AMAZON NATURAL TREASURES INC 10QSB (Part 1 of 2) Filing Date: 12/3/98
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarter Ended Commission File Number SEPTEMBER 30, 1998 33-26109
AMAZON NATURAL TREASURES, INC. (Exact name of registrant as specified in its charter)
NEVADA (State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.) 88-0460880
4011 W. OQUENDO ROAD, SUITE C
LAS VEGAS, NEVADA 89118
(Address of principal executive offices)
4011 W. OQUENDO ROAD, SUITE C LAS VEGAS, NEVADA 89118
(Former Address of principal executive office)
(702) 795-4333
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12 (b) of the Act:
None
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.
X Yes No
State the number of shares outstanding of each of the registrants classes of common stock, as of the latest practicable date.
September 30, 1998
Common Voting Stock 65,817,615
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:
Name Number of Shares Exchanged 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
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.
The Company has initiated legal action in the federal courts in the seeking the cancellation of another 9,740,000 shares of common stock.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The unaudited financial statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management, and commence of the following page, together with Related Notes. In the opinion on management, the Financial Statements fairly present the financial condition of the Registrant.
AMAZON NATURAL TREASURES, INC. BALANCE SHEET (UNAUDITED) SEPTEMBER 30, 1998
SEPTEMBER 30, 1998 ASSETS CURRENT ASSETS CASH IN BANK $ 70,899 CANADIAN BANK ACCOUNT 2,100 PETTY CASH (500) CASH IN BANK (15,443) CHECKING-US SAVINGS BANK (11,472) ACCOUNTS RECEIVABLE (123) STOCK SUBSCRIPTION RECEIVABLE (2,000) INVENTORY (5,282) BOTTLED/BAGGED 104,058 RAW MATERIALS 231,724 BIRDS 49,061 WORK IN PROGRESS 29,997 GEMS (21,124) INTERCOMPANY TRANSFERS 40 PREPAID INSURANCE 10,414 ------- TOTAL CURRENT ASSETS $442,348
PROPERTY AND EQUIPMENT OFFICE FURNITURE AND EQUIPMENT $ 87,426 ACCUM. DEP.-FURNITURE/FIXTURES (9,779) LABORATORY EQUIPMENT 38,716 ACCUM. DEP.-LABORATORY EQUIPMENT (14,764) CLEAN ROOM EQUIPMENT 252,085 ACCUM. DEP.-CLEAN ROOM EQUIP. (34,261) WAREHOUSE EQUIPMENT 102,312 ACCUM. DEP.-WAREHOUSE EQUIP. (13,121) COMPUTER EQUIPMENT 94,203 ACCUM. DEP. COMPUTER EQUIP (3,991) AUTOMOBILES 29,061 ACCUM. DEP AUTOMOBILES (2,052) PORTABLE CLEAN ROOMS 129,612 LOGOS, TRADEMARKS, ETC. 125,000 ------- TOTAL PROPERTY AND EQUIPMENT $780,447
OTHER ASSETS EMPLOYEE ADVANCES 1,206 RELATED PARTY RECEIVABLES 62,443 INVENTORY OVERHEAD APPLIED 69,354 WORK IN PROGRESS 37,082 LICENSES & TRADEMARKS 5,000 ACCUM. AMORT. - LICENSES (2,000) REFUNDABLE DEPOSITS 185,423 OTHER ORGANIZATIONAL COSTS 58,855 ACC. AMORT.-ORGANIZATIONAL COSTS (17,209) SUSPENSE 13,911 ------- TOTAL OTHER ASSETS $414,066
TOTAL ASSETS $1,636,860 ---------- ----------
LIABILITIES AND CAPITAL
CURRENT LIABILITES PREPAID LEGAL FEES $ (3,000) ACCOUNTS PAYABLE 309,398 FICA PAYABLE 12,090 FEDERAL INCOME TAX WITHHELD 13,164 NV BUSINESS TAX PAYABLE 2,138 STATE UNEMP. TAX PAYABLE (1,891) FED. UNEMP. TAX PAYABLE 356 ACCRUED SALARIES & WAGES 13,083 SALES TAX PAYABLE 10,110 ACCOUNTS PAYABLE-MIKE SYLVER 109,159 ACCOUNTS PAYABLE-TCI 21,599 ACCOUNTS PAYABLE-DR LORICCHIO 10,000 CURRENT PORTION (23,536) LONG TERM PORTION 17,483 LESS CURRENT UNAMORT. DISC. (2,437) LESS UNAMORTIZED DISCOUNT (4,194) LOANS PAYABLE-OFFICERS 30,000 MICHAEL A. SYLVER (38,500) BENITA SYLVER (9,163) ROBERT QUALEY 1,142 ABRACEL 10,648 GARY SYLVER 8,052 ------- TOTAL CURRENT LIABILITIES $485,700
LONG-TERM LIABILITIES NOTE PAYABLE 36,443 ------ TOTAL LONG-TERM LIABILITIES $ 36,443
TOTAL LIABILITIES $522,143
CAPITAL COMMON STOCK $ 31,743 RETAINED EARNINGS (8,830,152) ADDITIONAL PAID IN CAPITAL 9,955,678 NET INCOME (42,551) ---------- TOTAL CAPITAL $1,114,717 --------- TOTAL LIABILITIES AND CAPITAL $1,636,860 --------- --------- FN:
AMAZON NATURAL TREASURES, INC. INCOME STATEMENTS (UNAUDITED) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
NINE MONTHS ENDED SEPTEMBER 30, 1998 SEPTEMBER 30, 1997 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 ------ ------ GROSS PROFIT 480,035 10,978 ------- ------ EXPENSES ACCOUNTING SERVICES-OUTSIDE 44,598 30,275 ADVERTISING 0 8,955 AMORTIZATION 0 18,828 APARTMENT LEASES-CORPORATE 6,985 13,742 AUTO & TRUCK 2,824 6,234 AUTO LEASE 6,687 19,227 BANK CHARGES 3,256 813 BANK CHARGES-CREDIT CARDS 445 1,008 CASUAL LABOR 4,096 15,493 COMMISSIONS 24,001 0 COMPUTER EXPENSE 7,714 0 CONSULTING FEES 85,260 85,004 DEPRECIATION 0 47,858 DONATIONS 0 500 DUES & SUBSCRIPTIONS 3,200 4,223 ENTERTAINMENT 425 6,168 EQUIPMENT RENTAL 1,509 3,623 FURNITURE LEASE 406 1,118 INSURANCE-GROUP 14,184 4,229 INSURANCE-GENERAL 9,918 11,864 INTEREST 0 7,254 JANITORIAL 0 737 LEGAL 29,041 40,399 LICENSES & TAXES 2,595 3,014 MISCELLANEOUS 6,022 146 MOVING EXPENSES 460 240 NEVADA BUSINESS TAX 0 1,257 LABORATORY SUPPLIES 0 2,311 CLEAN ROOM SUPPLIES 3,801 3,774 WAREHOUSE SUPPLIES 98 4,149 PLUMBING SUPPLIES 360 0 OFFICE EXPENSES 4,876 20,368 RESEARCH & DEVELOPMENT 428 5,704 PENALTIES 0 21 POSTAGE 1,592 4,646 PROFESSIONAL SERVICES 6,150 11,639 PROMOTIONAL 0 39,535 PROXY SERVICE 9,991 0 PRINTING 0 609 RENT 1,100 0 RENT-LAS VEGAS OFFICE 58,223 27,125 RENT-AMAZON 0 1,971 REPAIRS & MAINTENANCE 1,156 3,701 SALARIES & WAGES 145,529 83,257 SECURITY EXPENSE 583 0 FICA EXPENSE 841 8,223 ST. UNEMP. SUI 0 2,258 FEDERAL UNEMPLOYMENT INSUR 0 496 STATE INDUSTRIAL INS. SYSTEM 0 454 PAYROLL TAX EXPENSE (317) 397 TAXES-CORPORATE 0 162 TELEPHONE 23,646 34,868 TRAVEL 5,275 72,889 UTILITIES 5,628 3,319 ------- ------ TOTAL EXPENSES 522,586 664,083 ------- ------ NET INCOME $( 42,551) $(653,104) ========= =========
FN:
AMAZON NATURAL TREASURES, INC. STATEMENT OF CASH FLOWS (UNAUDITED) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
SEPTEMBER 30, 1998 SEPTEMBER 30, 1997 Cash Flows from Operating Activities Net Income $ (42,551) $ (653,104) Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Accounts Receivable 123 0 Stock Subscription Receivable 2,000 2,000 Accum. Dep.-Furniture/Fixtures 0 12,307 Accum. Dep.-Laboratory Equip. 0 13,636 Accum. Dep.-Warehouse Equip. 0 12,373 Accum. Dep.-Computer Equip 0 2,486 Accum. Dep.-Automobiles 0 1,012 Inventory 5,282 0 -Bottled/Bagged (6,923) (107,733) -Raw Materials (85,161) ( 21,146) -Work in Progress (9,622) 0 -Birds (8,800) (30,316) -Gems 35,649 0 Intercompany Transfers (40) 0 Notes Receivable 0 (14,250) Prepaid Insurance 0 (5,838) Accounts Payable 101,383 86,255 FICA Payable 9,206 1,193 Federal Income Tax Withheld 11,258 (318) State Unemp. Tax Payable (2,138) 1,415 SIIS Payable (463) 364 Fed. Unemp. Tax Payable 0 455 Deposits-Layaway 0 (5,000) Sales Tax Payable 110 10,000 Nevada Business Tax 0 397 Accounts Payable-Mike Sylver 1,400 107,759 Accounts Payable-TCI 0 8,599 Current Portion (28,000) 4,464 Long Term Portion 0 17,855 Less Current Unamort Disc. 0 (2,437) Less Unamortized Discount 0 (4,882) Loans Payable-Officers 30,000 0 Michael A. Sylver (42,300) 10,300 Benita Sylver (15,163) (1) Accrued Interest 0 (1,475) Short Term Notes Payable 0 (400) ABRACEL 0 10,248 -------- -------- Total Adjustments (2,199) 109,323 -------- -------- Net Cash Provided by Operations (44,750) (543,782) --------- --------
Cash Flows from Investing Activities Used For: Employee Advances (700) (2,875) Office Furniture and Equipment (5,044) (88,776) Laboratory Equipment (1,276) (36,262) Clean Room Equipment (86,479) (141,390) Accum. Dep. Clean Room Equipment 0 (4,110) Work in Progress (37,082) (151,828) Warehouse Equipment (452) (115,562) Computer Equipment (70,676) (24,586) Automobiles (11,471) (22,590) Leasehold Improvements 0 (256) Logos, Trademarks, Etc. 0 (125,000) Refundable Deposits (117,229) (52,215) Other Organizational Costs 0 (57,668) Suspense (17,077) (4,241) -------- -------- Net Cash Used in Investing (347,485) (827,359) --------- --------
Cash Flows from Financing Activities Proceeds from: Note Payable 29,500 72,319 Common Stock 209 24,075 Additional Paid in Capital 424,706 2,479,166 Used for: Note Payable (15,166) (112,319) Common Stock (13) (730) Additional Paid in Capital (129,749) (929,074) --------- --------- Net Cash Used in Financing 309,487 1,533,438 --------- --------- Net Increase (Decrease) in Cash $ (82,749) $ 162,298 ======== ======= Summary Cash Balance at End of Period $ 45,584 $163,688 Cash Balance at Beginning of Period (128,332) (1,390) ---------- --------- Net Increase (Decrease) in Cash $( 82,749) $162,298 ======== =======
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL STATEMENTS
LIQUIDITY AND CAPITAL RESOURCES
Since the reverse acquisition of Amazon Natural Treasures, Inc., (NV) the Company has had limited operations and has made preparation to launch more extensive operations in the near future. Currently, the Company's capital resources are adequate for this purpose. To finance these activities the Company is engaged in the private placement of securities. The company has sufficient capitol for the start of their Direct Marketing Program, which will begin in the third quarter of 1998.
RESULTS OF OPERATIONS
The Company does have limited operations and costs attributed to development of future operations. In the year-to-date ended September 30, 1997,the Company lost $653,104. In the year-to-date September 30, 1998, the Company lost $42,551, which is offset by assets in the amount of $1,636,860.
PLAN OF OPERATION
Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural Treasures, Inc., is a multi-faceted company which is a Phytogenics 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. The Board of Directors feel this will offer shareholders a viable business opportunity now and for the future.
Amazon Natural Treasures, Inc. or A.N.T., as it is also known, was incorporated in Nevada, during 1995. It is a company with a unique mission. To bring the Amazon's naturally produced treasures, in their purest form, to the people of the world. To this end, A.N.T. has obtained the rights to export products from the Amazon area to the United States, Canada and the rest of the world. These products include: herbs, roots, plants and teas. Along with these products come their associated benefits. A.N.T. also produces and exports a bevy of additional product lines.
For many years people have looked for alternative treatments for their diseases and maladies. People all over the world have had unpleasant experiences with modern (allopathic) medical treatments, that in many cases are made up of man-made chemicals that produce unwanted, if not dangerous side effects. Health food stores have made billions of dollars catering to this ever-increasing segment of the population. Many of their products are beneficial, but far too many of them contain a small percentage (usually under 10%) of there advertised ingredient(s). Ninety percent is filler. All of Amazon Natural Treasures, Inc. Phytogenics products are 100% pure and natural without any fillers. Our customers get the full potency of the product they purchase and at competitive prices. Key personnel have been actively working in the research and development phase of our Phytogenics products since 1972. In 1995 a decision was made to enter A.N.T. products into the world market.
Amazon Natural Treasures' business plan for the next twelve-(12) months contemplates the utilization of an aggressive multi-dimensional marketing campaign. The company will use direct mail to qualified leads. Also planned is the placement of advertising in established and widely circulated health-related, as well as general interest publications. An "infomercial" is planned to further disseminate information into the marketplace. It is anticipated this will result in strong revenue in the first quarter of 1998 and increasing sales thereafter. This assertive plan will be implemented at the conclusion of the private placement offering.
The company contemplates entering into advertising contracts with magazines, including but not limited to the following:
Magazine Circulation
PREVENTION 3,000,000 Rx REMEDY 1,500,000 VITALITY 1,250,000 HEALTH JOURNAL 1,200,000 AMERICAN HEALTH 1,000,689
The plan is to place full-page ads, in those magazines eventually selected, at a monthly cost of approximately Fifteen Thousand ($15,000.00) Dollars each. We expect each magazine will run an article detailing the company and its unique products. Most important, we expect the publications will provide a list of their subscribers for follow-up direct mailing.
The acquisition of a total lead base of approximately seven million (7,000,000) leads is envisioned through marketing with publications. An additional one million (1,000,000) leads will be purchased from lead based companies.
Amazon Natural Treasures, Inc. will purchase leads of individuals who have regularly purchased, at a minimum, two hundred fifty ($250) dollars worth of health supplements per month for the last twelve (12) months. Amazon Natural Treasures, Inc. has been informed that there are five million (5,000,000) leads available. Utilizing magazines, "infomercials, " direct mail, and lead based companies, Amazon Natural Treasures, Inc. will continue to build their lead base so that potential customers will number in the millions. |