UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of
1934 For the quarterly period ended March 31, 2002.
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 For the transition period from ______to ______.
Commission file number: 0-26717
SCORE ONE, INC.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
NEVADA 88-0409164
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(State or Other Jurisdiction of (IRS Employer
Incorporation or organization) Identification No.)
Unit 2, 34/F
Cable TV Tower 9 Hoi Shing
TSUEN WAN, HONGKONG
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(Address of Principal Executive Offices)
011-852-2406-8978
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(Issuer's Telephone Number, Including Area Code)
N/A
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(Former Name, Address and Fiscal Year, if Changed Since Last Report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past 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 [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
As of March 31, 2002, there were 249,198 shares of common stock issued and
outstanding.
FORM 10-QSB
SCORE ONE, INC.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEET
CONSOLIDATED STATEMENTS OF INCOME
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
In the opinion of management, the accompanying unaudited financial
statements included in this Form 10-QSB reflect all adjustments (consisting only
of normal recurring accruals) necessary for a fair presentation of the results
of operations for the periods presented. The results of operations for the
periods presented are not necessarily indicative of the results to be expected
for the full year.
3
SCORE ONE, INC.
CONSOLIDATED BALANCE SHEETS
(Expressed in U.S. Dollars)
Three Months Ended
------------------------------------
March 31, December 31,
2002 2001
(unaudited) (audited)
------------------------------------
ASSETS
Current assets:
Cash and cash equivalents $ 4,118,276 $ 566,449
Accounts receivable 7,077,005 6,105,881
Other receivables, deposits and prepayments 224,100 291,102
Inventories 985,833 982,393
----------- -----------
Total current assets 12,405,214 7,945,825
Plant and equipment, net 5,555,580 3,654,060
Other investment 636,015 636,015
----------- -----------
Total assets $18,596,809 $12,235,900
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term borrowings - bank $ 1,711,551 $ 977,358
Accounts payable 1,592,590 1,861,628
Other payables and accrued expenses 370,088 1,619,507
Amount due to stockholders 94,073 94,073
----------- -----------
Total current liabilities 3,768,302 4,552,566
Long-term liabilities
Income taxes payable 2,626,136 2,464,615
----------- -----------
Total liabilities 6,394,438 7,017,181
Minority interest 4,510,436 1,235,034
Stockholders' equity
Preferred stock, $0.001 par value, authorized
5,000,000 shares, none issued
Common stock: $0.001 par value, authorized 515,625 shares;
issued and outstanding 249,198 shares 249 249
Additional paid-in capital 19,681 19,681
Retained earnings 7,699,065 3,990,815
Accumulated other comprehensive loss (27,060) (27,060)
----------- -----------
Total stockholders' equity 7,691,935 3,983,685
----------- -----------
Total liabilities and stockholders' equity $18,596,809 $12,235,900
=========== ===========
See condensed notes to the financial statements.
4
SCORE ONE, INC.
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
(Expressed in U.S. Dollars)
Three Months Ended March 31,
-----------------------------------
2002 2001
-----------------------------------
Net sales $ 5,982,244 $ 5,641,187
Cost of revenues (4,219,133) (4,038,901)
----------- -----------
Gross margin 1,763,111 1,602,286
Selling expenses (27,315) (20,529)
General and administrative expenses (428,613) (320,931)
----------- -----------
Operating income 1,307,183 1,260,826
Other income (expenses)
Interest income 471 54
Other income 321 11,907
Interest expense (2,843) (5,633)
----------- -----------
Total other income (expenses) (2,051) 6,328
Minority interest (218,452) -
----------- -----------
Net income from operations before income taxes 1,086,680 1,267,154
Provision for income taxes (107,680) (101,372)
----------- -----------
Income before non-operating income 979,000 1,165,782
Non-operating income (Note 3) 2,729,250 -
----------- -----------
Net income available to common stockholders $ 3,708,250 $ 1,165,782
=========== ===========
Basic and diluted income per share $ 14.88 $ 4.68
=========== ===========
Weighted average number of common stock outstanding:
basic and diluted 249,198 249,198
=========== ===========
See condensed notes to the financial statements.
5
SCORE ONE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(Expressed in U.S. Dollars)
Three Months Ended March 31,
2002 2001
Cash Flows From Operating Activities
------------------------------------
Net income $ 3,708,250 $ 1,165,782
Adjustments to reconcile net income to
Net cash used in operating activities:
Minority interest 218,452 -
Gain on sale of 22% interest in subsidiary (2,729,250) -
Depreciation of property and equipment 392,538 292,488
Changes in assets and liabilities
(Increase) decrease in accounts receivable (971,124) 130,168
Increase in other receivables, deposits and prepayments (5,940) (1,423,539)
(Increase) decrease in inventories (3,440) 26,127
Decrease in accounts payable (269,038) (576,228)
Increase (decrease) in other payables and accrued expenses (1,249,419) 277,940
Increase in income taxes payable 161,521 101,372
----------- -----------
Total adjustments (4,455,700) (1,171,672)
----------- -----------
Net cash flows used in operating activities (747,450) (5,890)
Cash Flows From Investing Activities
------------------------------------
Purchase of property and equipment (2,294,058) (383,280)
Deposit on property and equipment (213,419) -
Proceeds from sale of 22% interest of subsidiary 2,429,024 -
----------- -----------
Net cash flows provided by (used in) investing activities (78,453) (383,280)
----------- -----------
Cash Flows From Financing Activities
------------------------------------
Borrowing on (repayment of) amount payable to stockholders - 248,193
Issue of shares by newly formed indirect subsidiary 3,643,537 -
Net short-term borrowings - bank 734,193 6,672
----------- -----------
Net cash flows provided by financing activities 4,377,730 254,865
----------- -----------
Increase in cash and cash equivalents 3,551,827 (134,305)
Cash and cash equivalents, beginning of year 566,449 239,909
----------- -----------
Cash and cash equivalents, end of year $ 4,118,276 $ 105,604
=========== ===========
Cash paid for:
Interest 2,843 5,633
Income taxes - -
See condensed notes to the financial statements.
6
SCORE ONE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited interim financial statements have been
prepared in accordance with Form 10-QSB instructions and, in the opinion of
management, include all normal adjustments considered necessary to present
fairly the financial position as of March 31, 2002 and the results of operations
for the three months ended March 31, 2002 and 2001. The results have been
determined on the basis of generally accepted accounting principles and
practices and applied consistently with those used in the preparation of the
Company's audited financial statements and notes for the year ended December 31,
2001.
Certain information and footnote disclosures normally included in the
financial statements presented in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that the accompanying
unaudited interim financial statements be read in conjunction with the financial
statements and notes thereto incorporated by reference to the Company's 2001
Annual Report on Form 10-KSB, as amended. Our results for the three months ended
March 31, 2002 may not be indicative of our results for the twelve months ended
December 31, 2002.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICY
The Company accounts for gains or losses arising from issuances of a
subsidiary's stock in the consolidated financial statements in accordance
with SEC Staff Accounting Bulletin 51 Topic 5.H and presents the item in the
consolidated income statement as non-operating income.
NOTE 3 - NON-OPERATING INCOME
On March 6, 2002, we completed a corporate reorganization of our subsidiaries in
preparation for a listing of the shares of our subsidiary, Fu Cheong
International Holdings Ltd., incorporated in the Cayman Islands ("Fu Cheong"),
on the Hong Kong Stock Exchange. Fu Cheong was formed as a subsidiary of
Advanced Technology International Holdings Limited ("Advanced Technology") for
the purpose of owning the Company's operating subsidiaries, including Lassie
Palace Limited. The Company, through its direct subsidiary, Advanced Technology,
owned 816,000,000 shares of common stock, par value HK$0.01, or 80%, of Fu
Cheong. Pursuant to an underwritten initial public offering of Fu Cheong's
shares of common stock, the Company sold 120,000,000 of its Fu Cheong's shares
for HK$0.20 per share, Fu Cheong sold a total of 135,000,000 of its new shares
through underwriters in a private placement. Additionally, Fu Cheong sold
45,000,000 new shares of common stock on the public market for HK$0.20 per
share. In connection with the offering, Fu Cheong also obtained a listing for
its shares on the Main Board of the Hong Kong Stock Exchange. As of March 31,
2002, Fu Cheong had 1,200,000,000 shares of common stock issued and outstanding.
The Company received gross income of approximately $3,077,000 (before taking
into account for the related expenses incurred) from the sale of its Fu Cheong
shares, decreasing its ownership interest in Fu Cheong to 58%. No deferred
income taxes have been provided for in this non-operating income since this
gain is not subject to the tax regulatory regimes of any countries.
NOTE 4 - SUBSEQUENT EVENTS
On May 2, 2002, the Company created a new class of Non-Voting Series A
Convertible Preferred Stock, which was approved by the Board of Directors on
April 15, 2002. The authorized number of shares of Series A Preferred Stock is
500,000 shares, par value of $0.001, convertible into one fully paid and
nonassessable share of the Company's common stock at any time after the first
anniversary of the original issue date. In the event of any capital adjustments
to the common stock, such as stock splits or stock dividends, the number of
conversion shares is proportionately adjusted. The holders of Series A Preferred
Stock are not entitled to any dividend rights or voting rights. There have been
no shares of Series A Preferred Stock issued as of the date of this filing,
although the Board has authorized the issuance of the shares at a price which is
not less than 20% below the average closing price of the Company's stock for
the five trading days immediately prior to the sale.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Forward Looking Statements
The following discussion should be read in conjunction with Score One,
Inc.'s ("we," "us," or the "Company") financial statements and the notes
thereto and the other financial information appearing elsewhere in this
document. In addition to historical information, the following discussion and
other parts of this document contain certain forward-looking information.
When used in this discussion, the words "believes," "anticipates," "expects,"
and similar expressions are intended to identify forward-looking statements.
Such statements are subject to certain risks and uncertainties, which could
cause actual results to differ materially from those projected due to a number
of factors beyond the Company's control. The Company does not undertake to
publicly update or revise any of its forward-looking statements even if
experience or future changes show that the indicated results or events will
not be realized. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. Readers
are also urged to carefully review and consider the Company's discussions
regarding the various factors, which affect its business, included in
this section and elsewhere in this report.
Critical Accounting Policies And Estimates
Our discussion and analysis or plan of operations are based upon our
consolidated financial statements, which have been prepared in accordance with
accounting principles generally accepted in the United States. The preparation
of these financial statements requires us to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and expenses, and
related disclosure of contingent assets and liabilities. On an on-going basis,
we evaluate our estimates, including those related to bad debts, inventories,
intangible assets, unbilled revenue, income taxes and contingencies. We base our
estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.
We believe the following critical accounting policies affect our more
significant judgments and estimates used in the preparation of our
consolidated financial statements.
The Company accounts for gains or losses arising from issuances of a
subsidiary's stock in the consolidated financial statements in accordance with
SEC Staff Accounting Bulletin 51 Topic 5.H and presents the item in the
consolidated income statement as non-operating income. Management does not
expect similar transactions to occur in future years.
8
Nature of the Company's Present Operations
Score One, Inc. was incorporated in Nevada on June 7, 1996. Our shares
are voted on the OTC Bulletin Board in the United States. The success
of the Company's proposed plan of operation will depend to a great extent on the
operations, financial condition, and management of our subsidiaries, Advanced
Technology International Holdings Limited ("Advanced Technology"), World Top
Development Ltd. (owner of King Peace Ltd. which in turn owns Jiangyin Jintai
Laminated Board Co. Ltd. (formerly known as Jiangyin Kaicheng Copper Clad
Laminated Sheet Co. Ltd.)) and Fu Cheong International Holdings Ltd ("Fu
Cheong"). The Company cannot ensure that it will be commercially or economically
viable business operation. It will face all of the risk inherent in a new
business, the majority of which is beyond the control of the management of
both of the Company and our subsidiaries.
The downturn of the Asian economy, as well as the global economy, in
the year 2001 impacted many of our competitors, forcing some to close factories.
However, the demand for PCBs has seen an increase in the first quarter of 2002.
We believe this increase will be reflected in higher sales for the Company in
2002. Economic indicators indicate that the U.S. and Asian economies are
recovering and we anticipate that the Company will benefit from these
recoveries. Additionally, the recent admission of China as a member of the World
Trade Organization has seen a greater number of corporations moving to set up
factories in China to produce their electrical consumer products and directly
supply the China market.
Over the three months ended March 31, 2002, the Company has focused on
building shareholder value and improving our capacity for productivity. Net
sales, net income available to common stockholders and gross margin for the
three months ended March 31, 2002 were $5,982,244, $3,708,250 and $1,763,111,
respectively. As we enter the second and third fiscal quarters (the
peak season for our business), we expect turnover to increase as compared with
the period ended March 31, 2002 and to remain stable as compared to the second
and third quarters in 2001. Since the volume of electrical consumer product
sales is decreasing, management has decided to focus more effort and resources
on the production of high density PCBs and high electric resistance conductive
carbon PCBs. The high electric resistance conductive carbon PCBs are used in
game products such as Joy-stick and Playstation 2. We believe that toy and game
markets will be one of the first sectors in the industry to recover in 2002 from
the impact of the global economic downturn.
The Company expects to continue to purchase equipment and hire new
employees as is commensurate with the growth of the business. In addition, we
will continue to invest more funds in research for product development. The
Company knows of no trends that are expected to affect the cost of labor or
materials, and sales are expected to be stable over the next nine months.
9
Results of Operations
Three Month Period Ended March 31, 2002 Compared to Three Month Period Ended
March 31, 2001
The following table shows the selected consolidated income statement
data of the Company and its subsidiaries for the three-month periods ended March
31, 2002 and 2001. The data should be read in conjunction with, and is qualified
in its entirety by reference to, the consolidated financial statements and the
notes thereto included as part of this quarterly report:
Three-month period ended
March 31,
(U.S. Dollars in thousands) 2002 2001
-----------------------------------
Net sales $ 5,982 $ 5,641
Cost of sales (4,219) (4,039)
------- -------
Gross margin 1,763 1,602
Gross profit margin 29.5% 28.4%
Selling expenses (27) (21)
General and administrative expenses (429) (321)
------- -------
Operating income 1,307 1,260
Other income / (expenses) (2) 7
Minority interest (218) -
------- -------
Net income from operations before income taxes 1,087 1,267
Provision for income taxes (108) (101)
------- -------
Income before non-operating income 979 1,166
Non-operating income 2,729 -
------- -------
Net income available to common stockholders $ 3,708 $ 1,166
======= =======
Basic and diluted income per share $ 14.88 $ 4.68
======= =======
Weighted average number of common stock
outstanding -- basic and diluted 249,198 249,198
======= =======
See condensed notes to the financial statements.
10
Revenue and Gross Profit Margin
Net sales for the quarter ended March 31, 2002 increased by $341,057
to $5,982,244, as compared to $5,641,187 for the corresponding period in 2001.
The increase reflected the increase in the demand for PCB in the first quarter
of 2002. During the quarter ended March 31, 2002, the Company continued to shift
its focus to high margin PCBs, which are expected to be the mainstream of the
PCB industry for telecommunication products. New equipment has been purchased
during the year for the production of "high density" double-sided PCBs, a new
series of products that was introduced to clients during the second half of
2001. As a result, the total revenue for the quarter ended March 31, 2002
increased 6%, as compared to the corresponding quarter in 2001 when the Company
concentrated mainly on the traditional single and double-sided PCBs.
The increase in gross margin from $1,602,286 for the quarter ended
March 31, 2001 to $1,763,111 for the comparable period in 2002 was the result
of the introduction of "high density" double-sided PCBs, which gross profit
margin is slightly higher than the traditional single and double-sided PCBs,
during the current reporting period.
Other Income (Expense)
Total other expenses during the quarter ended March 31, 2002 were
$2,051, as compared with total other income of $6,328 in the corresponding
period in 2001. This 132% decrease in total other income in the quarter ended
March 31, 2002, as compared with the corresponding period in 2001, was due
primarily to a decrease in other income of $11,586 from $11,907 in the quarter
ended March 31, 2001 to $321 in the comparable period in 2002. This 97% decrease
in other income was a result of a reduction of income from the resale of scraps
from the production of traditional type PCBs. Financial expenses were included
in total other income (expenses) and mainly attributable to interest and bank
charges spent on maintaining the trust receipt loan facilities for the provision
of working capital flexibility. The Company maintained no other outside debt and
did not have any interest expense on long-term debt facilities.
Selling Expenses
Selling expenses increased by $6,786, or 33%, to $27,315 for the
quarter ended March 31, 2002, as compared with $20,529 in the corresponding
period in 2001. The increase in laboratory testing, custom declaration costs,
transportation related costs and travel expenses contributed to the majority of
the increase in selling expenses in the three months ended March 31, 2002, as
compared with the comparable period in 2001.
11
General and Administration Expenses
General and administration expenses increased by approximately
$107,682, or 34%, to $428,613 for the quarter ended March 31, 2002, from
$320,931 for the corresponding period in 2001. The following events occurring
during the quarter ended March 31, 2002, contributing to the overall increase in
general and administration expenses:
(a) Staff Salaries and Allowances and Directors' Remuneration - During
the three month period ended March 31, 2002, a total of $146,429 was recorded,
an increase of $24,756 over the same corresponding period in 2001. The increase
was the result of expansion of our management team in Hong Kong and our sales
team hired to promote the Company's products in the Peoples Republic of China.
(b) Advertising Expenses - During the three month period ended
March 31, 2002, a total of $29,342 was recorded, an increase of $26,660 over
the same corresponding period in 2001. This increase in expenses can be
attributed to advertising for Fu Cheong.
(c) Automobile Expenses - During the three month period ended March 31,
2002, a total of $45,467 in automobile expenses were recorded, an increase of
$35,979 over the same corresponding period in 2001. This increase in expenses
was the result of a certain amount of repairs and maintenance expenses which
were incurred by the Company during the three month period ended March 31, 2002.
(d) Entertainment Expenses - During the three month period ended March
31, 2002, a total of $27,518 in entertainment expenses were recorded, an
increase of $16,537 over the same corresponding period in 2001. This increase in
expenses can be attributed to advertising for our indirect subsidiary,
Fu Cheong, which is listed on the Hong Kong Stock Exchange.
Business Tax
Business tax increased by $53,840 for the quarter ended March 31, 2002,
as compared to the same period in 2001. The increase was due to the additional
provision for business tax the Company has made as a matter of prudence. Such
provision will be made until either there is a change in the mode of operation
and/or there is a change in the tax regulatory regimes in China.
Income Taxes
Income taxes payable increased from $101,372 for the quarter ended
March 31, 2001 to $107,680 for the comparable period in 2002. This increase was
a result of the overestimation of income tax liability for the quarter ended
March 31, 2001. The Company believes that we should not be liable for taxation
in China because none of the Company's subsidiaries have a permanent
establishment or mode of operations in China, and, therefore, their sales and
purchase contracts concluded with Chinese entities are not subject to Chinese
taxation. Further, the Company should not be liable for taxation in Hong Kong
as none of the Company's subsidiaries derive income in Hong Kong and, therefore,
are not subject to Hong Kong's Inland Revenue Tax. However, full provision for
the potential Chinese tax liabilities in connection with our subsidiary Horn
Kingdom has been made by the Company as a cautionary measure and this cumulative
provision will not be written back in the foreseeable future. Further provision
for these potential taxes will be made in the future until either there is a
change in the mode of operation of and/or there is a change in the tax
regulatory regimes in China. The basis for income taxes are 5% on turnover for
business tax and 10% on gross profit for income taxes.
12
Net Income
For the quarter ended March 31, 2002, the Company had net income
available to common stockholders of $3,708,250, as compared to $1,165,782 the
same period in 2001. This was an increase of $2,542,468 or 218%. This increase
in net income was primarily the result of non-operating income on the sale of
22% of our subsidiary Fu Cheong. Excluding this income, net profit would
have been $979,000, a decrease of $186,782 from the corresponding period
in 2001. This decrease was the result of an increase in general and
administrative expenses during the three months ended March 31, 2002, in
particular, expenses incurred in connection with the Fu Cheong initial public
offering.
Earning Per Share
Earning per share for the quarter ended March 31, 2002 was $14.88, an
increase of $10.20 from the corresponding period in 2001. The increase was due
to non-operating income on the sale of 22% of a subsidiary. Excluding this gain,
earnings per share would have been $3.93, a decrease of $0.75 from the
corrsponding period in 2001.
Liquidity and Capital Resources
Cash and Cash Equivalents
Cash and cash equivalents were $4,118,276 as of March 31, 2002. This
represents an increase of $3,551,827 from March 31, 2001. The increase, due to
an increase in cash flow provided by financing activities, accounting for
approximately $4,377,730, as compared with $254,865 for the period ended
March 31, 2001, and $2,429,024 from the sale of 22% of a subsidiary, which
increase was primarily offset by capital spending of $2,294,058 for the purchase
of property and equipment, $213,419 for deposits on property and equipment and
$747,450 of net cash flows used in operating activities. The strong cash
position of the Company as of March 31, 2002, as compared to the same period
ended in 2001, was primarily a result of approximately $2,429,024 in aggregate
proceeds from the sale of our 22% interest in our subsidiary, Fu Cheong, upon
its successful completion of an underwritten public offering in Hong Kong.
Management believes that the level of financial resources is a
significant competitive factor in the PCB industry and accordingly may choose at
any time to raise additional capital through debt or equity financing to
strengthen its financial position, facilitate growth and provide the Company
with additional flexibility to take advantage of business opportunities. On
May 2, 2002, the Company created a new class of 500,000 shares of Non-Voting
Series A Convertible Preferred Stock which are convertible into Common Stock
after one year on a one-for-one basis. The Company authorized the issuance of
these shares in a private offering pursuant to Regulation S under the Securities
Act of 1933 at a conversion price of not less than 20% of the average closing
price for the Company's shares for the five days preceding the sale. Proceeds
from the sale of these shares will be used for working capital. At this time
the Company has sufficient resources to meet its commitments.
Changes in Assets and Liabilities
Accounts receivable increased by $971,124 from $6,105,881 as of
December 31, 2001 to $7,077,005 as of March 31, 2002. The increase was primarily
due to a longer collection cycle resulting from the unfavorable
economic climate after the terrorist attacks on September 11, 2001 and the
steady increase in growth in sales volume which began in March 2002. Other
payables and accrued expenses have decreased by $1,249,419 from $1,619,507 as of
December 31, 2001 to $370,088 as of March 31, 2002. The decrease in other
payables and accrued expenses is attributable to the Company's strong cash flow
position, which resulted from our repayment of the outstanding purchase
consideration from our investment in Jiangyin JinTai Laminated Board Co. Ltd.
("Jiang Yin"), which we acquired last year, from the proceeds received from a
placement of shares of a newly formed indirectly subsidiary of the Company.
Although the accounts receivable increased in the quarter ended March 31, 2002,
as compared with the balance as of December 31, 2001, we believe that our
customers are financially stable and we feel our credit policy is sound and,
therefore, we have made no provision for bad debt for the quarter ended
March 31, 2002.
13
Non-operating Income
Non-operating income in the amount of $2,729,250 was the result
from the proceeds of a placement of shares of an indirect subsidiary of the
Company. These proceeds were then used to pay for the outstanding consideration
in respect of the acquisition of the assets of Jiang Yin, a wholly foreign owned
enterprise established in the Peoples Republic of China whose principal
activities are the manufacture and sale of copper clad laminated sheets.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company, from time to time, may be involved in various claims and
legal proceedings arising in the ordinary course of its business. The Company is
not currently a party to any such claims or proceedings, which if decided
adversely to the Company, would likely either individually or in the aggregate,
have a material adverse effect on the Company's business, financial condition or
results of operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
None
(b) Reports on Form 8-K:
None.
14
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
SCORE ONE, INC.
Date: May 17, 2002 By: /S/ WING CHEONG HO
-----------------------------------
Name: Wing Cheong Ho
Title: President
15