Trimax 10QSB 2003 Q2 Quarterly report (small business)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB

x QUARTERLY REPORTUNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2003

¨ TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from

Commission file number 000-32749

KOALA INTERNATIONAL WIRELESS INC.
(Exact name of small business issuer as specified in its charter)

Nevada	#76-0616468
(State or other jurisdiction of organization)	(I.R.S. Employer Identification No.)

34 Couples Gallery
Ballantrae, Ontario
Canada L4A IM6
(Address of principal executive offices)

(905) 642-4715
(Issuer's telephone number)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
(1) Yes x No (2) Yes x 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 August 16, 2003, the Issuer had 28,160,556 shares of common stock, par value $0.001, issued and outstanding.

Transitional Small Business Disclosure Format (Check one): Yes ¨ No x

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS
Consolidated Balance Sheets	3
Consolidated Statements of Operations	4
Consolidated Statements of Cash Flows	5
Notes to Consolidated Financial Statements	6

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION	6
Plan of Operations	6
Liquidity and Capital Resources	7
Special Note Regarding Forward Looking Statements	7

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS	7

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS	7

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

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

The accompanying consolidated balance sheets of Koala International Wireless Inc. (a development stage company) at June 30, 2003 and September 30, 2002, and the related consolidated statements of operations and the consolidated statements of cash flows for the nine months ended June 30, 2003 and June 30, 2002 and for the period August 18, 1999 (date of inception) to June 30, 2003 have been prepared by Koala International Wireless Inc.'s management and do not include all information and notes to consolidated financial statements necessary for a complete presentation of the consolidated financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the consolidated results of operations and consolidated financial position have been included and all such adjustments are of a normal recurring nature.

Consolidated operating results for the period ended June 30, 2003 are not necessarily indicative of the results that can be expected for the year ending September 30, 2003.

Koala International Wireless Inc.
(a Development Stage Company)
Consolidated BALANCE SHEETS
(Unaudited) A
s at June 30, 2003 and September 30, 2002
U.S. Dollars

		June 30		September 30
		2003		2002

ASSETS
Current
Cash	$	150	$	-

Fixed assets – net of accumulated depreciation of $ 19,151
(September $ 15,556)		20,357		23,952


Total Assets	$	20,507	$	23,952



LIABILITIES
Current
Accounts payable and accrued liabilities	$	955,847	$	841,583

STOCKHOLDERS' EQUITY
Common Stock
Authorized
100,000,000 shares of common stock with a par value of $0.001 each
20,000,000 shares of preferred stock with a par value of $0.001 each
Issued and outstanding
14,181,000 shares of common stock		14,181			13,696
(13,696,000 at September 31, 2002)

Additional paid in capital		2,540,404			2,403,306
Other comprehensive income		5,013			5,013
Deficit accumulated during development stage of operations		(3,494,938	)		(3,239,646	)


Total Stockholders' Equity (Deficit)		(935,340	)		(817,631	)


Total Liabilities and Stockholders' Equity	$	20,507		$	23,952

The accompanying notes are an integral part of these consolidated financial statements.

Koala International Wireless Inc.
(a Development Stage Company)
Consolidated STATEMENTS OF OPERATIONS
(Unaudited)
For the Three and Nine Months Ended June 30, 2003 and 2002 and
for the Period August 18, 1999 (Date of Inception) to June 30, 2003
U.S. Dollars

		Nine			Nine			Three			Three			August 18, 1999
		Months			Months			Months			Months			(Inception) to
		2003			2002			2003			2002			June 30, 2002


Revenue	$	-		$	-		$	-		$	-		$	-


Expenses
Product development		-			53,750			-			53,750			129,040
Website		-			3,100			-			-			74,499
Professional fees		3,205			85,715			(4,454	)		53,829			160,361
Investor relations		-			38,412			-			38,412			27,112
Depreciation		3,595			7,101			1,200			2,367			19,151
Rent, office and administration		91,132			60,025			36,697			44,681			149,742
Consulting		33,000			12,836			-			-			2,432,550
Financing and due diligence		-			12,000			-			12,000			73,450
Marketing		-			13,800			-			13,800			193,410
Write off merger goodwill		-			-			-			-			38,013
Salaries		-			-			-			-			145,719
Travel and business development		-			10,000			1,327			10,000			51,891


		130,932			298,543			34,770			229,334			3,494,938


Net income (loss) for period	$	(130,932	)	$	(298,543	)	$	(34,770	)	$	(229,334	)	$	(3,494,938	)


Net income (loss) per share	$	(0.01	)	$	(0.03	)	$	(0.00	)	$	(0.02	)

Weighted average number of shares outstanding		14,059,750			10,500,000			14,090,090			12,500,000

The accompanying notes are an integral part of these consolidated financial statements.

Koala International Wireless Inc.
(a Development Stage Company)
Consolidated STATEMENTS OF CASH FLOWS
(Unaudited)
For the Three and Nine Months Ended June 30, 2003 and 2002 and
for the Period August 18, 1999 (Date of Inception) to June 30, 2003
U.S. Dollars

														August 18, 1999
														(Inception) to
		Nine Months						Three Months						June 30
		2003			2002			2003			2002			2003

Operating Activities
Net income (loss)	$	(130,932	)	$	(298,543	)	$	(34,770	)	$	(229,334	)	$	(3,494,938	)
Adjustments to reconcile net income (loss) to net
cash used by operating activities		3,595			7,101			1,200			2,367			19,151
Services acquired for issuance of stock		-			53,750			-			53,750			53,750
		-			-			-			-			2,399,550
Changes in operating assets and liabilities		127,487			237,144			33,570			173,072			749,774


Net cash provided by (used by) operating activities		150			(548	)		-			(145	)		(272,713	)


Investing Activities
Fixed assets		-			-			-			-			(48,090	)


Financing Activities
Common stock issued for:
License		-			-			-			-			2,000
Organizational expense		-			-			-			-			2,500
Acquisition of Urbanesq.com		-			-			-			-			6,500
Additional paid in capital - cash		-			-			-			-			309,813


		-			-			-			-			320,813


Inflow (outflow) of cash		150			(548	)		-			(145	)		10

Cash, beginning of period		-			558			150			155			-


Cash, end of period	$	150		$	10		$	150		$	10		$	150



Supplemental information
Interest paid	$	0		$	0		$	0		$	0		$	0
Shares issued for services		1,075,000		-	-			1,075,000			-			1,075,000
Corporate income taxes paid	$	0		$	0		$	0		$	0		$	0

The accompanying notes are an integral part of these consolidated financial statements.

Koala International Wireless Inc.
(a Development Stage Company)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Nine Months Ended June 30, 2003

1. ORGANIZATION AND BASIS OF PRESENTATION

Koala International Wireless Inc. (the "Company" or "Koala" and formerly Kettle River Group Inc.) was incorporated August 18, 1999 in the State of Nevada and is in the development stage. The balance sheets include the accounts of Urbanesq.com, Inc., giving retroactive effect to its acquisition as a wholly owned subsidiary.

2. DEVELOPMENT STAGE COMPANY

In a development stage company, management devotes most of its activities to preparing the business for operations. Planned principal activities have not yet begun. The ability of the Company to emerge from the development stage with respect to any planned principal business activity is dependent upon its successful efforts to raise additional equity financing and/or attain profitable operations. There is no guarantee that the Company will be able to raise any equity financing or sell any of its products at a profit. There is, therefore, doubt regarding the Company's ability to continue as a going concern.

3. BASIS OF ACCOUNTING PRESENTATION

These unaudited financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States of America for interim financial information, are condensed and do not include all disclosures required for annual financial statements. The organization and business of the Company, accounting policies followed by the Company and other information are contained in the notes to the Company's audited financial statements filed as part of the Company's Form 10-SB and Form 10K-SB for the year ended September 30, 2002.

In the opinion of the Company's management, these financial statements reflect all adjustments necessary to present fairly the Company's financial position at June 30, 2003 and the results of its operations for the nine months then ended. The results of operations for the nine months ended June 30, 2003 are not necessarily indicative of the results to be expected for the entire fiscal year.

4. COMMON CAPITAL STOCK

Pursuant to a voluntary share exchange agreement effective October 18, 2001, the Company issued 6,500,000 shares of common stock to acquire 100% of the outstanding share capital of Urbanesq.com, Inc., a private Ontario, Canada company. Certain shareholders of the Company in turn surrendered 7,500,000 shares of the Company’s common stock to the Company, resulting in 12,500,000 shares of common stock of the Company issued and outstanding as of October 18, 2001. On completion of the acquisition, Urbanesq.com, Inc. became a wholly-owned subsidiary of the Company. Urbanesq was incorporated August 25, 2000, which became the effective date of inception of Koala after the reverse takeover of Urbanesq.

5. SUBSEQUENT EVENT

Subsequent to June 30, 2003, the Company issued 1,100,000 shares of common stock to acquire NoWire, 6,310,000 shares for consulting services, 6,112,646 shares for technology development and 456,910 shares for cash of $46,156 for a total issuance of 13,979,556 shares of common stock.

Item 2. Management's Discussion and Analysis or Plan of Operation.

The following discussion should be read in conjunction with the accompanying unaudited interim consolidated financial statements.

Plan of Operations.

The Company has not generated any revenues from operations since inception. The Company's business following its acquisition of Urbanesq was to produce and market a product called the Hipster and the subscription services associated

with that product. The Company has ceased to pursue this business and has extended its business model to launch a Windows based communication device and associated services. The new device is being designed to access information from the Internet, provide email service and other communication functionality such as text messaging. The plan is to deliver multiple services, some on a subscription basis, in a manner similar to the way a consumer currently pays for a cellular telephone. The first market for the device and services will be Europe followed by other GPRS markets.

The Company estimates that it needs $150,000.00 to downsize its prototype and ready the device for manufacture. The Company is working towards filling a purchase order for 10,000 units of the device at an anticipated profit margin sufficient to pay out its accounts payable and accrued liabilities.

No revenue was recorded for the nine month period ended June 30, 2003 and no revenue has been generated since inception.

Net loss for the three month period ended June 30, 2003 was $(34,770) compared to a loss of $(229,334) for the three months ended June 30, 2002. The expenditures reflected in the loss represent the Company’s administrative expenses, including maintenance of an office.

Liquidity and Capital Resources

The Company has been able to pay its expenses and costs through the increase in its accounts payable and payments made by others for the Company. As of June 30, 2003, the Company had a working capital deficiency of $955,697. The Company needs to raise additional funds through the sale of stock or borrowing just to maintain the corporate existence of the Company and to maintain the quotation of the Company’s common stock on the OTC Bulletin Board. The Company may not be successful in its efforts to raise equity financing and /or attain profitable operations. There is doubt regarding the Company’s ability to continue as a going concern. The Company is actively seeking an investment into the Company of $300,000.00 by way of a private placement.

Special Note Regarding Forward Looking Statements

Certain statements in this report and elsewhere (such as in other filings by the company with the Securities and Exchange Commission ("SEC"), press releases, presentations by the Company of its management and oral statements) may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and "should," and variations of these words and similar expressions, are intended to identify these forward-looking statements. Actual results may materially differ from any forward-looking statements. Factors that might cause or contribute to such differences include, among others, competitive pressures and constantly changing technology and market acceptance of the Company's products and services. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

To the Company’s knowledge, there are no lawsuits nor were any lawsuits commenced against the Company during the quarter ended June 30, 2003, nor did the Company commence any lawsuits during the same period.

Item 2. Changes in Securities and Use of Proceeds.

Changes in Securities

During the three months ended June 30, 2003 the Company issued nil common shares. Subsequent to June 30, 2003 the Company issued 13,979,556 common shares

Use of Proceeds

Not applicable.

Item 3. Defaults Upon Senior Securities.

Not applicable.

Item 4. Submission of Matters to a Vote of Security Holders.

No matters were put forward to a vote of the security holders of the Company this quarter.

Item 5. Other Information.

None.

Item 6. Exhibits and Reports on form 8-K.

Exhibits

	31.1	Certification pursuant to Section 302
	32.1	Certification pursuant to 18 U.S.C. Section 1350

Reports on Form 8-K

Form 8-K filed October 15, 2002: Form 8-K filed December 5, 2002: Form 8-K/A filed December 13, 2002: Form 8-K filed May 15, 2003.

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.

		Koala International Wireless Inc.

Date:	August 18, 2003	By: /s/ Terry Clarke
		Terry Clarke, President

Trimax (TMXN) Inactive 10QSB2003 Q2 Quarterly report (small business)