UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30th 2003 -------------- [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from___________ to ____________ Commission file number ______________ FLEXIBLE SOLUTIONS INTERNATIONAL INC. ----------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Nevada, USA 91-1922863 ------------------------------- --------------------------------- (State or other Jurisdiction of (IRS Employer Identification No.) Incorporation or Organization) 2614 Queenswood Drive, Victoria, British Columbia, Canada V8N 1X5 ----------------------------------------------------------------- (Address of principal executive offices) Issuer's Telephone Number: 250-477-9969 Securities to be registered pursuant to Section 12(b) of the Act: None ---------------------------------------------------------------------- Securities to be registered pursuant to Section 12(g) of the Act: ----------------------------------------------------------------- Common Stock $0.001 par value. ------------------------------ (Title of Class) ---------------- State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Common stock $.001 par value 11,787,916 shares as of June 30th 2003. Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X] PART 1 - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. Attached hereto and incorporated herein by reference. ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following information contains certain forward looking statements that anticipate future trends or events. These statements are based on certain assumptions that may prove to be erroneous and are subject to certain risks including but not limited to the risks of increased competition in the Company's industry and other risks detailed in the Company's Securities and Exchange Commission filings. Accordingly, actual results may differ, possibly materially, from the predictions contained herein. During the three months ended June 30th 2003, the Company experienced a net after tax income (loss) of ($230,078) as compared to income of $22,261 for the three months ended June 30th 2002. The loss resulted from the following: a large increase in wages and travel in our Water$avr division required by the world wide sales effort begun in late 2002, bigger expenses for professional fees including legal for the SB-2 filing, international patent prosecution and the listing on the AMEX exchange, and currency exchange adjustments resulting from the lower US$ and the higher CA$. Our cost of sales was severely impacted by the currency changes, rising to 61.7% from 52.8% in the year earlier period as our raw material and wage inputs are in CA$ while our receivables are in US$ and our prices were set in fall 2002. Some of the increased cost of sales was also due to the very high oil prices in the quarter leading to higher shipping, plastics and chemical prices. Management intends to increase prices to regain margin prior to the next sales season. Sales were flat in our swimming pool division this quarter with the Northeast suffering a second poor spring and early summer in a row. Water$avr division had no sales in the quarter, which was expected, as the sales cycle in that product line is long and the next scheduled payment from our largest distributor occurs in Q3. The overall result was a net income (loss) of ($230,078) for the second quarter of fiscal 2003 and a net income (loss) for the first six months of fiscal 2003 of ($49,297). RESULTS OF OPERATIONS Reference is made to Item 2, "Management's Discussion and Analysis" included in the Company's registration statement on Form 10-SB for the year ended December 31st 1999, as amended, on file with the Securities and Exchange Commission. The following analysis and discussion pertains to the Company's results of operations for the three month and six month periods ended June 30th 2003 compared to the results of operations for the three month and six month periods ended June 30th 2002, and to changes in the Company's financial condition from December 31st 2002 to June 30th 2003. THREE MONTHS ENDED June 30th 2003 and 2002 For the second quarter of the current fiscal year ending June 30th 2003, sales were $661,296 compared to $665,245 for the same quarter of the previous year. The flat sales were as a result of our distributors selling less into our primary residential markets in the Northeastern US and Eastern Canada probably due to cold weather early in the pool season leading to customers opening their pools later and requiring less of our Tropical Fish product. In the Water$avr division record sales in the first quarter were followed by none in second as new prospects were acquired and the long governmental sales cycle was begun. Operating expenses were $561,114 for the second quarter, up from 232,258 for the second quarter of last year. This is as a result of increased costs related to wages, professional fees, currency translation and increased expenses for sales and marketing of our commercial pool and water conservation products. The largest increases were in the areas of wages (to 195,202 from 75,449) travel($44,235 from $2,725), professional fees ($104,810 from $2,545), currency exchange ($46,793 from none) and telecom ($15,838 from $2,677). The net income (loss) for the quarter was represents a decrease over second quarter last year when the net income was $22,261. The decrease in income was a result of higher cost of product sold, increased activity in all aspects of our Water$aver division, professional fees for patents, financing documentation (SB-2), listing costs on the American Stock Exchange and currency exchange losses. As well, a proportion of the increased wage and administrative costs were associated with increased research and development of new products. The earnings (loss) per share (fully diluted) was ($0.02) for the three months ended June 30th 2003 compared to $0.00 for the three months ended June 30th 2002. SIX MONTHS ENDED June 30th 2003 Sales in the first six months ended June 30th 2003 were $1,942,562 compared to $1,041,865 for the six months ended June 30th 2002. The large increase in sales was due to much higher sales of our swimming pool products in the first 3 months of 2003 combined with the first major sale of our Water$avr product and added to flat pool sales in the second 3 months resulted in an increase of $900,697 for the six months ended June 30th 2003 compared to the year earlier period. Operating expenses for the Company were $974,108 for the six months ended June 30th 2003 up from $387,565 for the six months ended June 30th 2002. The increase in operating expenses are a result of increased salaries, wages, professional fees, travel, telecom and research and development and expansion of sales and marketing for commercial pool products and water conservation products. The net income (loss) for the six months ended June 30th 2003 was ($49,297) compared to a net income of $43,282 for the six months ended June 30th 2002 The decrease in income was due to the increase in expenses related to new product research, development and marketing. The US$ dropped versus the CA$ for the entire six month period and this had the effect of increasing our input costs for product manufactured in Canada for our swimming pool division increasing our cost of goods sold to 56% from 42% in the year earlier period. International uncertainty drove oil prices to very high levels throughout the period, further adding to shipping and utility costs as well as increasing the cost of plastic and chemicals used in our pool products. The earnings per share (fully diluted) was $0.00 for the six month period ended June 30th 2003 compared to $0.00 for the six month period ended June 30th 2002. LIQUIDITY AND CAPITAL RESOURCES As of June 30th 2003 the Company had working capital of $6,166,723, which represented an increase of $126,116 as compared to the working capital of December 31st 2002. The increase was a result of operating earnings and interest income from the six month period ending June 30th 2003. The Company has no external sources of liquidity in the form of credit lines from banks. Management believes that its available cash will be sufficient to fund the Company's working capital requirements through December 31st 2003. Management further believes that available cash will be sufficient to implement the Company's expansion plans. No investment banking agreements are in place and there is no guarantee that the Company will be able to raise capital in the future should that become necessary. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS: The Company does not have any derivative financial instruments as of June 30th 2003. However, the Company is exposed to interest rate risk. The Company's interest income and expense are most sensitive to changes in the general level of U.S. and Canadian interest rates. In this regard, changes in U.S. and Canadian interest rates affect the interest paid on the Company's cash equivalents as well as the interest paid on debt. FOREIGN CURRENCY RISK The Company operates primarily in Canada. Therefore, the Company's business and financial condition is sensitive to currency exchange rates or any other restriction imposed on its currency. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS - None ITEM 2. CHANGES IN SECURITIES - 116,000 common shares were issued during the quarter. ITEM 3. DEFAULT UPON SENIOR SECURITIES - None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS - None ITEM 5. OTHER INFORMATION - None ITEM 6. REPORTS ON FORM 8-K - None 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, there unto duly authorized. FLEXIBLE SOLUTIONS INTERNATIONAL INC. (Registrant) Dated: August 11th 2003 /s/ DAN O'BRIEN ---------------- --------------------------------------- Dan O'Brien, President and Director FLEXIBLE SOLUTIONS INTERNATIONAL INC. Consolidated Balance Sheets June 30Th, 2003 (UNAUDITED - U.S. DOLLARS) --------------------------------------------------------------------------------------------- JUNE 30 DECEMBER 31 2003 2002 -------------------------------------------------------------------------------------------- Assets Current Cash and cash equivalents $ 240,786 $ 556,789 Short term investments 5,153,566 5,062,495 Accounts receivable 545,709 55,222 Income tax receivable 30,990 118,014 Loan receivable 11,909 10,082 Inventory 146,241 203,830 Prepaid expenses 101,445 87,321 -------------------------------------------------------------------------------------------- 6,230,646 6,093,753 Property and Equipment 154,438 128,566 Investment 303,500 32,500 -------------------------------------------------------------------------------------------- $6,688,583 $6,254,819 -------------------------------------------------------------------------------------------- Liabilities Current Accounts payable and accrued liabilities $ 63,923 $ 53,146 -------------------------------------------------------------------------------------------- Stockholders' Equity Captial Stock Authorized 50,000,000 Common shares with a par value of $0.001 each 1,000,000 Preferred shares with a par value of $0.01 each Issued and Outstanding 11,787,916 (2002: 11,570,916) common shares 11,788 11,570 Captial in Excess of Par Value 9,710,340 9,328,648 Share Subscription Receivable (20,777) (16,217) Other Comprehensive Income (Loss) 73,579 (21,354) Deficit (3,150,270) (3,100,974) -------------------------------------------------------------------------------------------- Total Stockholder's Equity 6,624,660 6,201,673 -------------------------------------------------------------------------------------------- Total Liabilites and Stockholder's Equity $6,688,583 $6,254,819 -------------------------------------------------------------------------------------------- FLEXIBLE SOLUTIONS INTERNATIONAL INC. Consolidated Statements of Operations Three Months Ended June 30, 2003 and 2002 (UNAUDITED - U.S. DOLLARS) ------------------------------------------------------------------------------- THREE MONTHS ENDED JUNE 30 -------------------------- 2003 2002 ------------------------------------------------------------------------------- Sales $ 661,296 $ 665,245 Cost of Sales 408,835 351,048 ------------------------------------------------------------------------------- Gross Profit 252,461 314,197 ------------------------------------------------------------------------------- Operating Expenses Wages 195,202 75,449 Administrative salaries and benefits 21,833 47,012 Advertising and promotion 13,094 3,054 Investor relations and transfer agent fee 35,547 54,477 Office and miscellaneous 4,817 9,799 Rent 23,124 13,665 Consulting 30,719 9,642 Professional fees 104,810 2,545 Travel 44,235 2,725 Telecommunications 15,838 2,677 Shipping 4,586 2,434 Research 2,173 - Bad debt recovery - 64 Currency exchange 46,792 - Utilities 10,227 4,290 Depreciation 8,116 4,425 ------------------------------------------------------------------------------- 561,114 232,258 ------------------------------------------------------------------------------- Income (Loss) Before Interest Income and Income Tax (308,653) 81,939 Interest Income 53,978 - ------------------------------------------------------------------------------- Income (Loss) Before Income Tax (254,675) 81,939 Income Tax (Recovery) (24,598) 59,678 ------------------------------------------------------------------------------- Net Income (Loss) $ (230,078) $ 22,261 ------------------------------------------------------------------------------- Net Income (Loss) Per Share $ (0.02) $ - ------------------------------------------------------------------------------- Weighted Average Number of Shares 11,709,916 9,893,728 ------------------------------------------------------------------------------- FLEXIBLE SOLUTIONS INTERNATIONAL INC. Consolidated Statements of Operations Six Months Ended June 30, 2003 and 2002 (UNAUDITED - U.S. DOLLARS) ------------------------------------------------------------------------------- SIX MONTHS ENDED JUNE 30 -------------------------- 2003 2002 ------------------------------------------------------------------------------- Sales $1,942,562 $1,041,865 Cost of Sales 1,095,902 538,458 ------------------------------------------------------------------------------- Gross Profit 846,660 503,407 ------------------------------------------------------------------------------- Operating Expenses Wages 333,872 107,204 Administrative salaries and benefits 39,475 72,026 Advertising and promotion 29,158 3,054 Investor relations and transfer agent fee 68,667 58,297 Office and miscellaneous 34,775 38,948 Rent 37,522 29,437 Consulting 82,651 15,677 Professional fees 127,873 29,497 Travel 78,419 10,336 Telecommunications 24,600 4,934 Shipping 8,278 5,598 Research 19,704 - Bad debt recovery - (346) Currency exchange 62,959 - Utilities 10,227 4,290 Depreciation 15,927 8,613 ------------------------------------------------------------------------------- 974,108 387,565 ------------------------------------------------------------------------------- Income (Loss) Before Interest Income and Income Tax (127,448) 115,842 Interest Income 104,246 - ------------------------------------------------------------------------------- Income (Loss) Before Income Tax (23,202) 115,842 Income Tax Recovery 26,094 72,560 ------------------------------------------------------------------------------- Net Income (Loss) $ (49,297) $ 43,282 ------------------------------------------------------------------------------- Net Income (Loss) Per Share $ (0.00) $ - ------------------------------------------------------------------------------- Weighted Average Number of Shares 11,677,988 9,645,601 ------------------------------------------------------------------------------- FLEXIBLE SOLUTIONS INTERNATIONAL INC. Consolidated Statements of Cash Flows For the Six Months Ended June 30, 2003 and 2002 (UNAUDITED - U.S. DOLLARS) SIX MONTHS ENDED JUNE 30 2003 2002 OPERATING ACTIVITES Net income (loss) $ (49,297) $ 43,282 Stock compensation expense 56,591 - Depreciation 15,927 8,613 Changes in non-cash working capital items: Accounts receivable (490,487) (203,913) Inventory 57,589 53,648 Prepaid expenses (14,124) 22,386 Accounts payable 10,777 45,702 Income tax receivable 87,024 (4,629) CASH PROVIDED BY (USED IN) OPERATING ACTIVITES (325,998) (34,911) INVESTING ACTIVITIES Acquisition of property and equipment (41,799) (12,073) Purchase of short-term investments (91,071) - Acquisition of investments (271,000) (913,307) Loan receivable (1,827) (4,356) CASH USED IN INVESTING ACTIVITIES (405,697) (929,736) FINANCING ACTIVITY Proceeds from issuance of common stock 325,319 1,141,609 Subscriptions received (4,560) - CASH PROVIDED BY FINANCING ACTIVITIES 320,760 1,141,609 Effect of exchange rate changes on cash 94,933 6,646 INFLOW (OUTFLOW) OF CASH (316,003) 183,608 Cash and cash equivalents, beginning of period 556,789 190,457 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 240,786 $ 374,065 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Income taxes paid $ 78,378 $ 29,704 Interest received 104,246 - SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS: Issue of common stock for investment $ 271,000 $ -