U.S. 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 OCTOBER 31, 2000
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD OF _______ TO ________.
Commission File Number: 0-15859
Rich Coast Inc.
---------------
(Name of small business issuer in its charter)
Nevada 91-1835978
----------------------- --------------
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
6011 Wyoming Avenue, Dearborn, Michigan 48126
----------------------------------------------
(Address of principal executive offices)
Issuer's telephone number: 313-582-8866
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the registrant (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 registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [x] No [_]
The number of shares outstanding of the issuer's classes of common equity, as of
December 19, 2000 is 11,939,889 shares of Common Stock.
Transitional Small Business Disclosure Format (check one): Yes [_] No [X]
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
RICH COAST INC.
Consolidated Financial Statements
October 31, 2000 and 1999
(Unaudited)
INDEX PAGE
- ----- ----
Consolidated Financial Statements
Consolidated Balance Sheet 3
Consolidated Statements of Operations 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6-8
2
RICH COAST INC.
Consolidated Financial Statements
October 31, 2000
(Unaudited)
Assets
- ------
Current assets:
Cash and cash equivalents $ 4,653
Accounts receivable, net of allowance for uncollectible
accounts of $19,655 738,858
Prepaid expenses 16,950
------------
Total current assets 760,461
Property and equipment, net 2,227,469
Patent and technology, net 16,263
Deferred finance charges and deposits 97,701
------------
$ 3,101,894
============
Liabilities and stockholders' deficit
- -------------------------------------
Current liabilities:
Current portion of long-term debt $ 3,456,046
Accounts payable and accrued liabilities 1,214,786
Accrued oil and waste treatment costs 409,204
Accrued interest 1,483,686
------------
Total liabilities (all current) 6,563,722
------------
Commitments and contingencies
Stockholders' deficit:
Preferred stock, $0.001 par value; 10,000,000 shares authorized,
no shares issued
Common stock, $0.001 par value; 100,000,000 shares authorized,
11,939,889 issued and outstanding at October 31, 2000 11,940
Additional paid-in capital 27,906,949
Accumulated deficit (31,380,717)
------------
(3,461,828)
------------
$ 3,101,894
============
See notes to consolidated financial statements.
3
RICH COAST INC.
Consolidated Statements of Operations
Three and Six Months Ended October 31, 2000 and 1999
(Unaudited)
Three Months Ended October 31 Six Months Ended October 31
2000 1999 2000 1999
Sales $ 847,899 $ 715,371 $ 1,645,045 $1,319,020
----------- ---------- ----------- ----------
Operating expenses:
Cost of sales 340,731 335,931 665,730 603,891
General and administrative expenses 530,080 491,780 1,162,237 1,054,884
Sales and marketing expenses 44,652 32,457 87,785 68,352
Impairment of property 0 169,739 0 169,739
Loss on sale of property 74,558 0 74,558 0
Lawsuit settlement expense 0 100,000 0 150,000
----------- ---------- ----------- ----------
990,021 1,129,907 1,990,310 2,046,866
----------- ---------- ----------- ----------
Loss from operations 142,122 414,536 345,265 727,846
----------- ---------- ----------- ----------
Other expense:
Interest expense 1,443,649 81,899 1,537,120 136,589
----------- ---------- ----------- ----------
Net loss 1,585,771 $ 496,435 $ 1,882,385 $ 864,435
=========== ========== =========== ==========
Basic and diluted net loss
Per common share outstanding $ 0.14 $ 0.08 $ 0.17 $ 0.14
=========== ========== =========== ==========
Weighted average number of
common shares outstanding 11,167,063 6,442,886 10,791,655 6,337,482
=========== ========== =========== ==========
See notes to consolidated financial statements.
4
RICH COAST INC.
Consolidated Statements of Cash Flows
Six Months Ended October 31, 2000 and 1999
(Unaudited)
2000 1999
--------- --------
Net cash provided by operating activities $ 6,072 $ 56,876
--------- --------
Net cash provided by (used in) investing activities:
Proceeds from sale of property 219,236 0
Capital expenditures (273,014) (22,656)
--------- --------
Net cash used in investing activities (53,778) (22,656)
--------- --------
Net cash provided by (used in) financing activities:
(Decrease) increase in bank overdraft 0 (5,682)
Issuance of common stock for cash 225,000 0
Repayment of long-term debt (190,525) 0
--------- --------
Net cash provided by (used in) financing activities 34,475 (5,682)
--------- --------
Increase (decrease) in cash and cash equivalents (13,231) 28,538
Cash and cash equivalents, beginning 17,884 0
--------- --------
Cash and cash equivalents, ending $ 4,653 $ 28,538
========= ========
See notes to consolidated financial statements.
5
RICH COAST INC.
Notes to Consolidated Financial Statements
Six Months Ended October 31, 2000 and 1999
(Unaudited)
1. BASIS OF PRESENTATION
These unaudited consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. These financial statements 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 consolidated
financial statements filed as part of the Company's April 30, 2000 Form 10-KSB.
In the opinion of the Company's management, these financial statements
reflect all adjustments, including normal recurring adjustments, considered
necessary to present fairly the Company's consolidated financial position at
October 31, 2000 and the consolidated results of operations for the three and
six months ended October 31, 2000 and 1999 and the consolidated statements of
cash flows for the six months ended October 31, 2000 and 1999.
2. CAPITAL STOCK
(a) Authorized 100,000,000 common shares of $0.001 par value and
10,000,000 preferred shares of $0.001 par value.
(b) Issued during the period:
Number of Price
Shares Per Share Amount
--------- --------- ------
Six months ended October 31, 1999
Shares issued:
Lawsuit settlement 250,000 $ 0.20 $ 50,000
Convertible debenture (principal and
Accrued interest) 298,571 $0.1995 $ 59,565
--------- --------
548,571 $109,565
========= ========
Six months ended October 31, 2000
Shares issued:
For cash 1,125,000 $ 0.20 $225,000
In exchange for renegotiated
payment terms on senior secured note 900,000 $0.1562 $140,580
--------- --------
2,025,000 $365,580
========= ========
6
RICH COAST INC.
Notes to Consolidated Financial Statements
Six Months Ended October 31, 2000 and 1999
(Unaudited)
3. SIGNIFICANT SALES CONCENTRATIONS
The Company's customers are concentrated in the Great Lakes region,
including Canada. During the six months ended October 31, 2000 and 1999,
approximately 18.2% and 14.4%, respectively, of total sales arose in Canada.
4 RESTATEMENT OF FINANCIAL STATEMENTS
In 1993, the Company purchased a distillation unit for use in the
clarification of sulfur. When the price of sulfur dropped in late 1993, the
Company believed that the distillation unit provided an opportunity to enter the
business of removing contaminants from polluted soil, such as oily sludge. From
1993 through 1999, the Company investigated several uses for the unit, none of
which proved economically feasible. No depreciation had been taken on the unit,
as it had never been placed in service, and at May 1, 1999 its carrying value
was $2,024,706. In its previously issued financial statements for the year
ended April 30, 2000, the Company recorded $1,224,706 of impairment losses
related to the unit.
Based on the history of the asset and how it was used, the Company has
determined that the cost of the asset should have been recorded as research and
development costs in accordance with SFAS No. 2 as early as 1993. Accordingly,
the financial statements have been restated to correct this error, resulting in
an increase in the accumulated deficit of $800,000 as of July 31, 2000. The
restatement did not effect net loss or basic and diluted net loss per common
share outstanding for the six months ended October 31, 2000 and 1999.
5. 8% CONVERTIBLE DEBENTURES
At October 31, 2000, the Company had outstanding $1,275,500 of 8%
convertible debentures, secured by property and equipment and other assets. The
debentures, penalties and accrued interest may be converted at the option of the
holder at any time into common stock at a price per share equal to the lesser of
the closing bid price of the shares at the date of issuance of the debentures or
75% of the five day average closing bid price for the five trading days
immediately preceding the conversion date. The debentures were originally due
in June 2003; however, during the fiscal year ended April 30, 1999, the Company
was not in compliance with certain covenants of the debentures. The Company and
the holders of the debentures entered into a standstill agreement whereby the
debenture holders agreed not to take any action with respect to exercising their
conversion rights or declaring the debentures to be in default through November
2000. In return, the standstill agreement required the Company, among other
actions, to make payments on the debentures of $50,000 in June 2000 and $25,000
each in August and September 2000; effect a timely registration of the shares
underlying the possible conversion of the debentures, and to complete $2,000,000
of funding. If the Company were to meet all of the required conditions of the
standstill agreement, neither penalties nor penalty interest would be due on the
debentures. During 1999 and 2000, the Company made the debenture payments
7
RICH COAST INC.
Notes to Consolidated Financial Statements
Six Months Ended October 31, 2000 and 1999
(Unaudited)
required by the standstill agreement, began the process of registration of the
shares underlying the possible conversion of the debentures and entered into an
agreement with an investment banker to provide up to $2,000,000 of either equity
or debt financing. During the year ended April 30, 2000, $600,000 of equity
financing was provided in exchange for the issuance of 3,000,000 shares of
common stock. An additional $225,000 was received in June 2000 in exchange for
the issuance of 1,125,000 shares of common stock. However, during the quarter
ended October 31, 2000, management determined that it was no longer probable
that the Company would be able to complete the remaining funding under its
agreement with the investment banker by November 2000. Therefore, the
standstill agreement expired in November 2000.
As a result of the foregoing, penalties and interest of $1,214,350 became
due on November 1, 2000 and are charged to interest expense during the three
months ended October 31, 2000. Penalties of 2% per month on the outstanding
principal balance will continue to accrue and penalty interest on the debentures
will remain at 20% until such time as the shares underlying the possible
conversion are registered. Management is currently negotiating with the
debenture holders concerning possible modifications of the penalties and
increased interest. Management has also continued negotiations with the
investment bankers and they have agreed to provide an additional $175,000 of
funds to the Company in December 2000, in exchange for the issuance of 1,944,444
shares of common stock.
6 SHARE ISSUANCE
During the quarter ended October 31, 2000, the Company issued 900,000
shares of common stock to the holder of the Company's $2,000,000 10% senior
secured note. The shares were issued in exchange for the holders of the note
agreeing to the modification of the note's repayment terms and in exchange for
the warrants to purchase 900,000 shares of common stock issued to the note
holder at the time of the note's issuance.
The shares were valued at $0.1562, which was the market price per share on
the date of the agreement. The resulting $140,580 of expense has been charged
to interest during the quarter ended October 31, 2000.
8
Item 2. Management's Discussion and Analysis
The following information should be read in conjunction with the unaudited
consolidated financial statements included herein which are prepared in
accordance with generally accepted accounting principles for interim financial
information.
Rich Coast's focus on implementing successful cattle slaughterhouse waste
stream clean up and waste recovery systems continues. The Company's first
production installation was completed in December 2000 and trial runs have
produced savings in excess of estimates incorporated in the Company's first
contract which is for five years with a large cattle slaughterhouse company.
Full scale production operation will commence January 2, 2001. Contracts for two
additional customer sites are being negotiated.
Rich Coast has also received a contract from a pulp-paper facility at which
successful demonstrations have been made. Environmental issues that have delayed
contract development are now resolved. Installation completion is scheduled for
May 2001.
The sale of Rich Coast's Ford Road facility closed on August 11, 2000.
After payment of property taxes, legal fees, commissions, environmental costs
and pay off of its land contract, Rich Coast realized positive cash of $219,236.
On the date of closing, Rich Coast's headquarters and all of its operations were
transferred to its nineteen-acre terminal location at 6011 Wyoming Avenue,
Dearborn, Michigan 48126.
Consolidation of all operations at 6011 Wyoming Avenue required renovation
of an existing headquarters building at the Wyoming Avenue site. The cost of the
renovation during the six months ended October 31, 2000 was approximately
$36,000. More significantly, replication and expansion of sludge handling
facilities abandoned at the Ford Road site were required. This requirement was
met by installation of two larger and more efficient sludge disposal pits
costing $96,400. A pre-fabricated building to house the pits was purchased for
$78,974 in September 2000 and is scheduled for erection in the spring of 2001.
These events represent the only major capital expenditures made by Rich Coast
during the six months ended October 31, 2000.
The Company and the holders of its 8% convertible debentures (the "8%
Debentures") entered into a standstill agreement whereby the debenture holders
have agreed not to take any action with respect to exercising their conversion
rights or declaring the debentures to be in default through November 2000. In
return, the standstill agreement required the Company, among other actions, to
make payments on the debentures of $50,000 in June 2000 and $25,000 each in
August and September 2000; effect a timely registration of the shares underlying
the possible conversion of the debentures, and to complete $2,000,000 of
funding. If the Company were to meet all of the required conditions of the
standstill agreement, neither penalties nor penalty interest would be due on the
debentures. During 1999 and 2000, the Company made the debenture payments
required by the standstill agreement, began the process of registration of the
shares underlying the possible conversion of the debentures and entered into an
agreement with an investment banker to provide up to $2,000,000 of either equity
or debt financing. During the year ended April 30, 2000, $600,000 of equity
financing was provided in exchange for the issuance of 3,000,000 shares of
common stock. An additional $225,000 was received in June
9
2000 in exchange for the issuance of 1,125,000 shares of common stock. However,
during the quarter ended October 31, 2000, management determined that it was no
longer probable that the Company would be able to complete the remaining funding
under its agreement with the investment banker by November 2000. Therefore, the
standstill agreement expired in November 2000.
On December 15, 2000 the 8% Debentures were sold to an investor who is
friendly to management. In order to facilitate the sale, the Company agreed to
issue warrants to purchase 150,000 shares of its common stock, exercisable at
$0.50 per share for five years. The debt evidenced by the 8% Debentures has
rapidly increased in conversion value due to accrued interest and penalties.
Outstanding principal is now $1,275,500, plus penalties and interest through
October 31, 2000 of $1,483,686, for total conversion value of $2,759,186. The
Company and the new holder of the 8% Debentures are negotiating an Amendment to
the Debentures, which the Company believes will be signed before the end of
December. Under the Amendment the new holder waives the right to declare the
Company in default under the 8% Debentures until December 31, 2001. The
Amendment also removes the 4.9% limit on the number of shares the Debenture
holder can own, thereby allowing the Debenture holder to convert into and hold a
controlling interest in the Company.
Results of Operation
- --------------------
Sales increased $326,025, or 24.7%, from $1,319,020 during the six months
ended October 31, 1999 to $1,645,045 during the six months ended October 31,
2000. This increase is a result of retaining the Company's existing customer
base in conjunction with adding new business through the efforts of two sales
people.
Cost of sales increased $61,839, or 10.2%, from $603,891 during the six
months ended October 31, 1999 to $665,730 during the six months ended October
31, 2000. This increase directly relates to the increase in sales. Furthermore,
cost of sales as a percentage of sales decreased 11.6%, from 45.8% during the
six months ended October 31, 1999 to 40.5% during the six months ended October
31, 2000. This decrease is partly due to lower landfill costs.
General and administrative expenses increased $107,353, or 10.2%, from
$1,054,884 during the six months ended October 31, 1999 to $1,162,237 during the
six months ended October 31, 2000. This increase is partly due to higher
payroll and payroll related expenses.
Sales and marketing expenses increased $19,433, or 28.4%, from $68,352
during the six months ended October 31, 1999 to $87,785 during the six months
ended October 31, 2000. This increase is mostly due to higher travel, meal and
entertainment expenses.
During the six months ended October 31, 1999, the Company recorded $169,739
of impairment of property related to the expected sale of the Ford Road
Facility.
During the six months ended October 31, 2000, the Company recorded $74,558
of loss on sale of property related to the completed sale of the Ford Road
Facility.
10
During the six months ended October 31, 1999, the Company incurred $150,000
of lawsuit settlement expense involving Comer Holdings, Ltd. and Mobil Oil
Corporation.
Interest expense increased $1,400,531, or 1025.4%, from $136,589 during the
six months ended October 31, 1999 to $1,537,120 during the six months ended
October 31, 2000. The increase was primarily due to default interest and
penalties in the amount of $1,214,350 accruing on the 8% Debentures.
Net loss increased $1,017,950, or 117.8%, from $864,435 during the six
months ended October 31, 1999 to $1,882,385 during the six months ended October
31, 2000. Net loss per common share increased $0.03, or 21.4%, from $0.14 per
share during the six months ended October 31, 1999 to $0.17 per share during the
six months ended October 31, 2000. Net loss per common share was impacted by an
increase in the weighted average number of common shares of 4,454,173.
Liquidity and Capital Resources
- -------------------------------
The Company's financial statements for the six months ended October 31,
2000 have been prepared on a going concern basis, which contemplates the
realization of assets and the settlement of liabilities and commitments in the
normal course of business. For the six months ended October 31, 2000, the
Company reported a net loss of $1,882,385 and has a stockholders' deficit of
$3,461,828. At October 31, 2000, a significant portion of the Company's debt is
currently due and the Company has a working capital deficit of $5,803,261. The
Company has also experienced difficulty and uncertainty in meeting its liquidity
needs. The Independent Auditors' Report on the Company's financial statements as
of and for the year ended April 30, 2000 included a "going concern" explanatory
paragraph which means that the Auditors expressed substantial doubt about the
Company's ability to continue as a going concern. Management's plans to address
these concerns include:
(a) Waste processing at customers' sites
Management has developed plans to supplement processing waste treatment at
the Company's Dearborn facilities by processing waste directly at customer
sites, which management believes may result in increased profit margins. The
Company will commence production operation at one customer site in January 2001
and has entered into a contract for another customer site. Two additional
contracts are being negotiated.
(b) Sale of Ford Road facility and consolidation of operating sites
The Company sold its Ford Road facility for $450,000 in August 2000, which
produced a positive cash flow of $219,236 after payment of a $75,525 land
contract and certain other obligations. Management consolidated its waste
processing operations at its Wyoming Terminal facility and is already
experiencing cost efficiencies and savings due to this consolidation.
11
(c) Financing negotiations
Through October 31, 2000, $825,000 ($225,000 during the six months ended
October 31, 2000) of equity financing has been provided in exchange for the
issuance of 4,125,000 shares of common stock (1,125,000 shares during the six
months ended October 31, 2000). An additional $175,000 has been scheduled for
delivery in December 2000.
(d) Other plans
In September 2000, the Company renegotiated payment terms on the senior
secured note for monthly interest plus $5,000 principal payments to be made
until May 10, 2001, then equal monthly installments of principal and interest
from May 10, 2001 until repayment of all principal. In December 2000 the 8%
Debentures were sold and the Company is negotiating an Amendment with the new
holders which provides that the Company cannot be declared in default until
2002. Management is also evaluating the potential sale of other Company assets,
including the Company's pipeline.
The financial statements do not include any adjustments relating to the
recoverability and classification of assets or the amounts and classification of
liabilities that might be necessary should the Company be unsuccessful in
implementing these plans, or otherwise unable to continue as a going concern.
Prospects for Rich Coast's fiscal year beginning May 1, 2000 are
significantly better than at any previous time in the Company's history because
of its emphasis on more profitable off-site installations of proprietary Rich
Coast systems, its existing and potential contracts for customer site
installation and reduced overhead resulting from the sale of its Ford Road
facility.
Improved profitability from off-site operations should result from
efficiencies realized by processing a consistent waste stream on a continuous
basis, and by eliminating the transportation and associated loading and
unloading costs when waste materials must be delivered to treatment and disposal
sites. Also of major significance is Rich Coast's proprietary system for
aeration and flocculation of waste streams, so that marketable products are
recovered while cleaning up the waste stream sufficiently to meet environmental
standards. This avoids costly waste stream disposal surcharges and, in some
cases, promises to allow recycling of the waste water.
While Rich Coast concentrates on growing its off-site business the Company
will continue to improve its waste treatment business at its Dearborn, Michigan
facility. The revenue growth rate of 28.2% for the fiscal year ended April 30,
2000 is a growth rate expected to be exceeded as a result of: (i) on-site
operations being consolidated at the Company's Wyoming Avenue terminal in
Dearborn, Michigan in July 2000; and (ii) installations at customer site.
Improvements already implemented at the Wyoming Avenue terminal include new
and more efficient dumping pits, which increase capacity. By the spring of 2001,
these pits will be housed in a pre-fabricated steel structure, approximately
18,000 square feet in size, designed to accommodate supplemental pit waste
processing equipment which will reduce costs and further increase capacity.
However, additional equity financing will be required to take advantage of the
12
Company's proprietary systems. The Company has negotiated an additional equity
investment of $175,000 which it expects to receive in late December 2000.
During the six months ended October 31, 2000, net cash provided by
operating activities was approximately $6,000. Net cash provided by operating
activities during the six months ended October 31, 1999 was approximately
$57,000. Net cash provided by operating activities during the six months ended
October 31, 2000 includes the net loss for the six months of approximately
$1,882,400 reduced by non-cash expenses and a net change in operating assets and
liabilities of approximately $1,888,400. Net cash provided by operating
activities during the six months ended October 31, 1999 includes the net loss
for the six months of $864,000 reduced by non-cash expenses and net changes in
operating assets and liabilities of approximately $921,000.
Cash flows used in investing activities was approximately $54,000 during
the six months ended October 31, 2000 compared to $23,000 during the six months
ended October 31, 1999. During the six months ended October 31, 2000, the
Company spent $273,014 on capital expenditures. There were no outstanding
commitments for capital expenditures at October 31, 2000.
Cash flows provided by financing activities was approximately $34,000
during the six months ended October 31, 2000 compared to cash flows used in
financing activities of $6,000 during the six months ended October 31, 1999.
During 1999, the Company had a bank overdraft. During 2000, the Company sold
1,125,000 shares of common stock exchange for cash of $225,000 and repaid
approximately $191,000 of long-term debt.
Changes in Financial Condition
- ------------------------------
Rich Coast obtained $225,000 of equity financing during the six months
ended October 31, 2000 through the sale of 1,125,000 shares of common stock at
$0.20 per share. Net losses for the six months ended October 31, 2000 totaled
$1,882,385. The Company expects to continue increasing its revenues in future
quarters as traditional business continues to improve and revenues are realized
from anticipated contracts from the installation of waste treatment systems at
customer sites.
PART II. OTHER INFORMATION
Item 2(c). Equity Securities Sold During the Quarter
Rich Coast, Inc. issued 900,000 shares of common stock to the holders of
the 10% senior secured note on October 18, 2000 in connection with the
renegotiation of payment terms. No commissions were paid on the transaction. The
shares were issued in reliance on Section 4(2) of the Securities Act of 1933.
13
Forward-Looking Statements
- --------------------------
Discussions and information in this document, which are not historical
facts, should be considered forward-looking statements. With regard to forward-
looking statements, including those regarding the potential revenues from the
commercialization of Rich Coast proprietary systems, the expected installations
at slaughterhouses, the expected increase in revenue, and the business prospects
or any other aspect of Rich Coast, actual results and business performance may
differ materially from that projected or estimated in such forward-looking
statements. Rich Coast has attempted to identify in this document certain of the
factors that it currently believes may cause actual future experience and
results to differ from its current expectations.
Differences may be caused by a variety of factors, including but not
limited to, adverse economic conditions, entry of new and stronger competitors,
inadequate capital and the inability to obtain funding from third parties.
Item 6. Exhibits
(a) Exhibit 3.1 Articles of Incorporation. /(1)/
Exhibit 3.2 Bylaws. /(1)/
Exhibit 27.1 Financial Data Schedule. Filed herewith.
________________
(1) Incorporated by reference from Registration Statement on Form S-3 and
as amended on Form SB-2, File No. 333-63289.
(b) No reports on Form 8-K were filed during the quarter ended 10/31/2000.
14
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
RICH COAST INC.
Date: December 20, 2000 By: /s/ James P. Fagan
-------------------
James P. Fagan, President and Chief
Executive Officer
Date: December 20, 2000 By: /s/ Michael M. Grujicich
-------------------------
Michael M. Grujicich, Chief Financial
and Accounting Officer
15