UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
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ý QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
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For the quarterly period ended June 30, 2004 |
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OR |
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o TRANSITION
REPORT PURSUANT TO 13 OR 15(d) OF THE |
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For the transition period from to
COMMISSION FILE NUMBER 000-32621
INTAC INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
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NEVADA |
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98-0336945 |
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(State or other jurisdiction of |
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(IRS Employer Identification No.) |
Unit 6-7, 32/F., Laws Commercial Plaza
788 Cheung Sha Wan Road
Kowloon, Hong Kong
(Address of principal executive offices)
011 (852) 2385.8789
(Issuer’s telephone number)
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. ý Yes o No.
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o Noý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 20,989,455 shares of $.001 par value Common Stock outstanding as of August 16, 2004.
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
INTAC INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(expressed in U.S. Dollars)
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June 30, |
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December 31, |
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(Unaudited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
11,360,550 |
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$ |
2,810,574 |
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Restricted cash |
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— |
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2,800,000 |
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Trade accounts receivable (net of allowance for doubtful accounts of $0 for both periods) |
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4,590,797 |
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4,000,286 |
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Inventories |
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667,060 |
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232,371 |
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Foreign sales tax receivable |
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420,449 |
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335,993 |
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Deposits paid |
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117,257 |
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250,133 |
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Advances to officers of subsidiaries and employees |
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33,286 |
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— |
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Total current assets |
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17,189,399 |
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10,429,357 |
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Equipment, net |
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989,266 |
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883,061 |
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Other assets |
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503,329 |
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499,682 |
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Advances to officers of subsidiaries and employees |
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— |
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346,090 |
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Internet portal database gateway, net |
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284,188 |
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304,487 |
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Goodwill |
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1,230,327 |
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59,021 |
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Total assets |
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$ |
20,196,509 |
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$ |
12,521,698 |
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Liabilities and Stockholders’ Equity |
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Current liabilities |
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Trade accounts payable |
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$ |
315,497 |
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$ |
1,577,408 |
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Short-term note payable to bank |
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— |
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2,728,202 |
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Accrued expenses |
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488,909 |
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480,069 |
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Due to shareholder |
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140,377 |
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— |
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Income taxes payable |
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100,283 |
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99,084 |
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Deposits received |
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14,103 |
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221,389 |
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Total current liabilities |
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1,059,169 |
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5,106,152 |
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Minority interest in consolidated joint venture |
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48,412 |
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695,408 |
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Stockholders’ Equity |
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Preferred stock, $0.001 par value, 10,000,000 shares authorized; none issued and outstanding |
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— |
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— |
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Common stock, $0.001 par value, 100,000,000 shares authorized; 20,989,455 and 20,189,455 shares issued and outstanding, respectively |
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20,989 |
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20,189 |
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Additional paid-in capital |
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20,148,507 |
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8,062,801 |
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Accumulated deficit |
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(1,209,014 |
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(1,563,505 |
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Accumulated other comprehensive income |
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128,446 |
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200,653 |
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Total stockholders’ equity |
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19,088,928 |
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6,720,138 |
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Total liabilities and stockholders’ equity |
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$ |
20,196,509 |
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$ |
12,521,698 |
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The accompanying notes are an integral part of these consolidated financial statements.
2
INTAC INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(expressed in U.S. Dollars)
(Unaudited)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2004 |
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2003 |
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2004 |
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2003 |
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Revenues |
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$ |
22,770,899 |
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$ |
26,163,360 |
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$ |
31,206,069 |
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$ |
34,175,452 |
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Cost of goods sold |
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20,441,721 |
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25,065,237 |
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28,517,488 |
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32,850,060 |
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Gross profit |
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2,329,178 |
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1,098,123 |
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2,688,581 |
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1,325,392 |
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Operating expenses |
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Distribution expenses |
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272,800 |
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182,221 |
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403,212 |
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250,728 |
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Selling, general and administrative expenses |
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1,249,687 |
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709,600 |
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2,120,774 |
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1,361,037 |
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Total expenses |
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1,522,487 |
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891,821 |
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2,523,986 |
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1,611,765 |
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Income (loss) from operations |
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806,691 |
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206,302 |
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164,595 |
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(286,373 |
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Other income (expenses) |
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Foreign currency exchange gain (loss) |
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(28,858 |
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7,528 |
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902 |
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3,131 |
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Interest income (expense), net |
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16,870 |
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(3,886 |
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(8,679 |
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(7,305 |
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Minority interest in loss of consolidated joint venture |
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204,644 |
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— |
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318,303 |
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— |
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Other income, net |
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2,960 |
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