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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2000
Commission file number 000-249279
X-Ramp.com, Inc.
----------------
(Exact Name of Small Business as Specified In Its Charter)
Nevada 33-0199082
(State of Incorporation or Organization) (I.R.S.Employer Identification No.)
2100 First Federal Plaza
Rochester, New York 14614
(Address of Principal Executive Offices)
(800) 819-9653
(Issuer's Telephone Number, including Area Code)
Classified Online.com
1839 S. E. Port Saint Lucie Boulevard
Port St. Lucie, Florida 34952
(Former Name and Former Address 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 Exchange Act during the past12 months and (2) has been
subject to such filing requirements for the past 90 days. Yes X No__
The number of shares outstanding of the issuer's Common Stock, as of
July 27, 2000: 10,007,497.
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PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The information required by Item 310(b) of Regulation S-B is set forth as an
Exhibit 1 hereto and is incorporated herein by reference.
Item 2. Management's Discussion and Analysis or Plan of Operation
The Company has not had meaningful revenues from operations in each of the
last two fiscal years and is currently in the process of developing a plan
of operation for the next twelve months. The Company intends to generally
move forward in implementing its previously announced goal of seeking
strategic alliances as well as targeting companies for possible mergers and
acquisitions. The Company can satisfy its minimal cash requirements
indefinitely through advances and short-term loans by its officers and
directors or through private placement of the Company's authorized but
unissued Common Stock. The Company has no employees as of the date hereof.
PART II
OTHER INFORMATION
Item 1. Legal proceedings
The Company instituted action in 1998 for a declaratory judgment concerning a
contract with Lee Anne Gibbs in the Nineteenth Judicial Circuit Court, in and
for St. Lucie County, Florida, as Case No. 98-736CA03. Ms. Gibbs and the
Company had previously entered into a contract pursuant to which she would
transfer to the Company her interest in a number of mica mines in exchange
for stock in the Company. The agreement with Ms. Gibbs was never consummated,
and the Company instituted the legal action to declare the agreement void.
The action is pending and the outcome is not determinable at this time.
The Company is involved in various claims and legal actions arising in the
normal course of business, the ultimate disposition or damages of which, if
any, are not presently determinable.
See accompanying notes to consolidated financial statements.
Item 5. Other Information
On May 16, 2000, Michael J. Lates was appointed President of the Company,
replacing Richard J. Oldfield.
Item 6. Exhibits and Reports on Form 8-K.
a) Exhibits required by Item 601 of Regulation S-B.
Index of Exhibits
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(3 (i)) Articles of Incorporation (incorporated by reference
from the Company's Amended Form 10-SB, filed May 10, 1999).
(3(ii)) By-laws (incorporated by reference from the Company's
Amended Form 10-SB, filed May 10, 1999).
b) Reports on Form 8-K. None filed during the quarter for which this
report is filed.
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SIGNATURES
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.
X-Ramp.com, Inc.
Date: August 15, 2000 By: /s/ Michael J. Lates
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Michael J. Lates, President
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EXHIBIT 1
X-RAMP.COM, INC.
(A Development Stage Enterprise)
Consolidated Balance Sheet
June 30, 2000
Assets
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Current assets:
Cash and cash equivalents $ 2,571
Accounts receivable 78
Prepaid expenses 3,585
Total current assets 6,234
Other assets 19,472
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Total Assets $ 25,706
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Liabilities and Stockholders Equity (Deficit)
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Current liabilities:
Notes payable to stockholders 65,017
Accounts payable and accrued expenses 189,612
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Total current liabilities 254,629
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Stockholders equity (deficit):
Preferred stock, $.01 par value,
authorized 20,000,000 shares,
none issued and outstanding
Common stock, $.001 par value,
authorized 50,000,000 shares,
issued 10,007,497 shares 10,007
Additional paid-in capital 365,197
Deficit accumulated during development stage (563,614)
(188,410)
Less treasury stock, 46,300 common shares,
at cost (40,513)
Total stockholders equity (deficit) (228,923)
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$ 25,706
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See accompanying notes to consolidated financial statements.
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<TABLE>
X-RAMP.COM, INC.
(A Development Stage Enterprise)
STATEMENTS OF OPERATIONS
<CAPTION>
Three Months Ended Six Months Ended Period from February 9, 1999
(Inception) Through
June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999 June 30, 2000
------------- ------------- ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Net sales $ 78 $ - $ 396 $ - $ 598
Expenses:
General and administrative 37,510 4,002 102,020 146,696 283,253
Consulting and professional 63,744 - 72,694 20,000 254,437
Equipment rental 3,805 - 7,667 - 18,429
Other 1,626 - 2,836 - 8,093
------------- ------------- ------------- ------------- -------------
Total expenses 106,685 4,002 185,217 166,696 564,212
Loss before income taxes (106,607) (4,002) (184,821) (166,696) (563,614)
Income taxes - - - - -
Net loss $ (106,607) $ (4,002) $ (184,821) $ (166,696) $ (563,614)
Basic loss per common share $ (0.01) $ (0.00) $ (0.02) $ (0.02) $ (0.06)
Weighted average shares
outstanding 10,007,497 8,084,711 10,007,497 8,084,711 9,410,651
See accompanying notes to consolidated financial statements.
</TABLE>
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<TABLE>
X-RAMP.COM, INC.
(A Development Stage Enterprise)
Consolidated Statements of Cash Flows
<CAPTION>
Period from February 9, 1999
Six Months Ended (Inception) Through
June 30, 2000 June 30, 1999 June 30, 2000
------------- ------------- -------------
<S> <C> <C> <C>
Cash flows from operating activities:
Reconciliation of net loss to net cash
provided by operating activities:
Net loss $ (184,821) $ (166,696) $ (563,614)
Adjustments to reconcile net loss
to net cash provided by operating
activities:
General, administrative, and
consulting expenses compensated
through the issuance of common stock - 161,694 359,381
(Increase) decrease in accounts
receivable 124 - (78)
(Increase) decrease in prepaid
expenses and other assets 52,076 (4,170) (23,057)
Increase in accounts payable
and accrued expenses 134,772 9,172 229,939
Total adjustments 186,972 166,696 566,185
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Net cash provided by operating
activities 2,151 - 2,571
------------- ------------- -------------
Cash flows from investing activities - - -
Cash flows from financing activities - - -
Net change in cash and cash
equivalents 2,151 - 2,571
Cash and cash equivalents at
beginning of period 420 - -
Cash and cash equivalents at
end of period $ 2,571 $ - $ 2,571
</TABLE>
Supplemental schedule of noncash investing and financing activities:
On May 5, 2000, the Company reclassified certain accounts payable to
stockholders and an affiliate of a stockholder amounting to $65,017 to notes
payable.
See accompanying notes to consolidated financial statements.
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X-RAMP.COM, INC.
(A Development Stage Enterprise)
NOTES TO FINANCIAL STATEMENTS
(1) Description of Business and Summary of Significant Accounting Policies
(a) Business
X-Ramp.com, Inc. (formerly Classified OnLine.Com) (the Company), a development
stage enterprise, was organized and incorporated under the laws of the State of
Nevada on February 9, 1999 for the purpose of designing, developing, and
marketing an internet-based classified advertising web-site. On April 19, 2000,
the Company changed its name from Classified OnLine.Com to X-Ramp.com, Inc. On
May 24, 2000, the Company formed a new wholly-owned subsidiary,
ClassifiedOnLine.com, Inc. The Company expects to commence operations during the
year 2000.
On January 24, 2000, the Company formed a new wholly-owned subsidiary,
SafeVenture.Com, in the state of Nevada for the purpose of designing,
developing, and marketing an internet-based escrow transaction service. The
Company anticipates commencing operations during the year 2000.
As of June 30, 2000, the Company was in the development stage and had not begun
its operations and had no significant sources of revenue. Management intends to
fund future development activities through funding from its principal
stockholders and officers or through the issuance of capital. The Company's
ability to continue as a going concern is dependent upon the development of
revenue sources sufficient to fund operations and the Company's ability to issue
new capital.
(b) Presentation
The Company's financial statements include the accounts of the Company and its
wholly-owned subsidiaries, ClassifiedOnLine.com, WantToBuyOnline.Com and
SafeVenture.Com. All significant intercompany balances and transactions have
been eliminated in consolidation.
In the opinion of management, the unaudited financial
statements contain all adjustments necessary to present fairly the Company's
financial position as of June 30, 2000 and the results of operations and cash
flows for the three months and six months ended June 30, 2000 and for the period
from February 9, 1999 (inception) through June 30, 2000 and 1999. The
accompanying interim financial statements should be read in conjunction with the
Company's Form 10-KSB filing for the period ended December 31, 1999.
(c) Loss Per Share
Earnings per share is accounted for by using the basic and diluted earnings per
share method prescribed by SFAS No. 128. Basic loss per share is based on the
weighted average number of shares of common stock outstanding during the period.
Diluted loss per share is based on shares of common stock and dilutive potential
common stock (stock options) outstanding during the period. Diluted loss per
share was antidilutive due to the net loss generated by the Company during the
periods ended June 30, 2000 and 1999 and is therefore not reported.
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(d) Comprehensive Income
The FASB has issued Statement No. 130, Reporting Comprehensive Income (Statement
130), which establishes standards for reporting and display of comprehensive
income and its components in a financial statement having the same prominence as
other consolidated financial statements. As of June 30, 2000, the Company had no
components considered to be other comprehensive income.
(2) Related Party Transactions
During the six months ended June 30, 2000 and the period from February 9, 1999
(inception) through December 31, 1999, a portion of the Company's operating
expenses were funded by the Company's president, vice-president, and certain
stockholders. On May 5, 2000, amounts payable to certain stockholders totaling
$55,845 were transferred to notes payable, bearing interest at 10% and due on
June 30, 2000. In addition, as of June 30, 2000, the Company owed the officers
and the stockholders amounts totaling $23,053 for reimbursement of such
expenses.
During the period from February 9, 1999 (inception) through June 30, 2000,
certain expenses totaling $9,172 were funded by an affiliate of the Company's
former president. On May 5, 2000, the Company transferred the balance of $9,172
to a note payable, bearing interest at 10% and due on June 30, 2000.
(3) Contingencies
The Company is involved in various claims and legal actions arising in the
normal course of business, the ultimate disposition or damages of which, if any,
are not presently determinable.
