Mark, you "stold" part of what I was going to post. <s>
From FORM 10-QSB for quarter ending 6/97
Management has elected to omit substantially all of the disclosures and the statement of cash flows required by generally accepted accounting principles. If the omitted disclosures and the statement of cash flows were included in the financial statements, they might influence the user's conclusions about the company's financial position, results of operations, and cash flows.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this to be signed on its behalf by the undersigned thereunto duly authorized.
AMAZON NATURAL TREASURES, INC. Formerly Concord Capital, Inc.
BY: /s/ Michael Sylver, President and Chief Financial Officer
Dated: October 18, 1996
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next filing:
3. Is its anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
Yes X No
Plan of Operation
In March 1996, the Board of Directors approved an exchange of common shares with Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural Treasures, Inc., is a Phyto Therapy Health Maintenance Company. They produce and distribute health supplements derived from plants and related species for the cure and treatment of human illnesses and diseases.
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Domingos Loricchio - Chairman of the Board of Directors.
Mr. Loricchio has been Chairman of the Board of Directors of the Company since March 1996. Since 1975, Mr. Loricchio has been the President of ABRACEL INDUSTRIA E COMERCIO, LTDA, in Sao Paulo, Brazil. Prior to 1975, Mr. Loricchio was employed by Carborundum Company, in research and development in their San Paulo plant. Mr. Loricchio holds a degree in chemistry from the Sorbonne - University of Paris.
Michael A. Sylver - President, Chief Executive Officer and a member of the Board of Directors
Mr. Sylver has over 20 years of executive level management, having formed and operated several innovative management companies in the United States and Canada. His management expertise created and development Energy Management Corporation into, what was at one time, the largest independent company in Nevada.
<PAGE> 35
Robert S. Qualey - Secretary/Treasurer, Chief Financial Officer and a member of the Board of Directors.
Mr. Qualey has been Secretary/Treasurer, Chief Financial Officer and a member of the Board of Directors since March 28, 1996. Since September 1988, Mr. Qualey has been practicing attorney, licensed to practice in the state of Nevada. Since May 1992, Mr. Qualey has served as a Judge Pro Tem in Las Vegas, Nevada. Mr. Qualey holds a Masters degree in Business Administration from the University of Nevada at Las Vegas (1985) and the degree of Juris Doctor from Pepperdine University (1988).
Domingos Loricchio II - Senior Executive Vice President
In March 1996, Mr. Loricchio became the Senior Executive Vice President of the Company. Since July 1985, Mr. Loricchio has been the manager of Abracel, Ltd. of Brazil. Abracel manufactures products primarily designed for road surface applications. Mr. Loricchio graduated from the University of San Paulo, Brazil with a degree in Chemical Engineering.
Rocque Pucci - Executive Vice President.
Mr. Pucci served a combination of seven years in the United States Army and Army Reserve, rising from private to captain after earning an appointment to Officer Candidate School; his duty assignments included a tour in Vietnam. Mr. Pucci has eighteen years of bank and financial management experience in addition to over three years of business consulting background. He graduated magna cum laude from St. Joseph's College, Philadelphia, Pennsylvania, where he earned a Bachelor of Science in Business Administration.
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Amazon Natural Treasures, Inc. ------------------------------------------------------ (Name of Registrant as Specified in charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date 11/14/97 By ROUQUE C. PUCCI C.F.O. ----------------------------- ---------------------------------------- Rouque C. Pucci
PLAN OF OPERATION
In March 1996, the Board of Directors approved an exchange of common shares with Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural Treasures, Inc., is a multi-faceted company which is a Phytogenics(R) Health Maintenance Company along with bringing the treasures of the Brazilian Amazon Rain Forest to the rest of the world. They produce and distribute health supplements derived from plants and related species for the cure and treatment of human illnesses and disease.
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Date: By: -------------------------- ----------------------------------- Michael Sylver President & Chief Financial Officer
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ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On December 5, 1997, Amazon Natural Treasures, Inc. (The Company) was informed that Mr. Darrell Schvaneveldt resigned as the Company's auditor.
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FORM 8-K/A
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.
On December 5, 1997, Amazon Natural Treasures, Inc. (the "Company") was informed that on approximately November 3, 1997, Mr. Darrell Schvaneveldt ("Schvaneveldt") resigned as the Company's auditor. Prior to Schvaneveldt's resignation, the Company's board of directors had recommended a change in auditors.
Neither of Schvaneveldt's reports on the financial statements for the Company's fiscal years ended December 31, 1995 and 1996 contained an adverse opinion, nor was either qualified or modified as to uncertainty, audit scope or accounting principles. During the Company's fiscal years ended December 31, 1995 and 1996 and the period ended November 3, 1997, the Company had no disagreement with Schvaneveldt on any matter of accounting principles or practices, financial statements disclosure, or auditing scope or procedure which disagreement, if not resolved to the satisfaction of Schvaneveldt, would have caused Schvaneveldt to make a reference to the subject matter of the disagreement in connection with his reports.
SCHVANEVELDT AND COMPANY CERTIFIED PUBLIC ACCOUNTANT 375 E. SOUTH TEMPLE, SUITE 300 SALT LAKE CITY, UTAH 84111 (801) 521-2392
DARRELL T. SCHVANEVELDT, C.P.A.
Securities and Exchange Commission Washington, D.C. 20549
I have read Item 4 of Form 8-K of Amazon Natural Treasures, Inc., and concur with the content theory.
/s/ Darrell Schvaneveldt
Darrell Schvaneveldt December 16, 1997
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Standard wording and may not reflect whatsoever to AZNT. This is good for all investors to know in reviewing filings for any company.
ATTENTION Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).
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FORM 8-K
ITEM 4. CHANGES IN REGISTRANT'S STOCK TRANSFER COMPANY
On May 21, 1998, Amazon Natural Treasures, Inc. changed their stock transfer agent from Fidelity Transfer Company to:
Pacific Stock Transfer Company 3690 S. Eastern Avenue Las Vegas, NV 89109 Telephone: 702-361-3033
The reason for this change is for Amazon Natural Treasures, Inc. to have a convenient and local stock transfer company available in Las Vegas.
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Date: 5/22/98 By: /s/ Michael Sylver -------------------------- ------------------------------------ Michael Sylver President & Chief Financial Officer
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On November 10, 1998, the Company cancelled the following shares of Common issued to the Principals (and related parties) and exchanged them for preferred voting only shares:
<TABLE> <CAPTION>
Name Number of Shares Exchanged <S> <C> Michael A. Sylver 17,169,813 Gary Sylver 1,999,000 Morris Sylver 10,000,000 Darral Sylver 152,000 Phillip Sylver 152,000 Robert S. Qualey 5,222,000 Domingos Loricchio 7,110,000 Domingos Loricchio Jr. 5,500,000 Denise Loricchio 3,000,000 Roc and Sherri Pucci Jt Ten 1,814,300 Allan Sylver 305,000 Benita Sylver 371,000 ---------- Total Shares Exchanged 52,795,113 </TABLE>
The aforementioned common shares were cancelled in exchange for preferred voting only shares for the reason that the Principals of the Corporation, as previously arranged in early 1998, wished to decrease the number of outstanding common shares seeing that the principals have no intention of selling any of their shares.
The deduction of these 52,795,113 from the total outstanding shares leaves a total of outstanding common stock at 13,022,502.
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INDEPENDENT AUDITOR'S REPORT
The Board of Directors and Stockholders Amazon Natural Treasures, Inc. 4011 West Oquendo Road, Suite C Las Vegas, NV 89118
We have audited the Balance Sheet of Amazon Natural Treasures, Inc. as of December 31, 1997 and the related Statements of Income, Retained Earnings, and Cash Flows for the year then ended. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Amazon Natural Treasures, Inc. as of December 31, 1996 before the restatement described in Note 17 were audited by other auditors whose report dated April 26, 1997 expressed an unqualified opinion with a going concern uncertainty on those statements.
We conducted our audit in accordance with generally accepted auditing stan- dards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant esti- mates made by management, as well as evaluating the overall financial state- ment presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the 1997 financial statements referred to above present fairly, in all material respects, the financial position of Amazon Natural Treasures, Inc. as of December 31, 1997, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles.
We also audited the adjustments described in Note 17 that were applied to restate the 1996 financial statements. In our opinion, such adjustments are appropriate and have been properly applied.
As discussed in Note 3, the Company has numerous related party transactions and is dependent upon a related party supplier for its phytogenics products. In addition, as discussed in Note 1, the company is dependent on its ability to continue to operate within United States Government guide- lines for nutritional supplements.
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 5, the Company has been in the development stage. Further, the Company has sustained losses of $8,830,151 since its inception on June 27, 1995 and has experienced cash flow problems. Realization of a major portion of the assets is depen- dent upon the Company's ability to meet its future financing requirements, and the success of future operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Las Vegas, Nevada July 17, 1998
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REVENUES SALES $ 536,582 $ 30,770 DAMAGE CLAIMS 995 0 INTEREST INCOME 400 1,716 DISCOUNTS & GIFT CERTIFICATES (46,426) 0 MISCELLANEOUS INCOME 111 0 -------- ------- TOTAL REVENUES 491,662 32,487 -------- -------
COST OF SALES PURCHASES 2,287 8,507 PROCESSING COSTS 135 1,311 FREIGHT-IN 2,093 720 SHIPPING EXPENSE 7,112 10,795 COMMISSIONS 0 175 ------ ------ TOTAL COST OF SALES 11,627 21,509 Date: 12/02/98 By: MICHAEL A. SYLVER __________________________ ___________________________________ Michael Sylver, President & Chief Financial Officer
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NOTE 17 - 1996 RESTATEMENT
As indicated in the auditors' report, the 1996 financial statements were audited by other accountants. During the course of performing the audit of 1997, it became evident that certain transactions completed in 1996 required adjustment. In 1996, the Company entered into a licensing agreement with a related party. Under the agreement the Company received the exclusive right to utilize certain technologies in the production of its phytogenics products. As consideration for these rights, the Company agreed to issue approximately 5,000,000 shares of its common stock. At the time of the signing of this agreement, the Company's stock was trading at approximately $1.50 per share. Since there was no quantifiable value for the technologies obtained, the transaction was recorded at the par value of the stock issued ($.001 per share) or $5,000. The Company subsequently determined that this transaction should have been recorded at the fair value of the stock rather than the par value. This resulted in an increase to assets and equity of $7,495,000. During the audit of the 1997 financial statements, management of the Company concluded that while the valuation of this transaction complied with generally accepted accounting principles, the underlying assets obtained could not be objectively valued. An adjustment was consequently posted to reflect this inability to objectively quantify any value. The net effect of these transactions was to increase Additional Paid-In Capital by $7,495,000 and increase the 1996 loss by the same amount resulting in no change to total equity or total assets. The transaction did however, generate additional operating losses. These adjustments have been audited by the current year auditors and the 1996 financial statements presented herein reflect these adjustments. A summary of the accounts affected in 1996 is as follows: <TABLE> <CAPTION> Before Restatement After Restatement ------------------ ----------------- <S> <C> <C> Balance Sheet Accounts - ---------------------- Licenses and Trademarks $ 5,000 $ 5,000 Additional Paid-In Capital 211,088 7,706,087 Accumulated Deficit (238,687) (7,733,686)
Income Statements Accounts - -------------------------- Loss on Impairment - 7,495,000 Net Loss for 1996 (220,709) (7,715,709)
</TABLE> <PAGE> SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on this day of
AMAZON NATURAL TREASURES, INC. (Registrant)
BY: MICHAEL A. SYLVER
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities and on this 19th day of November, 1998.
SIGNATURES TITLE
DOMINGOS LORICCHIO - ------------------------------------- Chairman of the Board of Domingos Loricchio Directors
MICHAEL A. SYLVER - ------------------------------------- President, Chief Executive Michael A. Sylver Officer, and member of the Board of Directors
DOMINIGOS LORICCHIO II - ------------------------------------- Senior Executive Vice Domingos Loricchio II President, Director, and Secretary
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECUREITIES PURSUANT TO SECTION 12 OF THE ACT.
No annual report material has been forwarded to securities holders of the Registrant during the period covered by this report or for the previous five calendar years ended December 31; however, if any annual report or proxy material is furnished to security holders in connection with the annual meeting of stockholders to be held in 1999, a copy of any such annual report or proxy materials shall be forwarded to the Commission when it is forwarded to security holders. </TEXT> </DOCUMENT> </SEC-DOCUMENT> -----END PRIVACY-ENHANCED MESSAGE-----
Now about that common stock option exercised at .0001 per share What was the value received for that? How was that recognized as income to the beneficiary?
AMAZON NATURAL TREASURES, INC.
Date: November 12, 1999 By: /S/ MICHAEL A. SYLVER Michael A. Sylver President and Chief Financial Officer
Amazon Natural Treasures, Inc. is seeking a GRAS (Generally Recognized as Safe) Exemption Claim under the GRAS Notification Procedure for one of its food flavoring products.
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