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International Energy Ltd, Inc. – ‘10QSB’ for 3/31/00

On: Friday, 6/23/00, at 5:31pm ET · For: 3/31/00 · Accession #: 950149-0-1377 · File #: 0-28760

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/23/00  International Energy Ltd, Inc.    10QSB       3/31/00    2:18K                                    Bowne - San Francisco/FA

Quarterly Report — Small Business — Form 10-QSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10QSB       Form 10QSB for Quarter Ending March 31, 2000          13     39K 
 2: EX-27.1     Financial Data Schedule                                1      7K

10QSB — Form 10QSB for Quarter Ending March 31, 2000
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Management's Discussion and Analysis of Plan of Operation
1	1st Page - Filing Submission
2	Item 2. Management's Discussion and Analysis of Plan of Operation

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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 MARCH 31, 2000               

OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES        
EXCHANGE ACT OF 1934.                                                 

Commission file number 0-28760                                                  

 Pacific Coast Apparel Company, Inc.
 -----------------------------------
(Exact name of registrant as specified in its charter)

California                                    95-4536683        
----------                                    ----------        
(State or other Jurisdiction of              (IRS Employer Identification No.)  
incorporation or organization)                                                  

50 Ridgecrest Road                                                              
Kentfield, CA                                       94904               
-------------                                       -----               
(Address of principal office)                         (Zip Code)                

Registrant's telephone number,                                                  
including area code                                (415) 925-0386               
                                    --------------

Inapplicable
------------

(Former name, former address and former fiscal year, if changed since last      
report)                                                                         

1620 South Los Angeles Street, Los Angeles, CA 90015                            

 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 [ ]    

Number of shares of common stock                                      
  outstanding as of MARCH 31, 2000                               3,302,000

Transactional Small Business Disclosure Format     Yes [ ]    No [X]            

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FORWARD LOOKING STATEMENTS                                                      

In addition to historical information, this Report contains     
forward-looking statements, such as those pertaining to the Company's future    
sales and revenues, return on investment, profitability and cash requirements.  
Forward looking statements involve numerous risks and uncertainties. The        
following factors, among others discussed herein, could cause actual results and
future events to differ materially from those set forth or contemplated in the  
forward-looking statement: economic conditions, competitive products, and       
pricing, new product development, need for additional capital, development of   
the Cotton Stuff business, changes in fashion trends, dependence on key         
customers and personnel, and consumer response to the Company's products and    
advertising. Readers are cautioned not to place undue reliance on               
forward-looking statements, which reflect management's analysis only as of the  
date hereof. The Company assumes no obligation to update forward-looking        
statements. See also the Company's other reports to be filed from time to time  
with the Securities and Exchange Commission pursuant to the Securities and      
Exchange Act of 1934.                                                           

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATION               

INTRODUCTION                                                                    

       Pacific Coast Apparel Company, Inc. ("the Company") was incorporated in
California in April 1995 to design, source and market in the United States a    
collection of men's active sportswear under the brand name "Aca Joe" Registered 
Trademark through traditional department stores and men's specialty stores. In  
August 1997 the Company acquired the assets and business of Cotton Stuff, Inc.  
Because of the Company's inability to generate sufficient revenues it decided   
not to renew it's exclusive Aca Joe license agreement and ceased doing business 
under it's license with Action Down Under, Ltd. in June 1998.                   

     As previously stated the Company acquired the assets of Cotton Stuff,
Inc. in August 1997. Cotton Stuff apparel is a collection of both men's and     
women's garment-dyed, better sportswear which is sold across the United States  
through better catalogs including Saks Folio, Coldwater Creek, Neiman Marcus and
Nordstrom, better specialty stores such as Fred Siegel, Bloomingdales and My    
Friends Place and selected department stores including Macy's.                  

   On September 30, 1999, the Company signed an agreement with Capital
Factors, Inc. allowing representatives of Capital Factors to take possession of 
the majority of its operating assets, specifically those which Capital Factors  
had taken as collateral for loans and advances to the Company under a Factoring 
Agreement dated September 8, 1997. Under the agreement, the Company gave Capital
Factors a first lien on accounts receivable, cash and various other assets. The 
Company received notice of default from Capital Factor pursuant to Section 9504 
(3) of the California Uniform Commercial Code                                   

       On September 30, 1999 the Company entered into an agreement with Robert
P. Mulder, Inc., d/b/a/ Evans Unlimited to purchase the balance of the Company's
assets which included piece goods, certain inventory, all trademarks and trade  
names and the associated goodwill, orders and equipment. The agreement called   
for Robert P. Mulder, Inc., to pay Capital Factors Inc. $110,000 representing   
the balance of the Company's secured obligations. In addition, Robert P. Mulder,
Inc. agreed to pay an additional $40,000 which was deposited in the trust       
account of the law firm of Ezra, Brutzkus and Gubner, the Company's counsel.    
These funds were to be used to settle outstanding creditors claims. In addition,
Robert P. Mulder, Inc. was to deposit an additional $10,000 in the trust account
of the Company's counsel to defer legal fees associated with the distribution   
and settlement of creditors claims.                                             

2 

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SIX MONTH ENDED MARCH 31, 2000                                                  

   The Company had no revenues during the period ended March 31, 2000.

LIQUIDITY AND CAPITAL RESOURCES                                                 

        The capital resources of the Company consist of approximately $22,000.38
which remain in the trust account of the Company's counsel and have been set    
aside to settle creditors claims. The Company has no additional resources. The  
Company may seek to fund future operations through private offerings of         
securities with collaborative or other arrangements with corporate partners of  
from other sources. Additional financing may not be available when needed or on 
terms acceptable to the Company.                                                

FEDERAL TAXES                                                                   

     Since its inception, the Company has been taxed as a "C" corporation.
Accordingly the Company has available as of March 31, 2000 approximately        
$6,000,000 in net operating loss carryforwards to offset future federal taxable 
income expiring through the year ending September 30, 2004.                     

LEGAL PROCEEDINGS                                                               

       The Company is currently involved in a law suit, which was filed by Ms.
Jill Grossman, the Company's former sales manager. Ms. Grossman terminated her  
employment with the Company on September 22, 1997. Ms. Grossman claims she is   
owed approximately $440,000 of compensation due under an employment agreement.  
The Company filed a cross complaint based on the belief that, among other       
things, Ms. Grossman breached the employment agreement.                         

Although the outcome of the litigation cannot be predicted with 
certainty, management believes that the Company has meritorious defenses to the 
claims alleged, and intends to defend this action with vigor.                   

        In March 2000, the Company's counsel was served with a levy from the Los
Angeles Sheriff's Department and the Company's trust account was attached. The  
Plaintiff was IRA Capital Corporation which received a judgement against the    
Company in the amount of $105,057.43 for the nonpayment of a promissory note.   
The Company attempted to settle this obligation but was unsuccessful.           

3 

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 PACIFIC COAST APPAREL CO., INC.
 BALANCE SHEET

                                                                [Download Table]

                                           March 31, 2000     September 30, 1999
                                           --------------     ------------------
                                                                                
             ASSETS                                                             

CURRENT ASSETS                                                                  
   Cash and cash equivalents                $   16,488          $   44,128      
     Accounts receivable                    $        0          $    4,982      
     Loan receivable, stockholder           $   15,449          $   14,384      

        Total current assets                $   31,937          $   63,494      

       Total Assets                         $   31,937          $   63,494      

     LIABILITIES AND STOCKHOLDERS' DEFICIENCY                                   

CURRENT LIABILITIES                                                             
     Due from factors                       $        0          $  178,200      
     Accounts payable                       $   66,939          $  285,701      
     Accrued expenses                       $  223,350          $  503,039      
     Income taxes payable                   $    2,105          $    1,305      
     Loan from stockholders                 $  194,601                          

        Total current liabilities           $  486,995          $  968,245      

STOCKHOLDERS' EQUITY                                                            
     Preferred stock                                                            
        Authorized, 600,000 shares                                              
        No shares outstanding                                                   
     Common stock - no par value             $5,453,798          $5,453,798     
        Authorized, 1,000,000 shares                                            
        Issued and outstanding  3,302,000                                       
         shares                                                                 
     Additional paid-in capital              $  480,460          $  480,460     
     Deficit                                ($6,389,316)        ($6,839,009)    

        Total stockholders' equity          ($  455,058)        ($  904,751)    

                                             $   31,937          $   63,494     

See notes to condensed financial statements                                     

4 

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 PACIFIC COAST APPAREL CO., INC.
 STATEMENT OF OPERATIONS

                                                                [Download Table]

                                                  Six Months Ended March 31   
                                                ----------------------------- 
                                                   2000                1999   
                                                ---------         ----------- 
                                                                              
NET SALES                                       ($  5,090)         $2,360,882 

COST OF GOOD SOLD                                       0           1,334,743 

GROSS (LOSS) PROFIT                                (5,090)          1,026,139 

OPERATING EXPENSES                                                            
   Design and production                                              231,120 
   Selling                                                            275,569 
   Shipping                                                           132,979 
   General and administrative                        8158             436,989 

     Total Operating Expenses                       8,158           1,076,657 

LOSS FROM OPERATIONS                              (13,248)            (50,518)

OTHER INCOME(EXPENSE)                                                         
   Royalty Income                                                       2,863 
   Gain on liquidation                            473,755                     
   Interest (income) expense                      (10,014)            (43,444)

     Total Other Income (Expense)                 463,741             (40,581)

LOSS BEFORE INCOME TAXES                        $ 450,493         ($   91,099)

PROVISION FOR INCOME TAXES                     ($     800)               (800)

NET INCOME (LOSS)                               $ 449,693         ($   91,899)

NET LOSS PER SHARE                                   0.14               (0.03)

WEIGHTED AVERAGE NUMBER OF                      3,302,000           3,064,000 
   COMMON SHARES OUTSTANDING                                                  

See notes to condensed financial statements                                     

5 

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 PACIFIC COAST APPAREL CO., INC.
 STATEMENT OF OPERATIONS

                                                                [Download Table]

                                               Three Months Ended March 31  
                                             ------------------------------ 
                                                 2000                1999   
                                             ----------         ----------- 
                                                                            
NET SALES                                   ($    5,090)         $1,131,595 

COST OF GOOD SOLD                                     0             661,141 

GROSS (LOSS) PROFIT                              (5,090)            470,454 

OPERATING EXPENSES                                                          
   Design and production                                            112,482 
   Selling                                                          149,771 
   Shipping                                                          62,534 
   General and administrative                        90             194,688 

     Total Operating Expenses                        91             519,475 

LOSS FROM OPERATIONS                             (5,181)            (49,021)

OTHER INCOME                                                                
   Royalty Income                                                $    2,863 
   Interest (income) expense                     (4,383)             23,251 
   Gain on liquidation                          473,755                     

        Total Other Income (Expense)            469,372                     

LOSS BEFORE INCOME TAXES                     $  464,191         ($   22,907)

PROVISION FOR INCOME TAXES                            0                   0 

NET LOSS                                     $  464,191         ($   22,907)

NET LOSS PER SHARE                                 0.14               (0.01)

WEIGHTED AVERAGE NUMBER OF                    3,302,000           3,064,000 
   COMMON SHARES OUTSTANDING                                                

See notes to condensed financial statements                                     

6 

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                                                                     Page 1 0f 2
 PACIFIC COAST APPAREL CO., INC.
 CONDENSED STATEMENT OF CASH FLOWS

 INCREASE (DECREASE) IN CASH

                                                                [Download Table]

                                                      Six Months Ended March 31  
                                                     --------------------------- 
                                                        2000              1999   
                                                     ---------          -------- 
                                                                                 
CASH FLOWS FROM OPERATING ACTIVITIES                                             
     Net gain (loss)                                 $ 449,693         $ (91,899)
     Adjustments to reconcile net loss to                                        
        cash used by operating activities:                                       
        Depreciation                                 $       0         $  18,000 
        Amortization of negative goodwill            $       0         $  (5,768)

        Changes in assets and liabilities, net                                   
          of effect of assets and liabilities                                    
          acquired:                                                              
            Increase in due from factors             $(178,200)        $ (66,778)
            Decrease in accounts receivable          $   4,982         $ (23,218)
            Increase in inventories                  $       0         $ 149,772 
            Increase in prepaid expenses and         $  (1,065)        $  42,031 
               other current assets                                              
            Increase in other assets                 $       0         $   1,064 

            Increase in accounts payable             $(218,762)        $  35,974 
            Increase (decrease) in accrued expenses  $(278,889)        $  11,127 
            Increase in other current liabilities    $ 194,601                   

            Total Adjustments                        $(477,333)        $ 162,204 

            Net Cash Used By Operating Activities    $( 27,640)        $  70,305 

See notes to condensed financial statements                                     

7 

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                                                                     Page 2 0f 2
 PACIFIC COAST APPAREL CO., INC.
 CONDENSED STATEMENT OF CASH FLOWS

 INCREASE (DECREASE) IN CASH

                                                                [Download Table]

                                                 Six Months Ended March 31 
                                                 ------------------------- 
                                                    2000             1999  
                                                 --------          ------- 
                                                                           
CASH FLOWS FROM INVESTING ACTIVITIES                                       
     Purchase of property and equipment          $      0         $ (8,940)
     Decrease in short term investments          $      0                  

          Net Cash (used) Provided by            $      0         $ (8,940)
            Investing Activities                                           

CASH FLOWS FROM FINANCING ACTIVITIES                                       
     Principal payments on long term debt        $      0         $(53,212)
     Reacquisition of common stock                                         

          Net Cash Used by                                                 
            Financing Activities                 $      0         $(53,212)

NET DECREASE IN CASH AND                                                   
     CASH EQUIVALENTS                            $(27,640)        $  8,153 

CASH AND CASH EQUIVALENTS, beginning                                       
     as previously stated                        $ 44,128         $(17,324)

CASH AND CASH EQUIVALENTS, ending                $ 16,488         $ (9,171)

See notes to condensed financial statements                                     

8 

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 PACIFIC COAST APPAREL CO., INC.
CONDENSED STATEMENT OF CASH FLOWS - SUPPLEMENTAL INFORMATION

                                                                [Download Table]

                                         Three Months Ended March 31
                                         ---------------------------
                                           2000           1999      
                                         -------        -------     
                                                                    
SUPPLEMENTAL DISCLOSURE OF                                          
      CASH FLOW INFORMATION                                         
      Cash paid during period for:                                  
          Interest                        $4,383        $23,251     
          Income Taxes                                              

See notes to condensed financial statements                                     

9 

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 PACIFIC COAST APPAREL CO., INC.
 NOTES TO CONDENSED FINANCIAL STATEMENTS

MARCH 31, 2000

1 - ACCOUNTING POLICIES                                         

            Although the interim condensed financial statements of the Company
           are unaudited, it is the opinion of the Company's management that
            all normal recurring adjustments necessary for a fair statement of
             the results have been reflected therein. Operating revenues and net
           earnings for any interim period are not necessarily indicative of
results that may be expected for the entire year.     

           These statements should be read in conjunction with the financial
            statements and reflected notes which are incorporated by reference
          in the Company's Annual Report on Form 10-KSB for the year ended
September 30, 1999                                    

10

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 PACIFIC COAST APPAREL CO., INC.

 CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY

 YEAR ENDED SEPTEMBER 30, 1999

 AND THE SIX MONTHS ENDED MARCH 31, 2000

                                                        [Enlarge/Download Table]

                                                                           Additional                   Total     
                                                  Common stock              Paid-in                  Stockholders'
                                             Shares           Amount        Capital      Deficit        Equity    
                                            ---------       -----------   -----------   ----------   -------------
                                                                                                                  
Balance, October 1, 1996                    3,070,000       $ 5,920,118   $   162,500  ($2,136,808)   $ 3,945,810 

Issuance of stock for services                  9,000       $     4,500                               $     4,500 

Reacquisition of stock during the                                                                                 

    year ended September 30, 1997            (116,000)     ($   452,400)  $   306,610                ($   145,790)

Other                                          (5,000)     ($    19,500)  $    10,750                ($     8,750)

Net loss for the year ended                                                                                       

  September 30, 1997                                                                   ($2,954,339)  ($ 2,954,339)
                                            =========       ===========   ===========  ============   ============
Balance, September 30, 1997,                2,958,000       $ 5,452,718   $   479,860  ($5,091,147)   $   841,431 

   as previously reported                                                                                         

Issuance of stock                             108,000             1,080                               $     1,080 

Cancellation of stock                          (2,000)                                                            

Net loss for the year ended                                                                                       

     September 30, 1998                                                                ($  988,323)  ($   988,323)
                                            =========       ===========   ===========  ============   ============
Balance, September 30, 1998,                3,064,000       $ 5,453,798   $   479,860  ($6,079,470)  ($   145,812)

Contributions                                                             $       600                 $       600 

Net loss for the year ended                                                                                       

  September 30, 1999                                                                   ($  759,539)  ($   759,539)
                                            =========       ===========   ===========  ============   ============
Balance, September 30, 1999                 3,064,000       $ 5,453,798   $   480,460  ($6,839,009)  ($   904,751)

Issuance of stock                             238,000                                                             

Net income (loss) for the six months ended                                              $  449,693    $   449,693 
   March 31, 2000                           =========       ===========   ===========  ============   ============

Balance, March 31, 2000                     3,302,000         5,453,798       480,460   (6,389,316)      (455,058)

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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.                                          

                               Pacific Coast Apparel Company, Inc.

                            By      /s/ Terrence L. McGovern
                                        ----------------------------------------
                                    Terrence L. McGovern
                                   Chief Executive Officer and
                                   Chief Financial Officer

12

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EXHIBIT INDEX                                                                   

                                                                [Download Table]


EXHIBIT NUMBER         DESCRIPTION OF EXHIBIT 
--------------         -----------------------
                                              
     27.1              Financial Data Schedule

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10QSB’ Filing	Date	First	Last	Other Filings

	9/30/04	3
Filed on:	6/23/00			10KSB, 10QSB
For Period End:	3/31/00	1	11
	9/30/99	2	11	10KSB
	9/30/98	11		10KSB40
	9/30/97	11		10KSB40, 8-K, NT 10-K
	9/22/97	3
	9/8/97	2
				List all Filings

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Filing Submission 0000950149-00-001377 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

International Energy Ltd, Inc. – ‘10QSB’ for 3/31/00

On: Friday, 6/23/00, at 5:31pm ET · For: 3/31/00 · Accession #: 950149-0-1377 · File #: 0-28760

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Quarterly Report — Small Business — Form 10-QSBFiling Table of Contents

10QSB — Form 10QSB for Quarter Ending March 31, 2000Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Quarterly Report — Small Business — Form 10-QSB
Filing Table of Contents

10QSB — Form 10QSB for Quarter Ending March 31, 2000
Document Table of Contents