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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities and Exchange Act of 1934
For the Quarter Ended Commission File Number
Nov 30, 2002 0-12423
International Synergy Holding Company, Ltd.
(Exact name of registrant as specified in its charter)
Nevada
94-2906927
(state or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
31847 Broadbeach Rd., Malibu, Ca 90265
(Address of principal executive offices)
Registrants telephone number, including area code: (310) 552-0870
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 [ ]
The number of shares outstanding of each of the registrants classes of
common stock, as of February 28, 2002 was 5,786,390 shares, all of one
class of $.00 par value Common Stock.
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
FORM 10-Q
Quarter Ended Nov 30, 2002
TABLE OF CONTENTS
FINANCIAL INFORMATION PAGE
Item 1- Consolidated Financial Statements
Consolidated Balance Sheets as of
Nov 30, 2002 and August 31, 2002 3
Consolidated Statements of Operations
for the three months ended Nov 30, 2002
and November 30, 2001
4
Consolidated Statements of Cash Flows
for the three months ended Nov 30, 2002
and November 30, 2001 6
Notes to Consolidated Financial Statements 7,8
Item 2- Managements Discussion and Analysis of Financial
Condition and Results of Operations 9-11
OTHER INFORMATION
Item 1- Legal Proceedings 12
Item 2- Changes in Securities 12
Item 3- Defaults upon Senior Securities 12
Item 4- Submission of Matters to a Vote of Security Holders 12
Item 5- Other Information 12
Item 6- Exhibits and Reports on Form 8-K 12
SIGNATURES 13
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
PART 1: FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
AS OF Nov 30, 2002 AND AUGUST 31, 2001
Nov 30 August 31,
2002 2002
(Unaudited) (Note 1)
Assets $ 5,153,008 $ 5,153,008
Total Assets $ 5,153,008 $ 5,153,008
Liabilities and Shareholders Equity
Current liabilities
Accounts and taxes payable $ - $ 51,052
Total current liabilities $ - $ 51,052
Commitments
Shareholders Equity
Common Stock-no par value;
50,000,000 shares authorized,
5,786,390 issued and
outstanding as of Nov 30, 2002
and August 31, 2002 1,552,349 1,552,349
Additional paid-in capital 8,219,449 8,219,443
Accumulated deficit-accumulated (4,618,790) (4,618,790)
Total shareholders equity 5,153,008 $ 5,153,008
Total liabilities and
shareholders equity $ 5,153,008 $ 5,153,008
See Notes to Consolidated Financial Statements
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED Nov 30, 2002 AND 2001
(UNAUDITED)
Three Months Three Months
Ended Ended
Nov 30 Nov 30,
2001 2002
Net revenue $ - $ -
Costs and expenses:
General and administrative - -
Depreciation and amortization - -
Income (loss) from operations $ - -
Other income (expense):
Interest expense - -
Loss on sale of fixed assets - -
Loss on sale of investments - -
Income from debt adjustment - -
Total other income (expense) - -
Income (loss) before taxes
on income -
Taxes on income - -
Net income (loss) - -
Net income (loss) per share $(0.00) $(0.00)
Weighted average number of shares
and share equivalents
outstanding 5,786,390 5,786,390
See Notes to Consolidated Financial Statements
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED FEBRUARY, 2001 AND 2000
(UNAUDITED)
Increase (Decrease) in Cash and Cash Equivalents
Three Months Three Months
Ended Ended
Nov 30, Nov 30,
2002 2001
Operating activities:
Net income (loss) $- $ -
Adjustments to reconcile net loss
to cash used in operating
activities:
Amortization expense - -
Changes in operating assets and
liabilities:
Accounts receivable - -
Inventories - -
Accounts payable - -
Cash provided by (used in)
operating activities - -
Investing activities:
Investment in Fixed Assets - -
Financing activities:
Contribution by shareholder - -
Issuance of capital stock - -
Cash provided by financing
activities - -
Net increase (decrease) in
cash and cash equivalents - -
Cash and cash equivalents,
beginning of period - -
Cash and cash equivalents,
end of period $ - $ -
See Notes to Consolidated Financial Statements
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Nov 30, 2002
Note 1 - Basis of Presentation
The accompanying consolidated financial statements have been prepared in
accordance with United States generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments considered necessary for a fair presentation have been for
the three months ended May 31, 2002 are not necessarily indicative of
the results that may be expected for the year ended August 31, 2002. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Company?s Form 10-K for the year ended
August 31, 2001 after taking into account subsequent 8-k filings.
Note 2 - Net Income (Loss) Per Share
Net income (loss) per share and common equivalent share is computed using
The weighted average number of shares outstanding during each period.
Note 3- Mergers and Acquisitions
The Company acquired 100% ownership of Apple Juice Productions in exchange
for 2,000,000 newly issued common shares.
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
Nov 30, 2002
Note 4 - Contributed Assets
Controlling interest in INTERNATIONAL SYNERGY HOLDING COMPANY, LTD., a Nevada
Corporation, and its predecessor (the "Company"), was transferred from Jen
Investment Corporation to the following entities:
1. Selective Entertainment 406,250 shares
2. United Assurance Company, Ltd. 406,250 shares
3. Apple Juice Productions 406,250 shares
4. International Synergy Corporation 406,250 shares
5. International Annuity Trust Corporation 406,250 shares
6. IAT Mortgage Bankers 406,250 shares
As a result of the transfer of controlling interest, the above listed
companies have irrevocably transferred into the Company assets having a
value $5,000,000 as follows:
1. Master Tapes: Value of $1,203,814 appraised by George L. (Sonny)
Carter, Tape Librarian, MCA Records, Inc.
2. Films: Two motion pictures ready for production; value of
$880,000 appraised by Dr. Philip Chamberlin of the Academy of
Motion Picture Arts & Sciences.
3. 30,000 Dino Babies animation cels valued at $3,000,000 as
appraised by Edward N. Okil, National Institute of Appraisers. A
nominal value of $10 per cel is considered reasonable.
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INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
Nov 30, 2002
Item 2 - Managements Discussion and Analysis of Financial Condition and
Results of Operations or Plan of Operation
The following review concerns the periods ended
Nov 30, 2002 and Nov 30, 2001, which should be read in
conjunction with the financial statements and notes thereto presented in
the Form 10-Q.
The information set forth in Management's Discussion and Analysis of Financial
Condition and Results of Operations below includes forward looking statements
within the meaning of Section 27A of the Securities Act, and is subject to
the safe harbor created by that section. Factors that could cause actual
results to differ materially from these contained in the forward looking
statements are set forth in management's Discussion and Analysis of Financial
Condition and Results of Operations.
Plan of operation.
The Company has continued its efforts to acquire, merge with, and enter into
other forms of business combinations.
The television division has signed a production and distribution deal with
Apple Juice Production regarding pilots for Kings Pawn a comedy
series, and is beginning production of The Rich Generation.
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
Nov 30, 2002
Results of Operations Three Months Ended Nov 30, 2002 and Nov 30, 2001.
During the three months ended Nov 30, 2002, the Company generated
no revenues, while major shareholders paid the Company?s necessary
operating expenses.
Item 2 - Managements Discussion and Analysis of Financial Condition and
Results of Operations or Plan of Operation (Continued)
As stated above in the Plan of Operation, due to the nature of the Company's
activities, the Company's prospects for the future are dependent on a number of
variables which cannot be predicted. Generally, after identifying a potential
business opportunity, the Company could incur significant costs in evaluating
the desirability of an acquisition or other form of business combination.
Should the Company determine to proceed with the business combination, the
transaction costs could be significant. Thereafter, results of operation would
likely be materially affected by the business acquired or merger with the
Company.
Recent accounting pronouncements: On March 3, 1997, the Financial Accounting
Standards Board (FASB) issued the Statement of Financial Accounting Standards
(SFAS) No. 128, Earning Per Share. This pronouncement provides a different
method of calculating earnings per share than is currently used in accordance
with Accounting Principles Board Opinion No. 15, Earnings Per Share. SFAS No.
128 provides for the calculation of Basic and Diluted earnings per share.
Basic earnings per share includes no dilution and income available to common
shareholders by the weighted average number of common shares outstanding for
the period. Diluted earnings per share reflects the potential dilution of
securities that could share in the earnings of an entity, similar to fully
diluted earnings per share. The Company adopted SFAS No. 128 in the fiscal
year 1998 and its implementation is not expected to have a material effect on
the financial statements.
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
Nov 30, 2002
In June 1997, FASB issued SFAS No. 130, Reporting Comprehensive Income which
establishes standards for reporting and display of comprehensive income, as
components and accumulated balances. Comprehensive income is defined to
include all changes in equity except those resulting from investments by owners
and distributions to owners. Among other disclosures, SFAS No. 130 required
that all items that are required to be recognized under current accounting
standards as components of comprehensive income be reported in a financial
statement that is displayed with the same prominence as other financial
statements.
Also, in June 1997, FASB issued SFAS No. 131, Disclosures about Segments of
an Enterprise and Related Information which supersedes SFAS No. 14, Financial
Reporting for Segments of a Business Enterprise. SFAS No.131 establishes
standards for the way that public companies report information about operating
Item 2 - Managements Discussion and Analysis of Financial Condition and
Results of Operations or Plan of Operation (Continued)
segments in annual financial statements and required reporting of selected
information about operating segments in interim financial statements issued to
the public. It also establishes standard for disclosure regarding products
and services, geographic areas and major customer. SFAS No. 131 defines
operating segments as components of a company about which separate financial
information is available that is evaluated regularly by the chief operating
decision maker in deciding how to allocate resources in assessing performance
Both SFAS No. 130 and 131 are effective for financial statements for periods
beginning after December 15, 1997 and require comparative information for
earlier years to be restated. Because of the recent issuance of these
standards, management has been unable to fully evaluate the impact, if any, they
may have on future financial statement disclosures. Results of operations and
financial position, however, will be unaffected by implementation of these
standards.
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INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
Nov 30, 2002
PART II Other Information
Item 1 Legal Proceedings
The Company has sued the seller of Allied Artists Entertainment
Group for his misrepresentations.
Item 2 Change in Securities
None
Item 3 Defaults Upon Senior Securities
None
Item 4 Submission of Matters to a Vote of Security Holders
None
Item 5 Other Information
None
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INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
SIGNATURES
Pursuant to the requirements of Section 13 of 15(d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
INTERNATIONAL SYNERGY HOLDING COMPANY, LTD.
(Registrant)
Date: Jan 3, 2002 By: __________________/s/__________________
Hiroko Sagawa, Secretary
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