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 JUNE 30, 2005
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from _______________ to
Commission File No. 333-33890
POWER SAVE INTERNATIONAL, INC.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
NEVADA 88-0227424
- ------------------------------- -----------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
4333 ADMIRALTY WAY, SUITE 100P, DEL REY, CA 90292
-------------------------------------------------
(Address of Principal Executive Offices)
(310) 821-2244
-----------------------------------------------
(Issuers Telephone Number, Including Area Code)
N/A
---------------------------------------------------------------------
(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 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 [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date.
Common Stock, $.001 par value per share, 9,676,311 shares were issued and
outstanding at November 7, 2005
Transitional Small Business Disclosure Format (check one)
Yes [ ] No [X]
POWER SAVE INTERNATIONAL, INC.
TABLE OF CONTENTS
PAGE(S) 3 PART I - FINANCIAL INFORMATION
PAGE(S) 3 ITEM 1. FINANACIAL STATEMENTS
PAGE(S) 4 CONDENSED BALANCE SHEET AS OF JUNE 30, 2005 (UNAUDITED)
PAGE(S) 5 CONDENSED STATEMENTS OF OPERATION'S FOR THE THREE AND SIX MONTHS
ENDED JUNE 30, 2005 AND 2004 (UNAUDITED)
PAGE(S) 6-7 CONDENSED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED
JUNE 30, 2005 AND 2004 (UNAUDITED)
PAGE(S) 8-11 CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE SIX MONTHS
ENDED JUNE 30, 2005 AND 2004 AND FROM INCEPTION MAY 8, 1987
THROUGH THE SIX MONTHS ENDED JUNE 30, 2005 (UNAUDITED)
PAGE(S) 12 NOTES TO CONDENSED FINANCIAL STATEMENTS AS OF JUNE 30, 2005
(UNAUDITED)
PAGE(S) 13-14 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
PAGE(S) 14-15 ITEM 3. CONTROLS AND PROCEDURES
PAGE(S) 15 PART II - OTHER INFORMATION
PAGE(S) 15 ITEM 1. LEGAL PROCEEDINGS
PAGE(S) 15 ITEM 2. CHANGES IN SECURITIES
PAGE(S) 15 ITEM 3. DEFAULTS UPON SENIOR SECURITIES
PAGE(S) 15 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
PAGE(S) 15 ITEM 5. OTHER INFORMATION
PAGE(S) 15 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
PAGE(S) 17-18 CERTIFICATION
2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
As used herein, the term "Company" refers to Power Save International, Inc., a
Nevada corporation, and predecessors unless otherwise indicated. Unaudited,
condensed interim financial statements including a balance sheet for the Company
as of the quarter ended June 30, 2005 and statements of operations, and
statements of cash flows for the interim period up to the date of such balance
sheet and the comparable period of the preceding year are attached hereto and
are incorporated herein by this reference.
BASIS OF PRESENTATION
The accompanying unaudited financial statements are presented in accordance with
accounting principles generally accepted in the United States of America for
interim financial information and the instructions for Form 10-QSB and Item 300
under subpart A of Regulation S-B. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. The
accompanying statements should be read in conjunction with the audited financial
statements for the years ended December 31, 2004. 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 June 30, 2005 are not
necessarily indicative of results that may be expected for the year ended
December 31, 2005. The financial statements are presented on the accrual basis.
3
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED BALANCE SHEET
JUNE 30, 2005
(UNAUDITED)
ASSETS
Cash $ 3,884
Note receivable 15,000
Available for sale securities 121,633
-----------
CURRENT ASSETS 140,517
Inventory 4,000,000
Investment 500,000
Intellectual property 400,000
-----------
TOTAL ASSETS $ 5,040,517
===========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 152,066
Wages payable 67,325
Loans payable - related party 1,805
Current loan payable 289,000
-----------
Total Current Liabilities 510,196
-----------
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock; 50,000,000 shares authorized; $.001 Par Value; 296,300 shares
issued and outstanding 296
Capital stock, $.001 Par Value; 50,000,000 shares authorized; 9,676,311 shares issued
and outstanding 9,676
Additional paid-in capital 6,949,941
Deficit accumulated during the development stage (2,411,463)
Accumulated other comprehensive loss (18,129)
-----------
Total Stockholders' Equity 4,530,321
-----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 5,040,517
===========
See accompanying notes to the unaudited condensed financial statements.
4
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
For the For the For the For the
Three Three Six Six
Months Months Months Months Inception
Ended Ended Ended Ended through
June 30, June 30, June 30, June 30, June 30,
2005 2004 2005 2004 2005
------------- ----------- ----------- ----------- -----------
NET SALES $ - $ - $ - $ - $ 591,656
COST OF SALES - - - - 352,207
------------- ----------- ----------- ----------- -----------
GROSS MARGIN - - - - 239,449
------------- ----------- ----------- ----------- -----------
EXPENSES
Research and Development - - - - 119,554
Reserve Against Product Rights - - - - 244,000
Impairment of Intellectual Property - - - - 100,000
Depreciation and Amortization - - - - 550,510
General and Administrative Expenses 69,284 16,417 128,942 30,625 1,400,893
------------- ----------- ----------- ----------- -----------
TOTAL OPERATING EXPENSES 69,284 16,417 128,942 30,625 2,414,957
------------- ----------- ----------- ----------- -----------
NET LOSS FROM OPERATIONS (69,284) (16,417) (128,942) (30,625) (2,175,508)
------------- ----------- ----------- ----------- -----------
OTHER INCOME (EXPENSE)
Gain(loss) on Sale of Marketable
Securities 9,671 - 14,761 - 181,967
Write down of Marketable Securities - - - - (364,326)
Nonrefundable Option Income - - - - 23,000
Interest Expense (518) - (1,264) - (116,398)
Dividend and Interest Income 10 - 11 - 13,015
Other Income - - - - 1,684
Forgiveness of Debt - - - - 25,103
------------- ----------- ----------- ----------- -----------
TOTAL OTHER INCOME (LOSS) 9,163 - 13,508 - (235,955)
------------- ----------- ----------- ----------- -----------
NET LOSS BEFORE INCOME TAXES (60,121) (16,417) (115,434) (30,625) (2,411,463)
PROVISION FOR INCOME TAXES - - - - -
------------- ----------- ----------- ----------- -----------
NET LOSS $ (60,121) $ (16,417) $ (115,434) $ (30,625) $(2,411,463)
------------- ----------- ----------- ----------- -----------
BASIC AND DILUTED LOSS PER SHARE $ (0.01) $ - $ (0.01) $ - $ (0.25)
------------- ----------- ----------- ----------- -----------
WEIGHTED AVERAGE SHARES OUTSTANDING 9,676,311 6,414,149 9,676,311 6,414,149 9,676,311
============= =========== =========== =========== ===========
See accompanying notes to the unaudited condensed financial statements.
5
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
For the For the
Six Six
Months Months Inception
Ended Ended Through
June 30, June 30, June
2005 2004 30, 2005
----------- ----------- ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (115,434) $ (30,625) $(2,411,463)
Adjustments to reconcile net loss from net cash used
in operating activities:
Depreciation and amortization - - 550,510
Impairment of Intellectual Property - - 100,000
Common Stock Issued for Lease - - 225,000
Common Stock Issued for Services - - 4,700
(Gain) Loss on Sale of Securities (14,761) - (181,967)
Write down of Marketable Securities - - 364,326
Contributed Interest - - 70,018
Contributed Rent and Officer Compensation - - 110,000
Reserve against Assets and Liabilities - - 244,000
Changes in Assets and Liabilities:
Increase (Decrease) in Accounts and Loans Payable (45,100) 30,625 40,273
Increase in Accrued Interest - - 32,382
Increase (Decrease) in Wages Payable 29,825 - 67,325
Increase (Decrease) in Advances from Shareholder - - 93,863
----------- ----------- -----------
Net Cash Used By Operating Activities (145,470) - (691,033)
----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Product Rights, Development Costs and Intangibles - - (244,000)
Purchase of Fixed Assets - - (15,478)
Notes Receivable (15,000) - (15,000)
Increase in Organization Costs - - (36,408)
Purchase of Marketable Securities (298,715) - (318,771)
Proceeds from Sale of Marketable Securities 173,714 - 577,980
----------- ----------- -----------
Net Cash Used By Investing Activities (140,001) - (51,677)
----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Issuance of Common Stock, net - - 369,212
Proceeds from Debt 289,000 - 289,000
Contributed Capital - - 88,382
----------- ----------- -----------
Net Cash Provided By Financing Activities 289,000 - 746,594
----------- ----------- -----------
NET INCREASE (DECREASE) IN CASH 3,529 - 3,884
CASH - BEGINNING OF PERIOD 355 - -
----------- ----------- -----------
CASH - END OF PERIOD $ 3,884 $ - $ 3,884
=========== =========== ===========
See accompanying notes to the unaudited condensed financial statements.
6
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the For the
Six Six
Months Months Inception
Ended Ended Through
June 30, June 30, June
2005 2004 30, 2005
----------- ----------- ------------
SUPPLEMENTAL CASH FLOW INFORMATION:
Stock Issued In Exchange for Goods and Services and
Marketable Securities $ - $ - $ 6,185,900
=========== =========== ===========
Stock Issued In Exchange for License Fee $ - $ - $ 500,000
=========== =========== ===========
Cash Paid for Interest $ - $ - $ 1,302
=========== =========== ===========
Cash Paid for Income Taxes $ - $ - $ -
=========== =========== ===========
See accompanying notes to the unaudited condensed financial statements.
7
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005
Deficit
Accumulated Accumulated Compre-
Additional During the Other Total hensive
Preferred Stock Capital Stock Paid-in Development Comprehensive Stockholders' Income
Shares Amount Shares Amount Capital Stage Income (Loss) Equity (Loss)
--------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Issuance of shares for
cash May 1987 - $ - 100,000 $ 100 $ 2,900 - - $ 3,000
Issuance of shares for
cash August 1987 - - 63,433 63 279,877 - - 279,940
Issuance of shares for
product rights and
other intangible
assets - - 33 - - - - -
Sale of shares to the
public for $.30 per
share-restated - - 74,334 74 22,226 - - 22,300
Deferred offering costs - - - - (7,892) - - (7,892)
Exchange of shares
regarding pooling of
interest of
subsidiaries:
Cancellation - - (63,467) (63) 63 - - -
Re-issuance - - 396,767 397 (397) - - -
Issuance of shares for
services - - 30,500 31 884 - - 915
Cancellation of
shares-former officer - - (30,000) (30) (9,970) - - (10,000)
Issuance of shares to
A.P.S.I. merger - - 5,144,000 5,144 39,856 - - 45,000
Issuance of shares for
prepaid lease and
working capital - - 449,000 449 249,551 - - 250,000
Issuance of shares for
services - - 95,000 95 2,755 - - 2,850
Conversion of debt to
preferred stock 50,000 50 - - 499,950 - - 500,000
Exchange of preferred
shares for oil and
gas properties 2,000,000 2,000 - - 9,998,000 - - 10,000,000
Issuance of shares for
services - - 154,549 154 4,483 - - 4,637
Additional contributed
capital - - - - 70,318 - - 70,318
Net Loss from inception
through December 31,
1996 - - - - - (979,024) - (979,024) (979,024)
--------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance-December 31,
1996 2,050,000 2,050 6,414,149 6,414 11,152,604 (979,024) - 10,182,044
Net Loss for the year
ended December 31,
1997 (53,554) - (53,554) (53,554)
--------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance -December 31,
1997 2,050,000 2,050 6,414,149 6,414 11,152,604 (1,032,578) - 10,128,490
See accompanying notes to the unaudited condensed financial statements.
8
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005
Deficit
Accumulated Accumulated Compre-
Additional During the Other Total hensive
Preferred Stock Capital Stock Paid-in Development Comprehensive Stockholders' Income
Shares Amount Shares Amount Capital Stage Income (Loss) Equity (Loss)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Additional contributed
capital - - - - 24,000 - - 24,000
Cancellation of
preferred shares for
oil and gas
properties and other
outstanding preferred
shares (2,050,000) (2,050) - - (9,997,950) - - (10,000,000)
Net loss for the year
ended December 31,
1998 - - - - - (315,441) - (315,441) (315,441)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance- December 31,
1998 - - 6,414,149 6,414 1,178,654 (1,348,019) - (162,951)
Additional contributed
capital - - - - 35,545 - - 35,545
Issuance of preferred
shares for
marketable securities 296,300 296 - - 592,304 - - 592,600
Comprehensive income:
Net loss for the
year ended
December 31, 1999 - - - - - (98,337) - (98,337) (98,337)
Other comprehensive
income (loss)
Unrealized gain
on securities - - - - - - 339,060 339,060 339,060
--------
Comprehensive income - - - - - - - - 240,723
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance-December 31,
1999 296,300 296 6,414,149 6,414 1,806,503 (1,446,356) 339,060 705,917
Additional contributed
capital - - - - 14,000 - - 14,000
Comprehensive income:
Net loss for the
year ended
December 31, 2000 - - - - - (288,381) - (288,381) (288,381)
Other comprehensive
income (loss)
Unrealized loss
on securities - - - - - - (339,060) (339,060) (339,060)
--------
Comprehensive income
(loss) - - - - - - - - (627,441)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance-December 31,
2000 296,300 296 6,414,149 6,414 1,820,503 (1,734,737) - 92,476
Additional contributed
capital - - - - 24,000 - - 24,000
Comprehensive income:
Net loss for the
year ended
See accompanying notes to the unaudited condensed financial statements.
9
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005
Deficit
Accumulated Accumulated Compre-
Additional During the Other Total hensive
Preferred Stock Capital Stock Paid-in Development Comprehensive Stockholders' Income
Shares Amount Shares Amount Capital Stage Income (Loss) Equity (Loss)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
December 31, 2001 - - - - - (67,250) - (67,250) (67,250)
Other comprehensive
income (loss)
Unrealized loss on
securities - - - - - - (2,992) (2,992) (2,992)
--------
Comprehensive income
(loss) - - - - - - - - (70,242)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance-December 31, 2001 296,300 296 6,414,149 6,414 1,844,503 (1,801,987) (2,992) 46,234
Additional contributed
capital - - - - 24,000 - - 24,000
Comprehensive income:
Net loss for the year
ended December 31,
2002 - - - - - (58,689) - (58,689) (58,689)
Other comprehensive
income (loss)
Unrealized loss on
securities - - - - - - (6,840) (6,840) (6,840)
--------
Comprehensive income
(loss) - - - - - - - - (65,529)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance-December 31, 2002 296,300 296 6,414,149 6,414 1,868,503 (1,860,676) (9,832) 4,705
Other comprehensive
income (loss)
Realized loss on
securities - - - - - - 9,832 9,832 9,832
Net loss for the year
ended December 31,
2003 - - - - - (68,152) - (68,152) (68,152)
--------
Comprehensive income
(loss) - - - - - - - - (58,320)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance - December 31,
2003 296,300 $ 296 6,414,149 6,414 1,868,503 (1,928,828) - (53,615)
Stock issued for
Related party debt - - 2,162,162 2,162 77,838 - - 80,000
Stock issued
for assets - - 1,000,000 1,000 4,999,000 - - 5,000,000
Stock issued
for services - - 100,000 100 4,600 - - 4,700
Net loss for the year
ended December 31,
2004 - - - - - (367,201) - (367,201)
Comprehensive income
(loss) - - - - - - - - (367,201)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance - December 31,
2004 296,300 $ 296 9,676,311 $ 9,676 $6,949,941 $(2,296,029) - $ 4,663,884
See accompanying notes to the unaudited condensed financial statements.
10
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005
Deficit
Accumulated Accumulated Compre-
Additional During the Other Total hensive
Preferred Stock Capital Stock Paid-in Development Comprehensive Stockholders' Income
Shares Amount Shares Amount Capital Stage Income (Loss) Equity (Loss)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Net Loss for the Six
Months Ended June
30, 2005 - - - - - (115,434) - (115,434) (115,434)
Unrealized Loss on
Securities - - - - - - (18,129) (18,129) (18,129)
--------
Comprehensive income
(loss) - - - - - - - - (133,563)
---------- -------- --------- ------- ---------- ----------- ------------- ------------- --------
Balance - June 30, 2005 296,300 $ 296 9,676,311 $ 9,676 $6,949,941 $(2,411,463) $ (18,129) $ 4,530,321
========== ======== ========= ======= ========== =========== ============= =============
See accompanying notes to the unaudited condensed financial statements.
11
POWER SAVE INTERNATIONAL, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NOTE 1 BASIS OF PRESENTATION
- ------ ---------------------
The interim financial statements at June 30, 2005 and for the three
month and six month periods ended June 30, 2005 and 2004 are unaudited,
but include all adjustments which the Company considers necessary for a
fair presentation. The accompanying unaudited financial statements are
for the interim periods and do not include all disclosures normally
provided in annual financial statements, and should be read in
conjunction with the Company's Form 10-KSB for the year ended December
31, 2004. The accompanying unaudited interim financial statements for
the three month and six month periods ended June 30, 2005 and 2004, are
not necessarily indicative of the results which can be expected for the
entire year.
The preparation of financial statements in conformity with generally
accepted accounting principles in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
NOTE 2 DISPOSITION OF ASSETS
- ------ ---------------------
In August 2004, Scott Balmer, the majority shareholder accepted all the
assets of the Company as settlement of all the debt owed him. This
resulted in the Company recording forgiveness of debt in the amount of
$25,103.
NOTE 3 GOING CONCERN
- ------ --------------
The Company's condensed consolidated financial statements have been
presented on the basis that it is a going concern, which contemplates
the realization of assets and the satisfaction of liabilities in the
normal course of business. The Company has a net loss from operations of
$115,434, negative working capital of $369,679 for the period ended June
30, 2005. These matters raise substantial doubt about its ability to
continue as a going concern. The consolidated financial statements do
not include any adjustments that might be necessary if the Company is
unable to continue as a going concern.
Management believes that actions presently taken to expand its future
operations and raise capital provide the opportunity for the Company to
continue as a going concern.
12
Item 2. Management's Discussion and Analysis of Financial Conditions and Results
of Operations
The following discussion and analysis should be read in conjunction with our
financial statements and the accompanying notes. The following discussion and
analysis contains forward-looking statements, which involve risks and
uncertainties in the forward-looking statements. These forward-looking
statements may be impacted, either positively or negatively, by various factors.
Our actual results may differ significantly from the results, expectations and
plans discussed. This Report contains "forward looking statements" relating to
our company's current expectations and beliefs. These include statements
concerning operations, performance, financial condition, anticipated
acquisitions and anticipated growth.
Without limiting the generality of the foregoing, words such as "may", "will",
"would", "expect", "believe", "anticipate", "intend", "could", "estimate", or
"continue", or the negative or other variation thereof or comparable terminology
are intended to identify forward-looking statements. These statements by their
nature involve substantial risks and uncertainties which are beyond our
company's control. Should one or more of these risks or uncertainties
materialize or should our company's underlying assumptions prove incorrect,
actual outcomes and results could differ materially from those indicated in the
forward-looking statements.
General
Management is formulating the basis for acquisitions to complete its previously
announced business plan. Additional opportunities have arisen that may allow the
Company to expand the scope of business operations and more readily allow it to
acquire the capital it requires. No actual operations other than these have been
performed and none are anticipated until the first quarter of 2006.
Results of Operations
There were no revenues for the three and six months ended June 30, 2005 or the
three and six months ended June 30, 2004.
General and administrative expenses increased for the three and six months ended
June 30, 2005 compared to the same periods in 2004. These expenses were $69,284
and $128,942 for the three and six months ended June 30, 2005 and $16,417 and
$30,625 for the same periods in 2004, respectively. The increase for the three
months ended June 30, 2005 over the same period in 2004 came from an increase of
$7,800 in office expenses, $37,500 in wages, $5,700 in advertising and $3,527 in
employee benefits. The increase for the six months ended June 30, 2005 came from
increases of $75,000 in wages, $15,600 in office expenses, $5,700 in advertising
and $3,527 in employee benefits.
13
For the three and six months ended June 30, 2005 we recorded net losses of
$60,121 and $115,434, respectively. This compares with a net loss $16,417 and
$30,625 during the corresponding prior periods in 2004. The Company is still in
the developmental stage and is expected to continue to have losses until
operational businesses are introduced during fiscal year 2005 and 2006.
Liquidity
During the six months ended June 30, 2005, the Company's working capital
decreased. The Company received a loan of $289,000 during the six months ended
June 30, 2005. The Company does not currently have sufficient capital in its
accounts, nor sufficient firm commitments for capital to assure its ability to
meet its current obligations or to continue its planned operations. The Company
is continuing to pursue working capital and additional revenue through the
active search for the capital it needs to carry on its planned operations. There
is no assurance that any planned activities will be successful.
Capital Resources
As a result of its limited liquidity, the Company has limited access to
additional capital resources. The Company does not have the capital to totally
fund the obligations that have matured to any of its creditors and shareholders.
Though the obtaining of the additional capital is not guaranteed, the management
of the Company believes it will be able to obtain the capital required to meet
its current obligations and actively pursue its planned business activities
through the sale of its registered securities.
Operations
The operations of the Company are currently dormant. Until the Company obtains
the capital required to develop any properties or businesses and obtains the
revenues needed from its future operations in order to meet its obligations, the
Company will be dependent upon sources other than operating revenues to meet its
operating and capital needs.
Item 3. Controls and Procedures
Based on an evaluation by Mr. Smith, the chief financial officer of the company,
conducted as of a date within 90 days of the filing date of this quarterly
report, of the effectiveness of the company's disclosure controls and procedures
it has been concluded that, as of the evaluation date, (i) there were no
significant deficiencies or material weaknesses of the company's disclosure
controls and procedures, (ii) there were no significant changes in the internal
controls or in other factors that could significantly affect internal controls
subsequent to the evaluation date, and (iii) no corrective actions were required
to be taken.
14
The Company had no revenue during the first two quarters of 2005 and 2004. The
Company has been dormant in its operations and is currently pursuing business
combinations or the required capital needed to have current operations.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Change in Securities
No changes in securities have occurred since the Company's last report as
of March 31, 2005.
Item 3. Defaults Upon Senior Securities.
None
Item 4. Submission of Matters to a Vote of Security Holders.
None
Item 5. Other information.
None.
Item 6. Exhibits and reports on Form 8-K.
(a) Exhibits.
---------
31.01 President and CFO certification Pursuant to 18 USC
Section 1350, as adopted pursuant to Section 302 of
Sarbanes-Oxley Act of 2004
32.01 President and CFO certification pursuant to section 906
(b) Reports on From 8-K.
--------------------
None
15
SIGNATURES
Pursuant to the requirements 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.
Power Save International, Inc.
/s/ Russell L. Smith
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BY: Russell L. Smith, President, Chief Financial Officer and Director
Dated: This 7th day of November 2005
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