UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _____________ to _____________
Commission file number 000-32045
Natexco Corporation
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(Exact name of small business issuer as specified in its charter)
Nevada 84-1480636
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(State or other jurisdiction of ( I.R.S. Employer Identification No.)
incorporation or organization)
3255 Norfolk Road, Victoria, British Columbia, Canada V8R 6H5
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(Address of principal executive offices)
(250) 598-2373
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(Issuer's telephone number)
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(Former name, former address and former fiscal year, if
changed since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes __ No ___ (Not Applicable)
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: 2,400,000 shares of common stock,
$.001 par value per share, outstanding as of June 30, 2001.
Transitional Small Business Disclosure Format (Check one): Yes ____ No X
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PART I - FINANCIAL INFORMATION
(Insert Financial Statements Here)
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation
Our plan of operation for the next twelve months is to focus upon the
marketing and sale of our software product, Security Entry Interface ("SEI")
through advertising, attendance at trade shows and online marketing, primarily.
In order to commence the implementation of this plan, we have placed
advertisements in "Common Ground" and "Managers Report," two of the principal
property management trade magazines. Additionally, we intend to continue our
research and development program, utilizing the services of Mr. John H.
Tetstill, President of Security Software Systems, Inc., our company's subsidiary
("SSSI"), to develop additional features for SEI, including visual, voice,
fingerprint and eyeball identification recognition technology, in order to
enhance the product and make it more attractive and serviceable for prospective
customers and continue preliminary work on the revision, adaptation and/or
expansion of the SEI software program to function in conjunction with other
security software. We have allocated the sum of $5,000 that we expect to cover
the cost of the technology for the proposed enhancements to the SEI security
software and limited additional work. We are unable to calculate the cost of our
plan of operations over the next twelve months, except for the estimated cost of
$5,000 of our research and development program. If we are successful in our
efforts to raise additional funding from equity and/or debt financing, we intend
to allocate the bulk of those funds for marketing, although a portion of the
funds would be allocated for research and development as well. Future research
and development to effectuate the proposed enhancements to SEI and produce new
products will require the services of independent computer programmers retained
on a contract basis. We have no organized plan to raise additional capital and
our fund-raising efforts have been minimal since our purchase, on June
30, 2000, of SSSI. We intend to increase our efforts to raise capital, exploring
all available alternatives for debt and/or equity financing, including, but not
limited to, private and public securities offerings, although we cannot be
certain that these efforts will be successful. We do not expect the purchase or
sale of any significant equipment or a significant change in the number of
employees for the next twelve months.
Results of Operations
During the six months ended June 30, 2001, we sold SEI security
software packages. Our revenues increased to $3,125 for the six months ended
June 30, 2001, as compared to $-0- for the six months ended June 30, 2000.
During the six months ended June 30, 2001, our operating expenses
increased to $28,861 from $234 for the six months ended June 30, 2000. The
operating expenses that we incurred during the six months ended June 30,2001,
include accounting ($4,740), amortization and depreciation ($6,161),general and
administrative ($7,906), legal ($7,699), occupancy ($1,800) and stock transfer
($555).
Financial Condition and Liquidity
At June 30, 2001, Natexco had a working capital deficit of $32,581
consisting of current assets totaling $1,076 and current liabilities totaling
$33,657. Our working capital deficit at June 30, 2001, increased by $18,775 as
compared to our working capital deficit at December 31, 2000, of $13,806. The
increase in the working capital deficit was the result of the decrease of
$7,220, from $8,076 to $856, in our cash and cash equivalents, an increase of
$775 in accounts payable, from $325 to $1,100, and an increase of $11,000, from
$32,557 to $21,557, in other accrued liabilities.
During the six months ended June 30, 2001, we used cash of $7,220 as
compared to $59,766 in cash provided during the six months ended March 31, 2000.
We used $17,220 in operating activities.
Inflation
We believe that inflation has not had a material impact on our
business.
Seasonality
We do not believe that our business is seasonal.
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings.
We know of no legal proceedings to which Natexco Corporation
("Natexco") is a party or to which any of its property is the subject that are
pending, threatened or contemplated or any unsatisfied judgments against
Natexco.
Item 2. Changes in Securities.
(a) No instruments defining the rights of shareholders of Natexco's
common stock have been modified.
(b) No rights evidenced by Natexco's common stock have been limited or
qualified by the issuance or modification of any other class of securities.
(c) Natexco sold no equity securities during the quarter ended June 30,
2001, covered by this report.
(d) Natexco has not filed a registration statement under the
Securities Act of 1933.
Item 3. Defaults Upon Senior Securities.
Natexco has had no defaults on senior securities as of this report.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of Natexco's shareholders, by means
of the solicitation of proxies or otherwise, during the quarter ended June 30,
2001, covered by this report.
Item 5. Other Information.
There is no information with respect to which information is not
otherwise called for by this form.
Item 6. Exhibits and Reports on Form 8-K.
(a) Index to Exhibits.
Item Number Description
3.1* Articles of Incorporation of Natexco Corporation filed March
3, 1998.
3.2* Bylaws of Natexco Corporation.
3.1* Promissory Note dated March 21, 2000, in the principal amount
of $20,000 payable by Natexco Corporation to Aboyne
Management, Ltd.
*Incorporated by reference to the Amendment No. 1 to the Registration Statement
on
Form 10-SB (File No. 000-32045) filed November 30, 2000.
(a) Reports on Form 8-K.
No reports on Form 8-K were filed during the quarter ended June 30,
2001, for which this report is filed.
SIGNATURES
The financial information furnished in this report has not been audited
by an independent accountant; however, in the opinion of management, all
adjustments (only consisting of normal recurring accruals) necessary for a fair
presentation of the results of operations for the six months ended June 30,
2001, have been included.
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.
NATEXCO CORPORATION
Date: August 11, 2001
By: /ss/ Gerald A. Mulhall
Gerald A. Mulhall, President
Natexco Corporation
Consolidated Balance Sheet
(A Company in the Development Stage)
Unaudited Audited
June December
30, 2001 31, 2000
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ASSETS
Current Assets:
Cash and cash equivalents $856 $8,076
Due from officer 220 0
Total Current Assets 1,076 8,076
Property and equipment 6,466 6,466
Less Accumulated Depreciation (5,334) (4,693)
Net Property and Equipment 1,132 1,773
Goodwill 22,083 22,083
Less Accumulated Amort (10,120) (4,600)
Net Goodwill 11,963 17,483
TOTAL ASSETS $14,171 $27,332
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Bank Overdraft $0 $0
Note Payable - Shareholder 30,000 20,000
Accounts Payable 1,100 325
Other accrued liabilities 2,557 1,557
Total current liabilities 33,657 21,882
TOTAL LIABILITIES 33,657 21,882
SHAREHOLDERS' EQUITY: *
Preferred stock, par value $.001 per share;
Authorized 5,000,000 Shares; Issued
and outstanding 50,000 50 50
Common Stock, $.001 Par Value;
Authorized 20,000,000 Shares; Issued
and outstanding 2,400,000 shares 2,400 2,400
Additional paid-in capital 51,150 49,350
Accumulated deficit (73,086) (46,350)
TOTAL SHAREHOLDERS' EQUITY (19,486) 5,450
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $14,171 $27,332
See Accompanying Notes To These Unaudited Financial Statements.
Natexco Corporation
Unaudited Consolidated Statement Of Operations
(A Company in the Development Stage)
3 Months 3 Months
Ended Ended
June June
30, 2001 30, 2000
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Revenue: $2,405 $0
Operating Expenses:
Accounting 2,640 0
Amortization and depreciation 3,080 0
General and administrative 3,334 232
Legal 3,300 0
Occupancy 900 0
Stock transfer 330 0
Total costs and expenses 13,584 232
(Loss) from operations (11,179) (232)
Other (expense) - Interest (500) 0
Net (Loss) ($11,679) ($232)
Basic (Loss) per common share (0.00) (0.00)
Weighted Average Common Shares Outstanding 2,400,000 2,400,000
See Accompanying Notes To These Unaudited Financial Statements.
Natexco Corporation
Unaudited Statement Of Operations
Period From
6 Months 6 Months Inception
Ended Ended March 3, 1998
June June Through
30, 2001 30, 2000 June 30, 2001
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Revenue: $3,125 $0 $4,410
Operating Expenses:
Accounting 4,740 0 20,240
Amortization and depreciation 6,161 0 11,905
General and administrative 7,906 234 14,496
Legal 7,699 0 15,478
Occupancy 1,800 0 11,100
Stock transfer 555 0 1,720
Total costs and expenses 28,861 234 74,939
(Loss) from operations (25,736) (234) (70,529)
Other (expense) - Interest (1,000) 0 (2,557)
Net (Loss) ($26,736) ($234) ($73,086)
Basic (Loss) per common share (0.01) (0.00)
Weighted Average Common Shares Outstanding 2,400,000 2,400,000
See Accompanying Notes To These Unaudited Financial Statements.
Natexco Corporation and Subsidiary
Consolidate Statements of Changes In Shareholders' Equity
(A Company in the Development Stage)
March 3, 1998(Inception) Through June 30, 2001
Deficit
Accumulated
Additional During the
Preferred Stock Common Stock Paid in Capital Development
Shares Par Value Shares Par Value Capital Stage Total
------ --------- ------ -------- ------- ------ -----
Balances, March 3, 1998 (inception) 0 $0 0 $0 $0 $0 $0
Sales of preferred shares, December 5, 1998 10,000 10 90 100
Office space contributed by Company's president 2,000 2,000
Net (Loss) (2,008) (2,008)
Balances, December 31, 1998 10,000 10 0 0 2,090 (2,008) 92
Common shares sold in private offering,
March 31, 1999 2,400,000 2,400 2,400
Office space contributed by Company's president 2,400 2,400
Net (Loss) (2,635) (2,635)
Balances, December 31, 1999 10,000 10 2,400,000 2,400 4,490 (4,643) 2,257
Sale of preferred shares, May 18, 2000 40,000 40 39,960 40,000
Office space contributed by Company's president 4,900 4,900
Net (Loss) (41,707) (41,707)
Balances, December 31, 2000 50,000 50 2,400,000 2,400 49,350 (46,350) 5,450
Office space contributed by Company's president 1,800 1,800
Net (Loss) (26,736) (26,736)
Balances, June 30, 2001 50,000 $50 2,400,000 $2,400 $51,150 ($73,086) ($19,486)
See Accompanying Notes To These Unaudited Financial Statements.
Natexco Corporation
Unaudited Consolidated Statement Of Cash Flow
(A Company in the Development Stage)
Period From
6 Months 6 Months Inception
Ended Ended March 3, 1998
June June Through
30, 2001 30, 2000 June 30, 2001
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Cash Flows From Operating Activities:
Net (Loss) ($26,736) ($234) ($73,086)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciaton and amortization 6,161 0 11,905
Office space contributed by shareholder 1,800 0 11,100
(Increase) in due from officer (220) (220)
Increase in accounts payable 775 0 1,100
Increase in other accrued liabilities 1,000 0 2,557
Net Cash Flows (used) in operations (17,220) (234) (46,644)
Cash Flows From Investing Activities:
Purchase of subsidiary 0 0 (25,000)
Net Cash Flows (used) in Investing activities 0 0 (25,000)
Cash Flows From Financing Activities:
Proceeds from note payable 10,000 20,000 30,000
Issuance of preferred stock 0 40,000 40,100
Issuance of common stock 0 0 2,400
Net Cash Flows provided by financing activities 10,000 60,000 72,500
Net Increase (Decrease) In Cash and cash equivalents (7,220) 59,766 856
Cash and cash equivalents at beginning of period 8,076 2,477 0
Cash and cash equivalents at end of period $856 $62,243 $856
Supplementary Disclosure Of Cash Flow Information:
Non-cash activities: Rent provided by shareholder $1,800 $0 $0
See Accompanying Notes To These Unaudited Financial Statements.
Natexco Corporation and Subsidiary
Notes To Unaudited Financial Statements
For The Six Month Period Ended June 30, 2001
Note 1 - Unaudited Financial Information
The unaudited financial information included for the three month and six month
interim period ended June 30, 2001 were taken from the books and records without
audit. However, such information reflects all adjustments (consisting only of
normal recurring adjustments, which are of the opinion of management, necessary
to reflect properly the results of interim period presented). The results of
operations for the six month period ended June 30, 2001 are not necessarily
indicative of the results expected for the fiscal year ended December 31, 2001.
Note 2 - Financial Statements
For a complete set of footnotes, reference is made to the Company's Report on
Form 10K-SB for the year ended December 31, 2000 as filed with the Securities
and Exchange Commission and the audited financial statements included therein.