FORM 10-QSB/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________ to _________________
Commission File Number 000-25385
PURCHASE POINT MEDIA CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 41-1853993
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
141 FIFTH AVENUE, NEW YORK, NEW YORK 10010
(888) 332-7774
(Address and telephone number, including area code, of
registrant's principal executive office)
(Former name, former address and former fiscal year, if changed
since last report)
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
---- ----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
At August 31, 2000, there were 11,863,312 shares of Common Stock, no
par value, outstanding.
<PAGE>
PURCHASE POINT MEDIA CORPORATION
INDEX
<TABLE>
<CAPTION>
Page
<S> <C>
Part I. Financial Information 1
Item 1. Financial Statements
Balance Sheets as of March 31, 2000
(unaudited) and June 30, 1999 2
Statements of Operations for the Nine and Three Months Ended
March 31, 2000 and 1999 (unaudited) and the Period June 28,
1996 (Date of Formation) through March 31, 2000 3
Statements of Cash Flows for the Nine
Months Ended March 31, 2000 and
1999 (unaudited) and the Period June
28, 1996 (Date of Formation) through
March 31, 2000 4 - 5
Notes to Financial Statements (unaudited) 6 - 7
Item 2. Management's Discussion and Analysis
or Plan of Operations 7 - 12
Part II. Other Information
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 13
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Certain information and footnote disclosures required under
generally accepted accounting principles have been condensed or omitted
from the following financial statements pursuant to the rules and
regulations of the Securities and Exchange Commission. It is suggested
that the following financial statements be read in conjunction with the
year-end financial statements and notes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended June 30,
1999.
The results of operations for the nine months ended March 31,
2000, are not necessarily indicative of the results to be expected for
the entire fiscal year or for any other period.
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PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
March 31, June 30,
2000 1999
----------- --------
(Unaudited)
Current Assets:
Cash $ -- $ 97
Prepaid expenses 16,525 18,487
------- -------
Total Current Assets 16,525 18,584
Equipment - net 4,965 2,810
Patents and trademarks - net 25,749 27,159
------- -------
TOTAL ASSETS $47,239 $48,553
======= =======
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities:
Notes payable $ 46,903 $ 46,903
Accounts payable and
accrued expenses 187,637 163,014
Due to officer/shareholder 120,260 86,130
Due to related parties 525,782 508,407
----------- -----------
Total Current Liabilities 880,582 804,454
----------- -----------
Stockholders' Deficiency:
Preferred stock; no par value -
authorized 50,000,000 shares;
outstanding 2,000 shares, at
redemption value 170 170
Common stock, no par value -
authorized 100,000,000 shares;
issued and outstanding 11,815,246
and 11,375,000 shares 498,134 260,497
Additional paid in capital 77,674 23,104
Deficit accumulated during
development stage (1,409,321) (1,039,672)
----------- -----------
Total Stockholders' Deficiency (833,343) (755,901)
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' DEFICIENCY $ 47,239 $ 48,553
=========== ===========
2
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PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
Period
June 28, 1996
(Date of
Nine Months Ended Three Months Ended Formation)
March 31, March 31, through
--------- --------- March 31,
2000 1999 2000 1999 2000
---- ---- ---- ---- ----
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C> <C>
Costs and Expenses:
General and administrative
expenses $ 268,083 $ 318,719 $ 103,292 $ 93,309 $ 1,207,579
Interest expense 99,520 28,336 71,297 9,498 194,400
Depreciation and
amortization 2,046 2,328 767 776 7,342
---------- ---------- ---------- ---------- ----------
Net loss $ 369,649 $ 349,383 $ 175,356 $ 103,583 $ 1,409,321
========== ========== ========== ========== ==========
Loss per common share -
basic and diluted $ .03 $ .03 $ .02 $ .01 $ -
========== ========== ========== ========== ==========
Weighted average number of
common shares and
equivalents outstanding
- basic and diluted 11,597,559 11,375,000 11,597,559 11,375,000 -
========== ========== ========== ========== ==========
</TABLE>
3
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PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Period
June 28, 1996
(Date of
Nine Months Ended Formation)
March 31, through
2000 1999 March 31, 2000
---- ---- --------------
(Unaudited (Unaudited)
<S> <C> <C> <C>
Cash flows from operating activities:
Net (loss) (369,649) $ (349,383) $(1,409,321)
Adjustments to reconcile
net (loss) to net cash
(used in) operating
activities:
Depreciation and
amortization 2,046 2,328 7,342
Forgiveness of debt
from related parties - - (25,000)
Non cash compensation 3,462 - 33,249
Non cash interest expense 54,570 - 54,570
Changes in operating assets and liabilities:
(Increase) decrease in
other assets (1,500) 11,305 (6,643)
Increase in accounts
payable and accrued
expenses 24,623 25,534 187,637
---------- ---------- ----------
Net Cash (Used in )
Operating Activities (286,448) (310,216) (1,158,166)
---------- ---------- ----------
Cash flows from investing activities:
Purchase of equipment (2,791) - (5,913)
---------- ---------- ----------
Cash flows from financing activities:
Proceeds from related
party 72,480 264,856 802,950
Proceeds from borrowings - - 46,903
Proceeds from officer/
stockholder 104,533 22,038 237,034
</TABLE>
4
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PURCHASE POINT MEDIA CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
Period
June 28, 1996
(Date of
Nine Months Ended Formation)
March 31, through
2000 1999 March 31, 2000
---- ---- --------------
(Unaudited) (Unaudited)
<S> <C> <C> <C>
Payments to officer/
stockholder (62,023) (38,450) (108,395)
Payments to related parties (63,485) (207,558) (304,047)
Proceeds from sale of
common stock 237,637 - 489,634
Deposit received for
issuance of shares - 275,000 -
---------- ---------- ----------
Net Cash Provided by
Financing Activities 289,142 315,886 1,164,079
---------- ---------- ----------
Net increase (decrease)
in cash (97) 5,670 -
Cash - beginning of period 97 - -
---------- ---------- ----------
Cash - end of period $ - $ 5,670 $ -
========== ========== ==========
Supplementary Information:
Cash paid during the year
for:
Interest $ 3,904 $ 698 -
========== ========== ==========
Income taxes $ - $ - $ -
========== ========== ==========
Non-cash investing activities:
Acquisition of business:
Fair value of assets
acquired $ - $ - $ 8,500
========== ========== ==========
Forgiveness of related
party loan $ - $ - $ 25,000
========== =========== ==========
Issuance of warrants in
connection with the sale
of common stock $ 54,570 $ - $ 77,674
========== ========= ==========
</TABLE>
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PURCHASE POINT MEDIA CORPORATION
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
The balance sheet as of March 31, 2000, and the statements of
operations and cash flows for the nine months ended March 31, 2000 and 1999
have been prepared by Purchase Point Media Corporation ("PPMC" or the
"Company") and are unaudited. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) necessary to present fairly
the financial position, results of operations and cash flows for all
periods presented have been made. The information for June 30, 1999 was
derived from audited financial statements.
2. BASIS OF PRESENTATION
The accompanying consolidated financial statements have been prepared
on a going concern basis, which contemplates the realization of assets and
the satisfaction of liabilities in a normal course of business. The
Company's primary planned activities are the development and marketing
needed to create, produce and sell advertising space to national
advertisers to be displayed on grocery cart displays. At March 31, 2000,
operations had not yet commenced and no revenue has been derived;
accordingly, the Company is considered a development stage enterprise.
There is no assurance that the selling of advertising space to national
advertisers will be developed or that the Company will achieve a profitable
level of operation.
The development activities of the Company are being financed through
advances by a major shareholder and sale of the Company's common stock. The
Company's continued existence is dependent upon its ability to obtain
needed working capital through additional equity and/or debt financing and
the commencement of its planned principal operations. Management is
actively seeking additional capital to ensure the continuation of its
development activities. However, there is no assurance that additional
capital will be obtained. These uncertainties raise substantial doubt about
the ability of the Company to continue as a going concern.
The financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or the amounts
and classifications of liabilities that might be necessary should the
Company be unable to continue as a going concern.
3. EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per common share are computed using the weighted
average number of common shares outstanding during the period. Diluted
earnings per common share are computed using the weighted average number of
common shares and potential common shares outstanding during the period
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4. SALE OF COMMON STOCK AND COMMON STOCK WARRANTS
A) On September 1, 1999 the Company entered into an agreement with
Vintage International Corp. ("Vintage"). Vintage subscribed for 500 units
of the Company's common stock, each unit consisting of one thousand shares
of common stock (the fair value at the date of the subscription agreement)
at .50 per share and one redeemable common stock purchase warrant. The
warrant is exercisable at $.50 per share expiring August 31, 2004. Vintage
shall have 180 days from the date above to provide the Company with the
proceeds of the subscription funds unless extended an additional 180 days
by the Company. As of March 31, 2000 the Company received $168,038 and
issued Vintage 336,076 shares of the Company's common stock.
B) On February 1, 2000 the Company entered into an agreement with
Quadrant Financial Inc. ("Quadrant"). Quadrant subscribed for 500 units of
the Company's common stock, each unit consisting of one thousand shares of
common stock at 1.00 per share (the fair value at the date of the
subscription agreement) and one redeemable common stock purchase warrant.
The warrant is exercisable at $1.00 per share expiring January 31, 2005.
Quadrant shall have 180 days from the date above to provide the Company
with the proceeds of the subscription funds unless extended an additional
180 days by the Company. As of March 31, 2000 the Company received $69,599
and issued Quadrant 69,599 shares of the Company's common stock.
The Company has adopted the disclosure-only provision of Statement of
Financial Accounting Standards No. 123 "Accounting for Stock-Based
Compensation" (SFAS No. 123). The Company valued the warrants issued to
non-employees based on the fair value at the grant dates consistent with
the provisions of SFAS No. 123. For the nine months ended March 31, 2000
and the period June 28, 1996 (Date of Formation) through March 31, 2000 the
Company expensed interest charges to operations in the amount of $58,302.
The fair value of each warrant granted is valued on the date of grant
using the Black-Scholes option-pricing model.
Item 2. Management's Discussion and Analysis or Plan of Operation
The Company's quarterly and annual operating results are affected by a
wide variety of factors that could materially and adversely affect revenues
and profitability, including competition from other suppliers; changes in
the regulatory and trade environment; changes in consumer preferences and
spending habits; the inability to successfully manage growth; seasonality;
the ability to introduce and the timing of the introduction of new products
and the inability to obtain adequate supplies or materials at acceptable
prices. As a result of these and other factors, the Company may experience
material fluctuations in future operating results on a quarterly or annual
basis, which could materially and adversely affect its business, financial
condition, operating results, and stock price. Furthermore, this document
and other documents filed by the Company with the
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Securities and Exchange Commission (the "SEC") contain certain
forward-looking statements under the Private Securities Litigation Reform
Act of 1995 with respect to the business of the Company. These
forward-looking statements are subject to certain risks and
uncertainties, including those mentioned above, and those detailed in the
Company's Annual Report on Form 10-KSB for the year ended June 30, 1999,
which may cause actual results to differ significantly from these
forward-looking statements. The Company undertakes no obligation to
publicly release the results of any revisions to these forward-looking
statements, which may be necessary to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated
events. An investment in the Company involves various risks, including
those mentioned above and those, which are detailed from time to time in
the Company's SEC filings.
Results of Operations
The following table sets forth for the periods indicated, the
percentage increase or (decrease) of certain items included in the
Company's consolidated statement of operations:
% Increase (Decrease) from Prior Period
---------------------------------------
Nine Months Ended Three Months Ended
March 31, 2000 March 31, 2000
compared with 1999 compared with 1999
------------------ ------------------
General and administrative
expense (18.89)% 9.66%
Interest expense 71.53% 86.68%
Net (loss) 5.48% (1.17)%
PPMC's plan to handle certain operations of PPMC has been and is to
contract with companies that have the infrastructure in place to perform the
required functions or ones that can contract with companies that have the
infrastructure in place to carry out operations for PPMC. To this end PPMC has
contracted with "Last Word Management Inc. (LWM) and International Trade Group,
LLC (ITG) to handle various stages of operations for PPMC. Subsequent to this
the contract with ITG was terminated and the contract with LWM was amended to
include ITG's intended responsibilities. The responsibilities of LWM's amended
contract with PPMC are to rent space on shopping carts from grocery stores, sell
the advertising space in the last word(R), change the ad inserts and the
maintenance of the last word(R)."the amended contract at 50% of the sales
revenues being paid to LWM will approximate the combined costs of the separate
contracts with ITG and LWM, thus will not impact the forecasted financial
statements."
In order to become an operating company, PPMC will have to be
successful in securing financing of seven and a half million dollars
($7,500,000). There are two reasons for this, one is that in order to attract
national advertisers PPMC will have to have under contract grocery stores that
have combined sales of five billion dollars or more. The other reason is that
chain stores require that PPMC have sufficient capital to sustain an ongoing
operation thus assuring
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performance. As of this time PPMC has not secured this financing nor can it be
assured that PPMC will. Even though PPMC has limited capital and resources,
management believes that because of the merits of the last word(R) they will be
able to secure the required financing. Currently PPMC is pursuing two avenues of
financing, one is by pre-selling ad space in the last word(R) and the other is
private equity capital. Discussed below are some of the reasons that lead
management to believe they will be successful.
Over the last decade grocery cart advertising has been losing its
appeal as a method of reaching shoppers at the point of purchase. The reason;
the companies that offer advertising on shopping carts only offer the advertiser
a 8.3% coverage on the carts, which cannot compete with other in-store media
that offer 100% coverage. At a lower cost, PPMC is able to offer 100% coverage
on shopping carts. The last word(R) is a friendly type of advertising that
reaches all the shoppers when they are trying to remember or deciding what to
buy, that is when they are open to the power of suggestion.
Two types of brands that benefit most from the last word(R) are; A) The
mature brand with well developed image and reduced media budget and low A to S
ratio (advertising to sales) and B) The old and new brand early in a new
positioning campaign where top of mind/unaided awareness has not yet reached
targeted levels. In either case, the last word(R) is just the right push at the
right instant to convert new image or old brand equity into additional dollars.
PPMC has prepared detailed sales tools for approaching the chain stores
to persuade them to rent space on their shopping carts to PPMC. PPMC has also
completed putting together media kits to promote to the advertisers to purchase,
or commit in advance for, four of the 10 ad spaces in the last word(R) for a
period of one year. To make it more attractive to advertisers to do so, PPMC is
offering the spaces at a substantial discount (50% off PPMC's posted rate of
$2.25 cpm). The sales effort is being conducted by the president of the Company,
and one other salesperson. Sales costs have been kept to a minimum by offering
sales commissions to the salesperson on a successful contract and keeping
traveling costs to a minimum. Should PPMC be successful in this approach, that
is, pre-selling of ads. PPMC will have more than sufficient capital to start
operations. As of July 25, 2000 no spots were sold and there cannot be any
assurance that PPMC will be successful in doing so.
The following "Comparable Rate Analysis" is submitted as support for
the above statement. "At a lower cost, PPMC is able to offer 100% coverage on
shopping carts". Smart Source(R) Carts is PPMC's primary competitor, therefore,
they were used for the purpose of an example.
Comparable Rate Analysis of Smart Source(R)& the last word(R).
News America Marketing-In-Store, Smart Source(R) Cart Rates. Per store
space rates (cost per store including per store production cost) for
1/12th (8.3%) of advertisers' ads on carts facing the shopper and 1/12th
facing away from the shopper.
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Assuming that each store has 200 carts, they will have 17 carts that have
an advertisers' ad facing the shopper and 17 that will be facing away
from the shopper.
Smart Source(R) Cart Rates
Tier I National $47.83
Tier II Full market sales with 50% or more of store base $62.83
Tier III Full market sales with less than 50% of store base $66.83
Tier IV Chain Specific or less than full market $70.83
Last Word Management, the last word(R) Cart Rates
The last word(R) is on 100% of the carts. The Cart Rate start at
$2.25 (including production costs) per 1,000 checkouts (CPM) and
increases to $3.25. For the purpose of comparison the CPM rate has been
converted to a per store rate using 60,000 checkouts as the average
checkouts per month. The 8.3% percent column is the last word(R) rate (ad
on all the carts) converted to a rate as if the last word(R) were on 8.3%
of the carts (as in Smart Source).
The last word(R), Cart Rates
100% 8.3%
---- ----
Tier I National $135.00 $11.20
Tier II 50% to 100% of National base $165.00 $13.70
Tier III Less than 50% of National base $180.00 $14.94
Tier IV Chain Specific or less than
full market $195.00 $16.98
Smart Source(R) Cart Rates (SS), adjusted upwards as if all ads were on
all the carts facing the shoppers as in the last word(R) (TLW):
SS 100% TLW 100%
------- --------
Tier I $573.96 $135.00
Tier II $753.96 $165.00
Tier III $801.96 $180.00
Tier IV $849.96 $195.00
Source: News America & ActMedia, media information.
Average cost per 1,000 projections for TV media 1995-96. 30 second
TV ad spot $12.00 with a high-end cost of over $20.00 for a prime time
30-second spot on ABC/CBS/NBC affiliates. Source: www.amic.com.
Upon starting operations and to maintain a successful advertisement
service program, seven areas of the business and infrastructure will have
to be in place, they are; (1) manufacturing "the last word(R)", (2)
stores willing to rent space to PPMC, (3) advertisers willing to purchase
space in the last word(R), (4) installers to install the last word(R),
(5) printer to print advertisement inserts, (6) maintenance and changing
inserts and (7) competent administrators.
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Tooling and Manufacturing will be handled by Jack Burnett through
his company, Tynex Consulting Ltd. Mr. Burnett has over 32 years of
experience in all facets of injection molding and extrusion processes.
His responsibilities will include, but not be limited to R&D, tooling and
subcontracting out the manufacturing (by injection molding and extrusion
processes) on a competitive bid basis. As of July 25, 2000 PPMC has had
one test injection mold made and manufactured three thousand copies of
the last word(R). The final tools for mass production will be two double
sided molds, one for the front face of the last word(R) and one for the
back face (the back face is attached to the baby seat section of a
shopping cart and the front face snaps onto and off of the back face for
ease of changing the advertisement inserts. The last word(R) will be
warehoused at a distribution center where the first ad inserts will be
inserted into the last word(R) prior to being sent to the installers.
Again, due to the high cost of mold manufacturing, actual preparation to
manufacture the last word(R) will be dependent on acquiring satisfactory
financing.
Marketing will be handled by Chris Culver of Culver and Associates,
an advertising and marketing company. They had Actmedia's (PPMC's
competitor) account when Actmedia was bought out by News Corp. Culver and
Associates' responsibilities will include putting together media kits
(for ad agencies, packaged foods industry and grocery stores) and
advertising PPMC's advantages in the trade journals that reach the
packaged foods industry, ad agencies and grocery retailers. Culver &
Associates was active at the outset of PPMC's program, but PPMC quickly
realized it was premature to commence on that phase of the program due to
costs. This Company will be brought on line actively upon successfully
securing financing.
Advertising sales and chain store operations will be handled by
Last Word Management. John Hall, Dal Brickenden and Clete Thill have over
50 years of experience in selling and managing advertising and retail
operations. LWM's responsibilities will include selling the ads that go
into the last word(R), installation and maintenance of the last word(R)
and the changing of the ad inserts. Sales costs have been minimized to
actual travel expenses and sales commissions are only payable on the
receipt of a deposit from successful sales contract.
Printing will be handled by established printing companies based on
competitive biding.
Administration will be handled in house by Mrs. E.V. (EV) Arnold,
CPA. Mrs. Arnold has over 20 years of experience in administration in the
government, private and public sectors. In June of 2000 EV Arnold
notified PPMC that for personal reasons she would not be able to carry
out this function. Until a replacement is found these duties will be
handled by Roger Jung. Mr. Jung obtained his Master in Business
Administration and has been actively involved in the business world for
over thirty years.
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PPMC's primary administrative function will be to monitor,
evaluate, supervise and direct the subcontractors. The last word(R) will
be warehoused at a distribution center where the first ad inserts will be
inserted into the last word(R) prior to being sent to the installers.
On September 15, 1998, PPMC entered into an agreement with ITG,
LLC, an Oregon limited liability company. The essence of the agreement
was that ITG, on behalf of PPMC, would rent space on shopping carts from
grocery stores, install and maintain the last word(R) and change the ad
inserts. Subsequently, ITG notified PPMC that they were changing their
method of operations and that they had concerns about being able to
fulfill their end of the agreement. A condition in the agreement for it
to become effective, was for PPMC to make a first payment to ITG. PPMC
notified ITG that PPMC was not going to make the said first payment to
ITG. The President of ITG suggested another party that he believed could
fulfill ITG's responsibilities under the agreement. Representatives of
Last Word Management met with this party, but no agreement was reached.
In March 2000, PPMC amended the contract with Last Word Management
wherein the responsibilities that ITG had undertaken, were taken over by
Last Word Management.
Nine Months Ended March 31, 2000 compared to
Nine Months Ended March 31, 1999
General and Administrative Expenses
General and administrative expenses decreased from $318,719 for the
nine months ended March 31, 1999 to $268,083 for the nine months ended
March 31, 2000. The Company attributes this decrease primarily to a
decrease in sales related expenses offset, in part, by increases in
consulting fees, rent expense and telephone during the nine-month period.
Interest Expense
Interest expense increased from $28,336 for the nine months ended
March 31, 1999 to $99,520 for the nine months ended March 31, 2000. The
Company attributes the increase primarily to the increase in borrowings
by the Company to meet overhead expenses and the valuation of common
stock warrants in connection with the sale of the Company's common stock.
Three Months Ended March 31, 2000 compared to
Three Months Ended March 31, 1999
General and Administrative Expenses
General and administrative expenses increased from $93,309 for the
three months ended March 31, 1999 to $103,292 for the three months ended
March 31, 2000. The Company attributes this increase primarily to an
increase in consulting fees, professional fees and rent expense offset,
in part, by decreases in sales related expenses.
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Interest Expense
Interest expense increased from $9,498 for the three months ended
March 31, 1999 to $71,297 for the three months ended March 31, 2000 due
to the reasons outlined in the nine month analysis.
Debt Repayment
PPMC's current operations are financed by loans from related
parties or sale of common stock. The current liabilities of PPMC will be
repaid by successfully securing financing.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Bolton V. Purchase Point Media Corp. et al (San Diego Superior
Court case number 728268). This is a lawsuit filed by an individual who
alleges that pursuant to an agreement with Purchase Point Media Corp. he
is owed 50,000 shares of its stock. Said allegation is denied by PPMC and
the lawsuit is being vigorously defended. Although Purchase Point Media
Corporation fully expects to prevail in this matter, a judgement in Mr.
Bolton's favor would have an insignificant financial effect on PPMC. On
July 17, 2000 Bolton dismissed this action.
PPMC is not a party to any other litigation nor is its property the
subject of any pending legal proceeding.
Item 6. Exhibits and Reports on Form 8-K
Other: Due to health reasons on June 30, 2000, Mr. Jack Hemmer
resigned as a director.
(a) Exhibits:
Exhibit 3.1 Certificate of Incorporation
Exhibit 27.1 Financial Data Schedule.
(b) There were no Current Reports on Form 8-K filed by the
registrant during the quarter ended March 31, 2000.
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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.
Dated: August 30, 2000
PURCHASE POINT MEDIA CORPORATION
By: /s/ Albert P. Folsom
--------------------
Albert P. Folsom
President and Chief Executive Officer
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