UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
For the quarterly period ended April 30, 2002 .
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
For the transition period from ______to______.
Commission file number 000-30498
FISHTHEWORLD.COM, INC.
(f/k/a Asturias Industries, Inc.)
(Exact name of registrant as specified in its charter)
| Florida | 65-0956101 |
| (State or other jurisdiction of | (I.R.S. Employer |
| incorporation or organization) | Identification No.) |
22154 Martella Avenue
Boca Raton, Florida 33433
(Address of principal executive offices) (Zip Code)
(561) 451-9674
(Registrant''s telephone number, including area code)
Not applicable (Former name, former address and former fiscal year, if changed since last report)
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 such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
State the number of shares outstanding of each of the issuer''s classes of common equity, as of the latest practical date: As of June 13, 2002 the Company had 10,000,000 shares of common stock outstanding, $0.001 par value.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements:
Basis of Presentation
The accompanying reviewed financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal occurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the six months ended April 30, 2002 are not necessarily indicative of results that may be expected for the year ending October 31, 2002. The financial statements are presented on the accrual basis.
ASTURIAS INDUSTRIES, INC.
FINANCIAL STATEMENTS
AS OF APRIL 30, 2002
ASTURIAS INDUSTRIES, INC.
CONTENTS
--------
PAGE 2 BALANCE SHEETS AS OF APRIL 30, 2002 (UNAUDITED) AND OCTOBER 31, 2001
PAGE 3 STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 2002
AND 2001 (UNAUDITED)
PAGE 4 STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED APRIL 30, 2002 (UNAUDITED)
PAGES 5 - 6 NOTES TO FINANCIAL STATEMENTS AS OF APRIL 30, 2002
ASTURIAS INDUSTRIES, INC.
BALANCE SHEETS
ASSETS
April 30, 2002 October 31, 2001
-------------- ----------------
CURRENT ASSETS
Cash $ 150 $ 150
----------- ------------
TOTAL ASSETS $ 150 $ 150
- ------------ =========== ============
LIABILITIES AND SHAREHOLDERS' DEFICIT
CURRENT LIABILITIES
Due to related party $ 1,667 $ 1,667
----------- ------------
TOTAL LIABILITIES 1,667 1,667
- ----------------- ----------- ------------
SHAREHOLDERS' DEFICIT
Common stock, $.001 par value, 1,000,000 shares authorized,
1,000,000 issued and outstanding 1,000 1,000
Deficit (2,517) (2,517)
----------- ------------
Total Shareholders' Deficit (1,517) (1,517)
----------- ------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 150 $ 150
- ------------------------------------------- =========== ============
See accompanying notes to financial statements.
2
ASTURIAS INDUSTRIES, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
For The Three For The Three For The Six For The Six
Months Ended Months Ended Months Ended Months Ended
April 30, 2002 April 30, 2001 April 30, 2002 April 30, 2001
(Unaudited) (Unaudited)
REVENUES $ -- $ -- $ -- $ --
------------- ----------- ------------ ----------
EXPENSES -- -- -- --
NET (LOSS) $ -- $ -- $ -- $ --
============= =========== ============ ==========
NET (LOSS) PER SHARE - BASIC AND DILUTED $ -- $ -- $ -- $ --
============= =========== ============ ==========
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
DURING THE PERIOD - BASIC AND DILUTED 1,000,000 1,000,000 1,000,000 1,000,000
============= =========== ============ ==========
See accompanying notes to financial statements.
3
ASTURIAS INDUSTRIES, INC.
STATEMENTS OF SHAREHOLDERS' DEFICIT
FOR THE SIX MONTHS ENDED APRIL 30, 2002
(UNAUDITED)
Common Stock
Shares Amount Deficit
---------------- -------------- -----------------
Balance, October 31, 2001 (Audited) $ 1,000,000 $ 1,000 $ (2,517)
Operations for the six months ended April 30, 2002 - - -
---------------- -------------- -----------------
BALANCE, APRIL 30, 2002 (UNAUDITED) $ 1,000,000 $ 1,000 $ (2,517)
================ ============== =================
See accompanying notes to financial statements.
4
ASTURIAS INDUSTRIES, INC.
STATEMENTS OF CASH FLOWS
For The Six Months For The Six Months
Ended April 30,
Ended April 30, 2002 2001
---------------------- --------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ - $ -
---------------------- --------------------
Net Cash Used In Operating Activities - -
---------------------- --------------------
NET INCREASE IN CASH $ - $ -
====================== ====================
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid $ - $ -
====================== ====================
Taxes paid $ - $ -
====================== ====================
See accompanying notes to financial statements.
5
ASTURIAS INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
APRIL 30, 2002
(UNAUDITED)
NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A)Organization and Business Operations
| | Certain information and disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted in this Form 10-QSB in compliance with the Rules and regulations of the Securities and Exchange Commission. However, in the opinion of Asturias Industries, Inc. the disclosures contained in this Form 10-QSB are adequate to make the information fairly presented. See Form 10KSB for the year ended October 31, 2001 for additional information relevant to significant policies followed by the Company. |
(B) Basis of Presentation
| | In the opinion of the Company, the accompanying unaudited financial statements reflect all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position as of April 30, 2002 and the results of operations for the six-month periods ended April 30, 2002. The results of operations for the six months ended April 30, 2002 are not necessarily indicative of the results which may be expected for the entire year. |
NOTE 2SUBSEQUENT EVENTS
(A) Acquisition and Recapitalization
| | Under a share exchange agreement (the “Agreement”) entered into on May 8, 2002, the Company acquired 100% of the issued and outstanding common stock of Fishtheworld.com, Inc. (“Fish”) in exchange for 9,000,000 shares of the Company’s common stock. Immediately after the acquisition, there were 10,000,000 shares of the Company’s common stock outstanding. As a result of the exchange, Fish became a wholly owned subsidiary of the Company and the shareholders of Fish became shareholders of 90% of the Company. Generally accepted accounting principles in the United States of America require that the Company whose shareholders retain a majority interest in a business combination be treated as the acquirer for accounting purposes. As a result, the exchange was treated as a recapitalization of Fish. |
Item 2. Management's Discussion and Analysis or Plan of Operations
Plan of Operation
On May 8, 2002, the Company entered into a Stock Purchase Agreement and Share Exchange Agreement ("Agreement") with Fishtheworld.com, Inc. ("Fishtheworld") pursuant to which the Company has agreed to acquire all of the outstanding shares of capital stock or Teda in exchange for 9,000,000 shares of the Company's outstanding common stock. Pursuant to the Agreement, Fishtheworld became a wholly owned subsidiary of the Company.
Following the closing of the proposed transaction with Fishtheworld, Jon Erik Gundland became the sole the member of the Company's Board of Directors, and Jon Erik Gundland became the President and Secretary of the Company.
Results of Operation
The Company did not have any operating income from June 26, 1998 (inception) through April 30, 2002
Liquidity and Capital Resources
At April 30, 2002 the Company had no capital resources other than an insignificant amount of cash, and will rely on advances from related parties to fund administrative expenses pending acquisition of an operating company.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. Not Applicable
Item 2. Changes in Securities. None
Item 3. Defaults Upon Senior Securities. Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders. None
Item 5. Other Information. None
Item 6. Exhibits and Reports of Form 8-K.
| On April 29, 2002 an 8-K was filed with the SEC based on Changes in Control of Registrant and Certifying Accountant.
On May 22, 2002 an 8-K was filed with the SEC based on Changes in Control of Registrant and Certifying Accountant
and Acquisition or Disposition of Assets. |
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 June 13, 2002.
FISHTHEWORLD.COM, INC.
By: /s/ Peter Goldstein
Peter Goldstein, President
