UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 For the quarterly period
ended: March 31, 1999
[ ] 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: 000-24001
JVWEB, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 76-0552098
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
5444 Westheimer, Suite 2080, Houston, Texas 77056
(Address of principal executive officer) (Zip Code)
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 __
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING 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
The number of shares of common stock, $0.01 par value, outstanding as March
31, 1999: 8,441,135 shares
Transitional Small Business Disclosure Format (check one): Yes No X_
<PAGE>
JVWEB, INC.
PERIOD ENDED MARCH 31, 1999
INDEX
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PART I. FINANCIAL INFORMATION Page
Item 1. Financial Statements
Condensed financial statements of JVWeb, Inc.:
Balance sheet as of March 31, 1999 3
Income statements for the three and nine months ended March 31,
1999 , three months ended March 31, 1998 and from October 28, 1997 (Date
of Inception) to March 31, 1999 and 1999 4
Statements of cash flows for the three and nine months ended March
30, 1999, the three months ended March 31, 1998 and period
from October 28, 1997 (Date of Inception) to March 31, 1999
and 1998 5
Notes to financial statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
And Results of Operations 7
PART II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds 8
Item 6. Exhibits and Reports on Form 8-K. 8
(a)Exhibits
SIGNATURE 8
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<PAGE>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
JVWeb, Inc.
(A Development Stage Company)
Balance Sheet
As of March 31, 1999
Unaudited
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ASSETS
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Cash $ 5,104
Inventory 8,946
Prepaid legal expenses 4,300
-----
Total Current Assets 18,350
Office equipment and furniture (net of
$1,335 accumulated depreciation) 3,055
---------
Total Assets $ 21,405
=========
LIABILITIES & STOCKHOLDERS' EQUITY
Accounts payable $ 39,938
Notes payable to related parties 130,200
---------
Total Liabilities 170,138
Preferred stock, $0.01 par, 10,000,000
shares authorized, no shares issued or
outstanding -
Common stock, $0.01 par, 50,000,000 shares
authorized, 8,441,135 shares issued and
outstanding 84,411
Paid-in capital 502,186
Accumulated deficit during
the development stage (735,330)
--------
Total Stockholders' Equity (148,733)
--------
Total Liabilities & Stockholders' Equity $ 21,405
=========
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<PAGE>
JVWeb, Inc.
(A Development Stage Company)
Income Statements
For the Three and Nine Months Ended March 31, 1999,
The Three Months Ended March 31, 1998,
and the Period From October 28, 1997 (Date of Inception)
to March 31, 1998 and 1999
Unaudited
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3 Months 9 Months 3 Months Inception Inception
Ended Ended Ended Through Through
Mar. 31, Mar. 31, Mar. 31, Mar. 31, Mar. 31,
1999 1999 1998 1998 1999
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REVENUES $ 16,315 $ 16,505
COST OF SALES 48
--------- ---------
Gross Margin 16,315 16,457
---------
EXPENSES
General & administrative $ 252,244 572,230 $ 52,168 $ 91,897 746,852
Depreciation 366 805 202 202 1,335
--------- --------- --------- --------- ---------
252,610 573,035 305,482 92,099 748,187
--------- --------- --------- --------- ---------
Operating (Loss) (252,610) (556,720) (305,482) ( 92,099) (731,730)
----------
Interest income 223 390 390
Interest (expense) ( 2,618) ( 3,990) ( 3,990)
--------- --------- --------- --------- ---------
Net deficit accumulated
during the development stage $(255,228) $(560,710) $( 52,147) $( 91,709) $(735,330)
========= ========= ========= ========= =========
NET LOSS PER COMMON SHARE $(.03) $(.07) $(.01) $(.01) $(.10)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 8,283,135 7,771,429 6,430,000 6,430,000 7,641,723
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<PAGE>
JVWeb, Inc.
(A Development Stage Company)
Statements of Cash Flows
For the Three and Nine Months Ended March 31, 1999,
The Three Months Ended March 31, 1998,
and the Period From October 28, 1997 (Date of Inception)
to March 31, 1998 and 1999
Unaudited
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<CAPTION>
3 Months 9 Months 3 Months Inception Inception
Ended Ended Ended Through Through
Mar. 31, Mar. 31, Mar. 31, Mar. 31, Mar. 31,
1999 1999 1998 1998 1999
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CASH FLOWS FROM OPERATIONS
Net deficit $(255,228) $(560,710) $( 52,147) $( 91,709) $(735,330)
Adjustments to reconcile net
deficit to cash provided
from operating activities
Depreciation 366 805 202 202 1,335
Common stock issued for
services 196,260 266,303 5,000 6,000 326,303
Write off of deposits on
purchase of subsidiary 55,000 55,000
Net changes in:
Employee advance 2,550 ( 2,550) ( 2,550)
Inventory 3,641) ( 8,946)
Prepaid legal expenses 15,200 ( 4,300)
Accounts payable and
accrued expenses 17,883 28,377 39,938
--------- --------- --------- --------- ---------
NET CASH USED BY OPERATING
ACTIVITIES (153,935) ( 42,661) ( 49,445) ( 88,007) (326,000)
--------- --------- --------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of office equipment
and furniture ( 3,640) ( 3,640) ( 4,390)
Deposit on purchase
of subsidiary ( 30,000) ( 55,000) ( 55,000)
--------- --------- --------- --------- ---------
NET CASH USED BY INVESTING
ACTIVITIES ( 30,000) ( 3,640) ( 58,640) ( 59,390)
--------- --------- --------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Loans from related parties 27,700 90,950 130,200
Common stock issued to
founding shareholder for cash 67,249 67,249
Sales of common stock
for cash 15,000 135,778 55,000 55,000 193,045
--------- --------- --------- --------- ---------
NET CASH PROVIDED BY FINANCING
ACTIVITIES 42,700 226,728 55,000 122,249 390,494
--------- --------- --------- --------- ---------
NET INCREASE (DECREASE) IN CASH 4,599 4,692 1,915 30,602 5,104
CASH - Beginning of period 505 412 28,687 0 0
--------- --------- --------- --------- ---------
- End of period $ 5,104 $ 5,104 $ 30,602 $ 30,602 $ 5,104
========= ========= ========= ========= =========
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JVWeb, Inc.
Notes to Financial Statements
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited interim financial statements of JVWeb, Inc., a Texas
corporation ("Company"), have been prepared in accordance with generally
accepted accounting principles and the rules of the Securities and Exchange
Commission (`SEC"), and should be read in conjunction with the audited financial
statements and notes thereto contained in the Company's latest Annual Report
filed with the SEC on From 10-KSB. In the opinion of management, all
adjustments, consisting of normal recurring adjustments, necessary for a fair
presentation of financial position and the results of operations for the interim
periods presented have been reflected herein. The results of operations for
interim periods are not necessarily indicative of the results to be expected for
the full year. Notes to the financial statements which would substantially
duplicate the disclosure contained in the audited financial statements for the
most recent fiscal year ended June 30, 1998, as reported in Form 10-KSB, have
been omitted.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
SUMMARY
In general, JVWeb is structured to pursue two main business activities: 1) the
joint venturing of Brands that have strong on-line commerce potential, and 2)
the building of a strong fee for service division to deepen our capabilities. In
this past quarter, management launched its fee for service division by opening
its New York offices and in establishing its Phoenix-based web hosting facility.
A significant percentage of the resources of the company was devoted to
developing a well-defined marketing campaign around very specific consulting
services that emphasized the strengths of the company. At the present time,
JVWeb has no significant contracts signed as a result of these efforts.
Management anticipates seeing the benefits of this effort in the year ending
June 30, 1999.
We have established three profit centers within our fee for service division.
The first is a web-hosting service, based in Phoenix, Arizona. The second is the
web development capabilities of Lernout & Hauspie that we market in the U.S. The
third is the strategic internet services consulting that is the core expertise
of JVWeb.
The company continues to build on its relationship with Lernout & Hauspie (L&H).
Management, for example, is exploring opportunities to leverage the capabilities
of L&H in the U.S., while offering its web-hosting and other services through
L&H into Europe. We are hopeful that these efforts will produce significant
revenue growth for us. However, at this time, we have not signed any significant
contracts as a result of these efforts.
INCOME STATEMENT
Revenue. Management had previously announced its first web-hosting customer at
the end of this quarter. Revenue for web-hosting has begun in April, 1999, and
we are hopeful it will grow as new customers are added. Management also is
hopeful consulting revenue will initiate in the year ending June 30, 1999.
General and Administrative Expenses. A material percentage of the G&A
expenditures represented travel and organizational costs associated with the
establishment of a presence in New York and California, as well as the pursuit
of development with L&H in their Ipswich (London) office. Additional
expenditures were incurred in establishing the web hosting capability in
Phoenix, Arizona.
Remaining G&A expenditures were related to the costs of being a public company,
including the associated costs of maintaining a fully reporting status with the
S.E.C.
BALANCE SHEET
Cash. The principal shareholder and related parties, continue to fund the
minimal operations of the company on an as-needed basis.
Inventory. Inventory of $8,946 represents merchandise related to the Dadandme
and Frogletz product lines. Management continues to explore relationships and
joint venture opportunities that will support a marketing campaign to build
these on-line brands. At this time, no such talks are in serious discussion
stages.
Notes Payable to Related Parties. We anticipate paying off these notes in 1999.
<PAGE>
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
For services rendered (and agreed to be rendered in a written contract)
having a value determined to be $90,000, the Company agreed to issue to a person
providing legal services to the Company an aggregate of 80,000 shares of the
Company's common stock. This issuance is claimed to be exempt pursuant to
Regulation D under the Act.
On May 12, 1998, the Company's Registration Statement on Form SB-2
(Commission File No. 333-43379) was declared effective by the U.S Securities and
Exchange Commission. The Company's Quarterly Report on Form 10-QSB for the
quarter ended March 31, 1998 contained a detail discussion of the securities
registered by this Registration Statement. This discussion remains true and
correct as of the end of the quarter ended March 31, 1999 except in certain
regards discussed in the remainder of this paragraph. First, the Common Stock
and the Company's Class A Warrants ("Class A Warrants") have commenced trading.
In addition, 10,240 Class A Warrants have been exercised, and proceeds from such
exercises in the aggregate amount of $10,240 have been received by the Company.
All such proceeds have been used for general corporate purposes and were paid to
persons other than directors and officers of the Company and persons owning more
than 10% of any class of equity securities of the Company. Moreover, the Company
believes that LS Capital Corporation has sold material numbers of the shares of
Common Stock and Class A Warrants previously owned by it.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are filed with this Quarterly Report or are
incorporated herein by reference:
Exhibit
Number Description
27 Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURE
In accordance with the requirements of the Exchange Act, the Registrant
has duly caused this Report to be signed on its behalf by the undersigned,
thereunto duly authorized.
JVWEB, INC.
(Registrant)
By: /s/Greg J. Micek
Greg J. Micek, President
(Principal Executive Officer, Principal
Financial Officer and Principal
Accounting Officer)
Dated: May 24, 1999
<PAGE>
EXHIBITS INDEX
Exhibit
Number Description
27 Financial Data Schedule
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<ARTICLE> 5
<LEGEND>
The financial data schedule contains summary informaiton extracted from Part I
of Form 10QSB for the quarterly period ended March 31, 1999 and is qualified
in its entirety.
</LEGEND>
<CIK> 0001051902
<NAME> JVWeb, Inc.
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