United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended May 31, 1999 Commission File Number: 0-24075
NBG RADIO NETWORK, INC.
(Exact name of small business issuer as specified in its charter)
Nevada 88-0362102
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
520 SW Sixth Avenue, Suite 750
Portland, Oregon 97204
(Address of principal executive offices) (Zip Code)
(503) 802-4624
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the 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 [ ]
The registrant has one class of Common Stock with 10,840,700 shares
outstanding as of July 12, 1999.
Transitional Small Business Issuer Disclosure Format (check one):
Yes [ ] No [X].
<PAGE>
PART I - FINANCIAL INFORMATION
- ------------------------------
Item 1. Financial Statements
<TABLE>
<CAPTION>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
BALANCE SHEETS
ASSETS
------
May, 31 November 30
(Unaudited)
-------------------------------------------------
1999 1998 1998
------------- ------------- -------------
CURRENT ASSETS
<S> <C> <C> <C>
Cash and cash equivalents $ 956,843 $ 136,014 1,855,666
Barter exchange receivables 223,108 - 241,678
Accounts receivable, net of allowance for
doubtful accounts of $1,200 in 1999 and 1998 993,152 984,484 1,175,330
Loan receivable 55,733 - -
Related-party receivable 14,462 16,840 14,462
Deferred tax asset - 468 -
------------- ------------- -------------
Total current assets 2,243,298 1,137,806 3,287,136
------------- ------------- -------------
PROPERTY AND EQUIPMENT, net of accumulated depreciation 182,350 97,397 136,171
DEPOSITS 3,050 3,250 3,250
PROGRAMMING RIGHTS, net of amortization 748,750 - -
COVENANT NOT TO COMPETE, net of amortization 705,069 - -
GOODWILL, net of amortization 1,184,409 625,249 587,750
------------- ------------- -------------
Total assets $ 5,066,926 $1,863,702 $4,014,307
============= ============= =============
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS'
-----------------------------
EQUITY
------
CURRENT LIABILITIES
<S> <C> <C> <C>
Accounts payable $ 191,305 $ 153,356 176,202
Accrued liabilities 4,146 46,819 67,886
Program contracts payable 699,354 - -
Barter exchange payables - 93,632 -
Current portion of long-term debt 3,036 205,079 245,248
------------- ------------- -------------
Total current liabilities 897,841 498,886 489,336
------------- ------------- -------------
OTHER LIABILITIES
Long-term debt, net of current portion - 387,808 240,000
Deferred income tax liability 9,789 10,327 9,789
------------- ------------- -------------
Total other liabilities 9,789 398,135 249,789
------------- ------------- -------------
STOCKHOLDERS' EQUITY
Common stock, $.001 par value; 20,000,000 shares authorized;
10,840,700 and 1,705,094 shares issued and outstanding at
May 31, 1999 and 1998, respectively 10,840 1,705 10,490
Additional paid-in-capital 5,196,862 952,668 3,930,212
Retained deficit (874,517) 60,015 (484,763)
Stock subscription receivable (173,889) (47,707) (180,757)
------------- ------------- -------------
Total stockholders' equity 4,159,296 966,681 3,275,182
------------- ------------- -------------
Total liabilities and stockholders' equity $ 5,066,926 $1,863,702 $4,014,307
============= ============= =============
</TABLE>
See Accompanying Notes
3
<PAGE>
<TABLE>
<CAPTION>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SIX MONTHS ENDED
MAY 31 (Unaudited) MAY 31 (Unaudited)
-----------------------------------------------------------
1999 1998 1999 1998
------------ ------------ ------------ ------------
REVENUES
<S> <C> <C> <C> <C>
Advertising income $ 776,668 $ 931,707 $ 927,212 $ 1,363,042
Kiosk income 121,480 - 184,345 -
Interest income 1,237 1,814 10,275 3,458
------------ ------------ ------------ ------------
Total revenues 899,385 933,521 1,121,832 1,366,500
DIRECT COSTS 69,886 265,163 76,533 297,473
COST OF GOODS SOLD 98,025 - 131,907 -
------------ ------------ ------------ ------------
GROSS MARGIN 731,474 668,358 913,392 1,069,027
------------ ------------ ------------ ------------
GENERAL AND ADMINISTRATIVE EXPENSES
Wages and employee benefits 237,323 113,714 398,965 225,706
Talent fees 90,466 52,112 146,171 85,267
Travel and entertainment 45,448 16,778 80,008 40,109
Consulting and professional 72,000 23,002 158,451 33,798
Advertising 20,793 18,007 34,397 39,802
Depreciation and amortization 57,097 22,250 94,262 46,178
Postage and printing 31,909 22,225 55,394 44,387
Rent 17,965 8,508 36,113 24,308
Interest 1,289 4,897 1,651 13,093
Office supplies 32,814 5,189 39,738 11,849
Telephone 21,460 5,478 35,288 9,521
Other expenses 162,089 99,953 222,708 149,254
------------ ------------ ------------ ------------
Total general and administrative expenses 790,653 392,113 1,303,146 723,272
------------ ------------ ------------ ------------
Net income (loss) before provision for income taxes (59,179) 276,245 (389,754) 345,755
Provision for income taxes - - - -
------------ ------------ ------------ ------------
Net income (loss) $ (59,179) $ 276,245 $ (389,754) $ 345,755
============ ============ ============ ============
Basic loss per share of common stock $ (0.01) $ 0.05 $ (0.03) $ 0.08
============ ============ ============ ============
Weighted average number of shares outstanding 10,840,700 4,947,867 10,724,033 4,157,931
============ ============ ============ ============
</TABLE>
See Accompanying Notes
4
<PAGE>
<TABLE>
<CAPTION>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF STOCKHOLDERS' EQUITY
(Unaudited)
STOCK
ADDITIONAL RETAINED SUBSCRIP-
COMMON STOCK PAID-IN DEFICIT TION TOTAL
CAPITAL RECEIVABLE
------------------------- ------------- ------------ -------------- -----------
SHARES AMOUNT
----------- ------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE, November 30, 1997 1,110,000 1,110 493,363 (285,740) - 208,733
Issuance of common shares for 232,250 232 337,968 - (180,757) 157,443
services
Issuance of common shares for 220,220 220 120,020 - - 120,240
cancellation of notes payable
Private placement of common 750,000 750 1,999,250 - - 2,000,000
stock
Exercise of options and 1,184,430 1,184 986,605 - - 987,789
warrants
3 for 1 stock split 6,993,800 6,994 (6,994) - - -
Net loss for the year - - - (199,023) - (199,023)
----------- ------------ ------------- ------------ -------------- ------------
BALANCE, November 30, 1998 10,490,700 $ 10,490 $ 3,930,212 $ (484,763) $ (180,757) $3,275,182
Issuance of common shares for 350,000 350 1,266,650 (389,754) 6,868 884,114
acquisition
----------- ------------ ------------- ------------ -------------- ------------
BALANCE, May 31, 1999 10,840,700 $ 10,840 $ 5,196,862 $(874,517) $ (173,889) $ 4,159,296
=========== ============ ============= ============ ============== ============
</TABLE>
See Accompanying Notes
5
<PAGE>
<TABLE>
<CAPTION>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED MAY 31
(Unaudited)
-----------------------------
1999 1998
------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net Income or (Loss) $ (389,754) $ 345,755
Adjustments to reconcile net loss to cash from operating activities:
Depreciation and amortization 94,262 46,178
Common stock shares issued for services - 50,000
Changes in assets and liabilities:
Barter exchange receivables 18,570 93,632
Accounts receivable 182,178 (770,599)
Related-party receivables - (2,500)
Loan receivable (55,733) -
Stock subscription receivable 6,868 (47,707)
Deposits 200 (3,250)
Accounts Payable 15,103 9,214
Program contracts payable 699,354 -
Accrued liabilities (63,740) (61,593)
------------- -------------
Net cash from operating activities 507,308 (340,870)
------------- -------------
CASH FLOWS FROM INVESTING ACTIVITIES
Issuance of common stock $ 1,267,000 $ 389,640
Goodwill from subsidiary acquisition (656,027) 14,442
Covenant not to compete from subsidiary acquisition (721,093) -
Acquisition of programming rights (748,750) -
Acquisition of property and equipment (65,049) (13,797)
------------- -------------
Net cash from investing activities (923,919) 390,285
------------- -------------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock for long-term debt - 20,260
Payments on long-term debt (482,212) (46,354)
------------- -------------
Net cash from financing activities (482,212) (26,094)
------------- -------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
(898,823) 23,321
CASH, beginning of year 1,855,666 112,693
------------- -------------
CASH, end of year $ 956,843 $ 136,014
============= =============
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED MAY 31
(Unaudited)
-----------------------------
1999 1998
------------- -------------
<S> <C> <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest $ 1,651 $ 13,093
============= =============
Cash paid for income taxes $ - $ -
============= =============
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Issuance of common stock for subsidiary acquisition $ 1,267,000 $ -
============= =============
Issuance of common stock for services, net of stock subscription
receivable $ 22,553 $ -
============= =============
</TABLE>
See Accompanying Notes
7
<PAGE>
NBG RADIO NETWORK, INC.
(formerly Nostalgia Broadcasting Corporation)
NOTES TO INTERIM FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - ORGANIZATION AND BUSINESS ACTIVITY
Nostalgia Broadcasting Corporation) was organized under the laws of
the State of Nevada on March 27, 1996. In January 1998,
shareholders of Nostalgia Broadcasting Corporation approved its
name change to NBG Radio Network, Inc. (the Company). The Company
is involved in the acquisition, creation, and syndication of
national radio programming. Substantially all operations are
conducted from the Company's headquarters in Portland, Oregon.
NOTE 2 - PRINCIPLES OF CONSOLIDATION
The interim consolidated financial statements include the accounts
of NBG Radio Network, Inc. and its wholly owned subsidiaries, NBG
Solutions, Inc. and NBG Travel Exclusives, Inc., after elimination
of intercompany transactions and balances.
The interim financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial
information. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. The financial
information included in this interim report has been prepared by
management without audit by independent public accountants who do
not express an opinion thereon. The Company's annual report will
contain audited financial statements. In the opinion of management,
all adjustments, including normal recurring accruals necessary for
fair presentation of results of operations for the interim periods
included herein have been made. The results of operations for the
six months ended May 31, 1999 are not necessarily indicative of
results to be anticipated for the year ending November 30, 1999.
Certain amounts for 1998 have been restated to conform with the
1999 presentation.
NOTE 3 - EARNINGS PER COMMON SHARE
Earnings per common share is calculated by dividing net income by
the weighted average shares outstanding. Weighted average shares
outstanding consists of common shares outstanding and common stock
equivalents attributable to outstanding stock options and warrants.
The weighted average number of shares and common share equivalents
have been adjusted to give retroactive effect to the 3 for 1 stock
split in July 1998.
8
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
- -----------------------------------------------------------------
Forward Looking Statements
- --------------------------
The information set forth below relating to matters that are not
historical facts are "forward looking statements" within the meaning of Section
21E of the Securities Exchange Act of 1934 and involve risks and uncertainties
which could cause actual results to differ materially from those contained in
such forward looking statements. Such risks and uncertainties include, but are
not limited to, the following:
o A decline in national and regional advertising
o Preference by customers of other forms of advertising such as
newspapers and magazines, outdoor advertising, network radio
advertising, yellow page directories and point of sale advertising
o Loss of executive management personnel
o Ability to maintain and establish new relations with radio stations
o Ability to predict public taste with respect to entertainment programs
Three Month and Six Month Periods Ended May 31, 1999 and 1998
- -------------------------------------------------------------
Reference is made to Item 6, "Management's Discussion and Analysis or Plan
of Operation" included in the Company's annual report on Form 10-KSB for the
year ended November 30, 1998, as amended, on file with the Securities and
Exchange Commission. The following discussion and analysis pertains to the
Company's results of operations for the three-month and six-month periods ended
May 31, 1999, compared to the results of operations for the three-month and
six-month periods ended May 31, 1998, and to changes in the Company's financial
condition from November 30, 1998 to May 31, 1999.
REVENUES. Total revenues for the three months ended May 31, 1999 were
$899,385 compared to total revenues of $933,521 for the same period in 1998,
representing a decrease of $34,136, or 4%. Total revenues for the six months
ended May 31, 1999 were $1,121,832 compared to total revenues of $1,366,500 for
the same period in 1998, representing a decrease of $244,668, or 18%. The
decrease in total revenues for the three months and six months ended May 31,
1999, was principally due to transitioning from a blend of cash and barter sales
in the first six months of 1998 to strictly cash sales in the first six months
of 1999. The internal development of new radio programs and the partnering with
other radio programmers has allowed the Company to increase the number of cash
customers. Barter sales usually generate higher spot rates than cash sales
typically do. However, by focusing on cash sales, the Company hopes to develop
long-term relationships with customers.
In the second quarter of 1998, $768,923 of the $933,521 in revenues, or
82%, was from barter transactions. However, in the second quarter of 1999 all
revenues consisted of cash sales. For the six months ended May 31, 1998,
$969,844 of the $1,366,500 in revenues, or 71%, was from barter transactions.
For the six months ended May 31, 1999, all revenues consisted of cash sales. The
Company anticipates that 90% of total revenues for the year will consist of cash
sales.
9
<PAGE>
DIRECT COSTS. Direct costs for the three months ended May 31, 1999 and
1998 were $69,886 and $265,163, respectively, representing a decrease of
$195,277, or 74%. Direct costs for the six months ended May 31, 1999 and 1998
were $76,533 and $297473, respectively, representing a decrease of $220,940, or
74%. Direct costs consist primarily of commissions paid to advertising agencies.
The decrease in direct costs for the second quarter of 1999 and the six months
ended May 31, 1999 was primarily due to an increase in the number of clients
that do not charge an advertising agency commission.
COST OF GOODS SOLD. Cost of goods sold represents direct costs for the
production of the Company's Kiosk marketing and label system. Cost of goods sold
for the three months ended May 31, 1999 was $98,025, or 81% of Kiosk sales,
compared to $0 in the same period in 1998. Cost of goods sold for the six months
ended May 31, 1999 was $131,907, or 72% of Kiosk sales, compared to $0 in the
same period in 1998. The Company introduced a new label product in the second
quarter of 1999 that generated smaller profit margins than the Kiosk systems.
The Company did not offer the Kiosk marketing system in 1998.
GROSS MARGIN. Gross margin for the three months ended May 31, 1999 was
$731,474, an increase of $63,116, or 9%, compared to the same period 1998. Gross
margin for the six months ended May 31, 1999 was $913,392, a decrease of
$155,635, or 15%, compared to the same period in 1998.
Gross margin for the three months ended May 31, 1999 was 81% of total
revenues compared to 72% of total revenues for the same period in 1998. Gross
margin for the six months ended May 31, 1999 was 81% of total revenues compared
to 78% of total revenues for the same period in 1998. The reason for the
increase in gross margin as a percentage of total revenues was primarily due to
the Company increasing margins on radio sales. With the addition of new
programming and the continued development of its current programming, the
Company has been able to increase advertising rates and decrease the cost of
sales. The higher margins on radio sales were partially offset by lower gross
margins on Kiosk sales.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
for the three months ended May 31, 1999 was $790,653, representing an increase
of $398,540, or 102%, over the same period in 1998. General and administrative
expenses for the six months ended May 31, 1999 was $1,303,146, representing an
increase of $579,874, or 80%, over the same period in 1998. The increases were
primarily due to increased costs associated with the growth of the Company. The
Company acquired Mtek Technical Services, Inc. in January of 1999. As a result
of the acquisition, the Company doubled its staff size and amount of office
space.
For the three months ended May 31, 1999, wages and employee benefits
increased $123,609, or 108%, rent increased $9,457, or 111%, telephone expenses
increased $15,982, or 292%, and office supply expense increased $24,625, or
477%, compared to the same period in 1998. For the six months ended May 31,
1999, wages and employee benefits increased $173,259, or 77%, rent increased
$11,805, or 49%, telephone expenses increased $25,767, or 271%, and office
supply expense increased $27,889, or 235%, compared to the same period in 1998.
The Company incurred $28,419 in additional amortization expense during the
second quarter of 1999 as a result of the purchase of Mtek Technical Services,
Inc. Management expects general and administrative expenses to continue to grow
as the Company aggressively attempts to acquire new programs and develope
existing programs.
10
<PAGE>
INCOME TAXES. Due to loss carryforwards, there was no provision for income
taxes during the three months and six months ended May 31, 1999 and 1998.
NET INCOME (LOSS) AND EARNINGS PER SHARE. Net loss for the three months
ended May 31, 1999 was $59,179, or $.01 per share, compared to net income of
$276,245, or $0.05 per share, for the same period in 1998. Net loss for the six
months ended May 31, 1999 was $389,754, or $0.03 per share, compared to net
income of $345,745, or $0.08 share, for the same period in 1998. The loss for
the three months and six months ended May 31,1999 was mainly due to increased
amortization, professional fees, office expenses, and employee benefits.
Earnings per share, which includes the dilutive effects of options and
warrants to purchase common stock, are based upon 10,840,700 and 5,115,282
shares outstanding on May 31, 1999 and 1998, respectively. The Company declared
a three for one stock split in June of 1998 payable to all shareholders or
record as of July 31, 1998. Per share earnings for the first and second quarters
of 1998 were adjusted to reflect the stock split.
Liquidity and Capital Resources
- -------------------------------
Historically, the Company has financed its cash flow requirements through
cash flows generated from operations and financing activities. The Company's
working capital at May 31, 1999 was $956,843 compared to $136,014 at May 31,
1998. The increase in working capital was primarily due to an increase in cash
and cash equivalents resulting from the proceeds from the sale of common stock.
In June 1998 the Company completed a private placement of 250,000 units at
$2.00 per unit. Each unit consisted of one share of common stock and one warrant
to purchase one share of common stock, exercisable immediately. The warrants are
exercisable for $2.25 from June 1998 to January 31, 2000. The warrants then
become exercisable for $2.50 after February 1, 2000 and expire on July 31, 2001.
The Company received proceeds of $500,000 from the private placement.
In July 1998 the Company completed a second private placement of 500,000
units at $3.00 per unit. Each unit consisted of one share of common stock and
one warrant to purchase one share of common stock, exercisable immediately. The
warrants are exercisable at $3.50 and expire on July 31, 1999. The Company
received proceeds of $1,500,000 from the private placement.
The Company declared a three for one stock split in June of 1998 payable
to all shareholders or record as of July 31, 1998. The offerings discussed above
and the warrant prices indicated do not reflect the stock split.
The Company had a note payable to ITEX Corporation with an outstanding
balance of $478,596 as of February 28, 1999. The original balance of the note
was $600,000. The terms of the note require the Company to pay $120,000 per
annum plus interest calculated at 6%. The term of the note was five years and
the last payment was scheduled to be made on May 5, 2001. The balance of the
note plus accrued interest of $27,430 was paid off on May 4, 1999. The Company
does not currently have any long-term debt.
Management believes that its available cash together with operating
revenues will be sufficient to fund the Company's working capital requirements
through November 30, 2001. The Company's management further believes it has
sufficient liquidity to implement its expansion and acquisition strategies.
11
<PAGE>
Year 2000
- ---------
The Year 2000 issue exists because many computer programs use two digit
date fields to define the applicable year rather than four digit date fields.
Because of this, computer equipment and software (sometimes referred to as
"information technology" or "IT") and devices with embedded technology
(sometimes referred to as "non-IT") that are time-sensitive may recognize a date
using "00" as the year 1900 rather than the year 2000. This could result in a
system failure or miscalculations causing disruptions of operations, including,
among other things, production delays or breakdowns, a temporary inability to
process transactions, send invoices, or engage in other normal business
activity. Incomplete or untimely resolution of the Year 2000 issue by the
Company or important suppliers or customers of the Company could have a
materially adverse effect on the Company's business, financial condition or
results of operations.
The Company's approach to the Year 2000 issue is discussed below. In
discussing the Year 2000 issue, the Company necessarily makes certain forward
looking statements. There can be no assurance that actual results will not
differ materially from the projections contained in the forward looking
statements. Factors which may cause actual results to differ materially include,
but are not limited to:
o failure of Company personnel and outside consultants to properly assess and
address the Company's Year 2000 issues,
o inaccurate or incomplete responses to questionnaires sent to third parties
or inaccurate disclosure by third parties regarding the Year 2000 issue,
o failure to address Year 2000 issues with all vendors, including utility
vendors, and customers,
o infrastructure failures, such as disruptions in the supply of electricity,
gas, water or communications services, or major institutions, such as the
government and banking systems, and
o failure of the Company to accurately predict the costs to address the Year
2000 issue or the lost revenues related to interruption in the Company's or
its customers' businesses.
State of Readiness. The Company, in conjunction with outside consultants,
has made an assessment of the effect of the Year 2000 issue on its IT and non-IT
systems. The Company has identified certain modifications to its IT systems
which are necessary to address the Year 2000 issue and has fully implemented
those modifications. The Company has determined there are no necessary
modifications to its non-IT systems. Based on this assessment and implementation
of the modifications discussed above, the Company believes its IT systems and
non-IT systems will properly recognize calendar dates beginning in the year
2000.
In addition, the Company has evaluated, through conversations and
questionnaires sent to its critical vendors and customers, the IT systems of
most of its outside vendors and customers. The Company has received responses
from approximately 80% of its vendors and 45% of its customers. The Company does
not expect to receive all of the remaining responses in time to correct any
problems which may be identified in such responses. The Company has, however,
received replies from what the Company considers to be its critical vendors and
customers. Based on the responses received to date, the Company does not believe
the Year 2000 issue will have a material adverse effect on the Company.
Costs to Address Year 2000 Issue. To date, the Company has incurred costs
of approximately $5,000 and the Company estimates its total cost to become Year
2000 compliant will be approximately $10,000. Accordingly, the Company expects
the costs to address the Year
12
<PAGE>
2000 issue will not have a material adverse financial impact on the Company's
financial condition or results of operations. However, there can be no assurance
that additional remediation and costs will not be identified, especially since
the Company has not received responses from all third parties.
Risks of the Company's Year 2000 Issue. The most reasonably likely worst
case scenario for the Company would involve an extended shutdown in production
and/or lost revenue caused by interruption in the Company's customers'
businesses. The Company is unable to quantify the effect of such scenario.
However, the Company has identified its critical vendors and customers and does
not believe that any such vendors or customers represent a significant risk.
Company's Contingency Plan. Based on the Company's assessment of the Year
2000 issue, the Company has not developed and does not intend to develop a
contingency plan to address the reasonably likely worst case scenario.
PART II - OTHER INFORMATION
- ---------------------------
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(a) The following exhibits are filed as part of this report:
Exhibit Number Description of Exhibit
-------------- ----------------------
27 Financial Data Schedule
(b) No reports on form 8-K were required to be filed during the quarter
ended May 31, 1999.
13
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
NBG RADIO NETWORK, INC.,
a Nevada corporation
Date: July 14, 1999 By: /s/ John J. Brumfield
---------------------
John J. Brumfield, Chief Financial Officer
Vice President, Finance
(Principal Financial and Accounting Officer)
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM THE FINANCIAL
STATEMENTS FOUND IN THE COMPANY'S REPORT ON FORM
10-QSB FOR THE QUARTER ENDED MAY 31, 1999 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> NOV-30-1999
<PERIOD-END> MAY-31-1999
<CASH> 957
<SECURITIES> 0
<RECEIVABLES> 993
<ALLOWANCES> 1
<INVENTORY> 0
<CURRENT-ASSETS> 2,243
<PP&E> 266
<DEPRECIATION> 83
<TOTAL-ASSETS> 5,067
<CURRENT-LIABILITIES> 898
<BONDS> 0
0
0
<COMMON> 11
<OTHER-SE> 5,197
<TOTAL-LIABILITY-AND-EQUITY> 5,067
<SALES> 1,112
<TOTAL-REVENUES> 1,122
<CGS> 208
<TOTAL-COSTS> 1,303
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2
<INCOME-PRETAX> (390)
<INCOME-TAX> 0
<INCOME-CONTINUING> (390)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (390)
<EPS-BASIC> (.03)
<EPS-DILUTED> (.03)
</TABLE>
