300
Decrease in Accounts Payable and
Accrued liabilities
(62,951) (16,910)
Tax Payable
- 2,456
Total adjustments
(62,951) (16,754)
Net Cash provided by Operating Activities ($111,351)
($71,280)
Cash Flows from Financing Activities:
Advances from Directors
2,000 -
Capital Stock Issuance
179,101 54,000
Increase in long-term debt
- - - 9,709
Increase in related party debt
- - - 7,332
Net Cash Provided by Financing Activities $181,101
$ 71,041
Net Increase in Cash and Cash Equivalents $ 69,750
($ 239)
Net Cash and Cash Equivalents, beginning
of year
935 967
Net Cash and Equivalent, End of Period $ 70,685
$ 728
(See Accompanying Notes to Financial Statement)
FORESTRY INTERNATIONAL, INC.
Notes to Financial Statements
March 31, 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. 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
Companys 1999 Annual Report on
Form 10-KSB. The results of operations for the three months
ended March 31, 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 March 31, 2000.
(3) Liquidity
The Companys 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 shareholders equity of
($247,881) at the quarter ended March 31,
2000. The company generated no operating revenue for the three
months ended March 31, 2000.
(4) Concentrations
On March 31, 2000 cash in bank account did not exceed federally
insured limits.
(5) Contingency
On November 17, 1998 in the United States District Court of
Jackson Mississippi, Forestry 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.
FORESTRY INTERNATIONAL, INC.
Notes to Financial Statements
March 31, 2000
On March 27, 2000, a Motion for Summary Judgment was denied to
Randy Pope and on April 17,
2000, the Court has set the case for trial on May 22, 2000. It
was subsequently rescheduled at the
request of the defendant on May 30, 2000. Unless there is a
settlement before such time, the trial
should proceed within that time frame.
Forestry International's books and records reflect an
indebtedness in the amount of $146,606
attributable to a promissory note executed by the former
President of Forestry, in favor of Dylan-
Hutton, Inc. Forestry's position is that the debt is not valid
as well as the Notes which Forestry
received judgments in its favor. On May 19, 2000, Forestry will
seek to obtain declaration from the
Arizona Bankruptcy Court to the effect that this last Promissory
Note on the Company's Balance
Sheet is null, void and unenforceable as against Forestry
International, Inc. Management expects to
achieve the same results where the Court will declare this debt
invalid.
On March 17, 1999 the Arizona Department of Revenue filed an
amended complaint against
Forestry International, Inc. claiming $10,869.34 in unpaid
income taxes, plus interest as of March
9, 1999 in the amount of $31,894.32, for the audited period of
March 31, 1993 through March 31,
1994. The Company is seeking to reach a settlement agreement
with the Arizona Department of
Revenue. The result of this case is presently indeterminable.
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 May 3, 2000, Forestry International has completed its merger
of its Canadian fully owned
subsidiary with RMM & Associates, a provider of
business-to-business solutions and services for
e-Commerce. RMM & Associates has been involved in the consulting
and systems integration
business and active in the Information Technology (IT) sector
for over 17 years. RMM & Associates
has been supporting customers from Fortune 500 companies, small
and medium-size corporations,
Professional and Membership Association as well as Government
Agencies. RMM & Associates
expertise resides in its ability to deliver and support adapted
solutions such as Networking, Office
Automation Tools and e-Commerce solutions.
To better reflect its present stage of business and the industry
in which the Company is now
involved, on April 26, 2000 the State of Colorado had approved
the Company's request to operate
under the new trade name of INFYNIA.com, which will also apply
for the Canadian subsidiary.
On March 8, 2000, Forestry International signed an agreement to
acquire all the outstanding shares
of Genilog, Inc. an Information Technology Research and
Development company headquartered in
Montreal, Canada with European operations based in Switzerland.
Forestry International will pay
in stock the equivalent of CAN $800,000 or approximately US
$550,000 representing 1,750,000
shares of common stock of Forestry International, Inc. which are
to be issued in compliance with the
provisions of Rule 144 of the Securities Act of 1933 and subject
to regulatory hold periods. Forestry
International will also grant to Genilog, Inc. options to
purchase common shares of Forestry
International, Inc. in accordance with the terms of the
Company's Stock Option Plan for a period of
five years. The acquisition is expected to be completed by July
1, 2000, and Genilog, Inc. will
operate as an independent division of Forestry's Canadian
operating subsidiary (Infynia.com).
Forestry International will pursue through its U.S. Forest
Products division, the acquisition of a US
Forest Products entity in order to use its tax loss
carryforwards of approximately $6.5M for the
benefit of its stockholders. The Company will then spin off the
proceed into a distribution to the
shareholders.
.
ITEM 2. MANAGEMENTS PLAN OF OPERATION.
Forestry International's initial involvement and primary
business was the acquisition of clonal
technology relating to the accelerated development of
rapid-growth hardwood trees as an alternative
wood species source. 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 March 31, 2000 had net operating loss
carryforwards for federal and state
income tax purposes of approximately $3,536,000 and $2,181,000
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. Forestry has consulted a CPA (Mr. Robert Kliaman)
to determine to which extent this
tax loss may be used for the benefit of its stockholders.
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, warrant
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. Forestry 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
Forestry International, 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. Forestry 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. Forestry 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 Forestry 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)
May 12 , 2000
Date
