1
United States
Securities and Exchange Commission
Washington, DC 20549
FORM 10Q SB/A
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2002
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
EXCHANGE ACT
Commission file Number 333 - 32634
PARAGON POLARIS STRATEGIES INC.
Exact name of small business issuer as specified in its charter
Nevada 76-0609444
(State or other jurisdiction of I.R.S. Employer Identification No.
incorporation or organization)
3215 Mathers Avenue, West Vancouver, BC V7V 2K6 Canada
(Address of principal executive office)
(604) 913-8355
Issuer's telephone number
NA
(Former name, former address and former fiscal year, if
changed since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PAST 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 ____
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the Issuer's
common equity as of the last practicable date: 1,350,000 shares
Transitional Small Business Disclosure Format (check one)
Yes ___ No X
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements.
FINANCIAL STATEMENTS FOR THE THREE MONTH PERIODS
ENDING MARCH 31, 2002
(PREPARED BY MANAGEMENT)
PARAGON POLARIS STRATAGIES INC.
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEET
AS AT MARCH 31, 2002
(PREPARED BY MANAGEMENT)
ASSETS
CURRENT ASSETS:
CASH $50,000
OTHER ASSETS
LICENSE RIGHTS 0
TOTAL ASSETS 50,000
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
ACCOUNTS PAYABLE 18,161
DUE TO RELATED PARTY 7,500
TOTAL CURRENT LIABILITIES 25,661
STOCKHOLDERS' EQUITY:
COMMON STOCK, $0.001 PAR
VALUE; 100,000,000 SHARES
AUTHORIZED AND 2,850,000 SHARES
ISSUED AND OUTSTANDING 2,850
ADDITIONAL PAID-IN CAPITAL 61,805
DEEMED DIVIDEND RE:
LICENSE RIGHTS (2,000)
(DEFICIT) ACCUMULATED DURING
THE DEVELOPMENT STAGE (38,316)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) 24,339
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 50,000
SEE ATTACHED NOTES
PARAGON POLARIS STRATAGIES INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF OPERATIONS
FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001
(PREPARED BY MANAGEMENT)
MARCH 31 MARCH 31
2002 2001
REVENUES: $ 0 $ 0
OPERATING EXPENSES
LEGAL AND AUDIT 14,161 0
FILING FEES 4,000 0
TOTAL OPERATING EXPENSES 18,161 0
NET (LOSS) FOR THE PERIOD $( 18,161) $0
NET (LOSS) PER SHARE $ ( 0.00) $ (0.00)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 2,725,000 2,600,000
SEE ATTACHED NOTES
PARAGON POLARIS STRATAGIES INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2002 AND 2001
(PREPARED BY MANAGEMENT)
MARCH 31 MARCH 31
2002 2001
CASH FLOWS FROM (BY)
OPERATING ACTIVITIES:
NET (LOSS) FOR THE PERIODS $ (18,161) $ 0
LESS NET INCREASE IN ACCOUNTS PAYABLE 18,161 0
NET CASH FROM (BY)
OPERATING ACTIVITIES 0 0
CASH FLOWS FROM
INVESTING ACTIVITIES 0 0
CASH FLOWS FROM (TO)
FINANCING ACTIVITIES:
ISSUANCE OF COMMON STOCK 50,000 0
INCREASE (DECREASE) IN CASH 50,000 0
CASH, BEGINNING OF PERIOD 0 0
CASH, END OF PERIOD $ 50,000 $ 0
SEE ATTACHED NOTES
NOTES TO UNAUDITED FINANCIAL STATEMENTS
(PREPARED BY MANAGEMENT)
NOTE 1 - BASIS OF PRESENTATION
The accompanying financial statements have been prepared in
accordance with US Securities and Exchange Commission ("SEC")
requirements for interim financial statements. Therefore, they do
not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. The financial statements should be read in conjunction
with the year ended December 31, 2001 financial statements of
Paragon Polaris Strategies Inc.
The results of operations for the interim period shown in this
report are not necessarily indicative of the results to be expected
for the full year. In the opinion of management, the information
contained herein reflects all adjustments necessary to make the
results of operations for the interim periods a fair statement of
such operation. All such adjustments are of a normal recurring
nature.
NOTE 2 - RELATED PARTY TRANSACTIONS
The Company has entered into an agreement made effective July 1,
1999 with David R. Mortenson & Associates (Grantor) to receive the
rights to distribute the water treatment products developed by NW
Technologies, Inc. for the States of Arizona and Nevada. Minimum
purchase requirements were $125,000 the first year and $175,000 the
second year.
On July 6, 1999 the Company filed a Form D pursuant to Section 3(b)
of the Securities Act and Rule 504 promulgated thereunder, with the
Securities and Exchange Commission registering the issuance of
200,000 shares of common stock to each of the ten general partners
of David R. Mortenson and Associates, a Texas general Partnership.
The shares were issued at a price of $0.001 per share being the par
value per share for a total of $2,000 in exchange for the water
remediation license. The water remediation license is recorded a
cost of $NIL, being the original cost of the license to David R.
Mortenson and Associates. The difference between the issue price of
the shares and the cost of the license is recorded as a deemed
dividend.
The agreement with David R. Mortenson & Associates was entered into
by previous management.
In December, 1999 N.W. Technologies, Inc. unilaterally cancelled its
contract with David Mortenson & Associates. Early in the year 2000
David Mortenson & Associates laid suit against N.W. Technologies,
Inc. in Harris County Court, Texas.
In the opinion of management, the Company has no direct or indirect
interest in the Texas lawsuit
In a letter dated January 5, 2000 David Mortenson & Associates
suspended all present and future payments under the License
Agreement until their dispute with N.W. Technologies is resolved.
Due to the dispute regarding the water remediation license, David R.
Mortenson and Associates gave and additional license to the Company
on January 20, 2000. The license is to distribute vitamins,
minerals, herbs and other health products and supplements via the
Internet. The license calls for a 10% add-on for all products
purchased and an annual $500 website maintenance fee. The effective
date of the License Agreement was January 3, 2000. The license is
for an initial three years from the effective date and is
automatically renewable unless either party to the license agreement
gives ninety days written notice of non-renewal prior to expiration
date. No amounts have been recorded in these financial statements
regarding the granting of the license.
Dorothy Mortenson is the wife of David R. Mortenson. She is an
original incorporator of the Company and served as Corporate
Secretary until January 17, 2000 when her shares were purchased by
present management. David R. Mortenson is a principal in both David
Mortenson & Associates and VitaMineralHerb.com. Neither Mr. nor
Mrs. Mortenson own or have owned any of the Company?s securities
since November 24, 1999. Outside of his association with
VitaMineralHerb.com, Mr. Mortenson has no connection with Paragon
Polaris. As a result, management considers that he is at arms
length with the Company.
Due to related party as at March 31, 2002 $7,500
Item 2. Management's Discussion and Analysis or Plan of
Operation.
Paragon Polaris Strategies Inc. has a three-year license to market
and sell vitamins, minerals, nutritional supplements, and other
health and fitness products to medical professionals, alternative
health professionals, martial arts studios and instructors, sports
and fitness trainers, other health and fitness professionals, school
and other fund raising programs and other similar types of
customers. All of these individuals and organizations will order
their products via the Internet for sale to their clients. The
license will be automatically renewed unless the Company or
VitaMineralHerb.com gives the other notice of its intent not to
renew.
As a licensee of VitaMineralHerb.com, Paragon Polaris Strategies
Inc. eliminates the need to develop products, store inventory, build
and maintain a website, establish banking liaisons, and develop a
fulfillment system, thereby enabling us to focus strictly on
marketing and sales. The Company plans to target health and fitness
professionals in the Province of Alberta, Canada who wish to offer
health and fitness products to their customers.
Paragon Polaris (and its customers) will have access to all products
offered on the VitaMineralHerb.com website, as well as the ability
to order custom-formulated and custom-labeled products.
VitaMineralHerb.com sets the price for products based on the
manufacturer's price, plus a markup that provides a 10% commission
to VitaMineralHerb.com and a profit for Paragon Polaris Strategies
Inc.
(b) Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Liquidity and Capital Resources
Paragon Polaris Strategies Inc. remains in the development stage
and, since inception, has experienced some small expenses for the
preparation of financial statements and periodic reports as required
by the Securities Exchange Act of 1934.
In January 2002 the registrant issued 250,000 shares of common stock
as part of self-underwritten financing contained in its effective
SB2 filing. Shortly thereafter sale of stock was terminated.
Consequently, our balance sheet for the period ending March 31, 2000
reflects current assets of $50,000.00 in the form of cash, and total
assets of $ 50,000.00.
As at March 31, 2002 none of the proceeds has been applied.
Management plans on reimbursing $7,500 to a related party,
dispersing an additional $5,540 in legal expenses $8,621 in
accounting charges and a further $4,000 in electronic filing fees.
The balance of $24,339 will be retained as working capital pending
scaling-down of our business plan and management's attempts to raise
further capital.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Securities Holders
None
Item 6. Exhibits and Reports on Form 8K
None
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
PARAGON POLARIS STRATAGIES INC.
Dated June 7, 2002 /S/ Robert Foo
Robert Foo, President and Director
/S/ Samuel Lau
Samuel Lau, Secretary Treasurer