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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
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[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ___________ to __________
Commission file number _________________________________
South Beach Concepts, Inc. and Subsidiaries
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(Exact name of small business issuer as specified in its charter)
Florida 65-0853636
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(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
5969 Cattleridge Blvd # 201 Sarasota, FL 34241
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(Address of principal executive offices)
(941) 377-7225
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(Issuer's telephone number)
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(Former name, former address and former fiscal year, 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 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 [_]
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
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
_________________
Transitional Small Business Disclosure Format (Check one): Yes [_] No [_]
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_____________________________________________________
SOUTH BEACH CONCEPTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
MARCH 31, 2000
_____________________________________________________
Unaudited Figures
ASSETS
March 31, 2000 March 31, 1999
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Current Assets:
Cash $ 21,475.68 $ 91,666.40
Accounts Receivable $ 91,225.33 $ 206,190.35
Inventory $ 40,925.92 $ 32,727.49
Due From Affiliates 344,791.31 -
Royalties Receivable 14,026.57 -
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Total Current Assets 512,444.81 330,584.24
Property, Plant, and Equipment - net of
accumulated deprecations: $2,611,218.46 $ 920,313.68
Investments and Other Assets:
Deferred Public Offering costs 16,843.62 -
Deferred Syndication Costs 319,011.39 -
Deferred Tax Asset 186,529.00 -
Deposits 15,695.18 14,120.18
Organizational/Startup Costs 3,270.00 616,295.35
Accumulated Amortization (12,213.24) -
Acquisition Costs -
Investment in Subsidiaries 200.00
Prepaid Expenses 244,028.65 199,520.00
Other Non-current Assets 101,692.16 126,479.16
Notes Receivable 215,100.00 -
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Total Other Assets 1,089,956.76 956,614.69
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Total Assets $4,213,620.03 $2,207,512.61
==============================
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_____________________________________________________
SOUTH BEACH CONCEPTS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
March 31, 2000
_____________________________________________________
Unaudited Figures
LIABILITIES & EQUITY
<TABLE>
<CAPTION>
MARCH 31, 2000 MARCH 31, 1999
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<S> <C> <C>
Liabilities & Capital
Accounts Payable $ 237,816.67 $ 189,693.65
Accrued Expenses 136,760.22 -
Wages & Taxes Payable 14,650.99 -
Sales Tax Payable 3,115.28 (23.28)
Loan Shareholders 13,693.97 69,670.00
Notes Payable - Shareholders 59,799.88 197,525.52
Notes Payable - Mortgage - Current 90,000.00 -
Notes Payable - Clearwater Acq. Current 22,687.00
Notes Payable -
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Total Current Liabilities 578,524.01 456,865.89
Long-Term Liabilities
Notes Payable - Mortgage 439,847.30 -
Notes Payable - Clearwater Acquisition 37,313.00 -
Deferred Taxes - -
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Total Long-Term Liabilities 477,160.30 -
Commitments and Contingent Liabilities - -
Stockholders Equity:
Common Stock 226,126.15 1,222,338.02
Additional Paid in Capital 6,505,393.55 3,177,909.63
Retained Earnings (3,726,128.55) (2,579,626.83)
Net Income (Loss) 152,544.57 (69,974.10)
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Total Stockholders' Equity 3,157,935.72 1,750,646.72
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Total Liabilities and Stockholder's Equity $ 4,213,620.03 $ 2,207,512.61
============== ==============
</TABLE>
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SOUTH BEACH CONCEPTS, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2000
Unaudited Figures
<TABLE>
<CAPTION>
MARCH 31, 2000 MARCH 31, 1999
-------------- --------------
<S> <C> <C>
Net Revenues
Sales $ 129,562.00 $ 173,235.70
Franchise Fees 350,000.00 -
Royalties
Other Income 85,000.00
------------ ------------
Net Receipts 564,562.00 173,235.70
Cost of Goods Sold
Food 52,895.00 70,460.63
Paper 2,260.00 -
Salaries & Wages 82,838.00 58,089.78
Other 16,225.00 9,897.52
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Total Cost of Sales 154,218.00 138,447.93
Gross Profit 410,344.00 34,787.77
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General & Administrative 267,800.00 104,816.97
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Earnings (Loss) Before Other Income 142,544.00 (70,029.20)
Other Income / (Loss):
Other Income 10,000.00 55.10
Loss on Disposition of Assets
------------ ------------
Total Other Income / (Loss) 10,000.00 55.10
Net Income/(Loss) From Operations 152,544.00 (69,974.10)
Startup Expenses Per 1998 GAAP - -
Income/(Loss) Before Income Taxes 152,544.00 (69,974.10)
Provision For Income Taxes -
------------ ------------
Net Income (Loss) $ 152,544.00 $ (69,974.10)
============ ============
</TABLE>
Net Loss Per Share
Basic (Note 1)
Diluted (Note 1)
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South Beach Concepts Inc. & Subsidiaries
Notes to the consolidated Financials
March 31, 2000
Note 1 - Basis for Presentation
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The accompanying unaudited financial statements have been prepared by South
Beach Concepts Inc. (The Company) in accordance with GAAP for Interim financial
statements and with the instruction to form 10-QSB and item 310 of Regulation S-
B. Accordingly, they do not include all of the information and disclosures
required by GAAP for complete financial statements. In the opinion of the
company's management, all normal accounting transactions within the time frame
have been included for a fair presentation of the company's operations. Results
of operations for the three month period ending March 31, 2000 are not
necessarily indicative of future financial results.
Consolidation
- -------------
The consolidated financial statements include the accounts of the company and
its subsidiaries. All significant inter-company transactions and balances have
been eliminated in consolidation.
Property and Equipment
- ----------------------
Property and equipment are carried at cost less accumulated depreciation.
Depreciation is calculated using the straight-line method for financial
reporting purposed and accelerated methods for income tax purposed.
Expenditure for maintenance and repairs are charged against income as incurred
whereas major improvements are capitalized
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SOUTH BEACH CONCEPTS, INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000
Unaudited Figures
Cash Flow from Operation Activities:
Net Income (Loss) (1) $152,544.57
Other Operating Activities (2) ($121,235.80)
Total from Operations $ 31,308.77
Cash Flow from Investing Activities (3) ($214,807.34)
Cash Flow from Financing Activities (4) $125,548.57
Net Increase (Decrease) in Cash ($ 57,950.00)
Cash at Beginning of the Year $ 79,426.00
Cash at March 31, 2000 $ 21,476.00
($ 57,950.00)
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Basis of Presentation
Net Earnings Per Common Share
Net earnings per common share are shown as both basic and diluted. Basic
earnings per common share are computed by dividing net earnings less any
preferred stock dividends (if applicable) by the weighted average number of
shares of common stock outstanding. Diluted earnings per common share are
computed by dividing net income less any preferred stock dividends (if
applicable) by the weighted average number of shared on common stock outstanding
plus any dilutive common stock equivalents.
Results of Operations
The company continues as a Development Stage Company and hence requires
continuing its capital raising activities to support its income in order to meet
cash flow obligations.
Note 2 Private offering Memorandum
Note 3 Stockholders Equity
The Company is authorized to issue 15,000,000 shares of preferred stock at no
par value, with such designation, voting rights and other preferences as may be
determined from time to time by the Board of Directors.
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SOUTH BEACH CONCEPTS, INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2000
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Unaudited Figures
<TABLE>
<CAPTION>
Common Common Total
Stock Stock Additional Retained Stockholders
Shares Value Paid in Capital Deficit Equity
<S> <C> <C> <C> <C> <C>
January 1, 2000 17,821,285 $178,213 $6,299,284 -$3,726,129 $2,751,368
Issuance of Common Stock 4,791,300 $ 47,913 $ 206,110 $ 254,023
Net Changes in Capital Activity $ 0
Due to Reorganization $ 0
Net Gain (Loss) 2000 $ 152,545 $ 152,545
Total Stockholders' Equity
as of March 31, 2000 22,612,585 $226,126 $6,505,394 -$3,573,584 $3,157,936
</TABLE>
<PAGE>
Part 1
Item 1. Financial Statements Attached
Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations
Overview
The primary business objective of the Company is to develop, operate,
franchise and service take-out, eat-in and delivery restaurants for its
three theme restaurant chains, South Beach Cafe, Pizza World Gourmet Pizza
World, and Cisco & Pancho and to supply coffee and related products to its
company stores, its franchisees and other customers worldwide through Cafe
Society Coffee Company. There are currently franchise operations open and
operating in Florida, Illinois, and Missouri. The company owned restaurants
are now located in Florida.
Consolidated Balance Sheets
Deferred tax asset increased from $0 in the first quarter prior year
to $186,529 for the first quarter 2000. This was the result of GAAP
accounting rules and 1999 operating results. Due from Affiliates increased
from $0 to $344,791 primarily as a result of reclassification attendant to
the post 1999 merger activities. Deferred Syndication Costs increased from
$0 to $319,011 reflecting GAAP rules relative to costs associated with the
Company's private offering. Organization/Startup Costs decreased from
$616,295 to $3,270 as a result of the 1998 GAAP rule changes requiring the
write off of all such accumulated items in 1999 and that any future such
items be expensed in this and all other future accounting periods. Notes
Receivable increased from $0 to $215,100 reflecting primarily monies due
from the Area Representative Agreement in Colorado and the trunkey fees due
from the Dallas store. Accrued Expenses increased from $0 to $136,760 as a
result of posting of accruals. Notes Payable Mortgage current increased
from $0 to $90,000, and Notes Payable Mortgage Long Term increased from $0
to $439,847 as a result of the acquisition for stock subject to mortgage of
the Coconut Grove, Florida real estate. Notes Payable Clearwater
Acquisition current increased from $0 to $22,687, Notes Payable Clearwater
Acquisition Long Term increased from $0 to $37,313 as the result of
acquisition of a Pizza world for stock and a note.
Consolidated Statement of Operations
Net Revenues increased from $173,235 in its first quarter of the prior
year to $564,562 in the current quarter as a result of franchise fees
increasing from $0 to $350,000 based on agreements made in Colorado and
Virginia. In addition Other Income increases from $0 to $85,00 reflecting
turnkey fees from the Dallas store. Gross Profit increased from $34,787 to
$410,366 as a result of increased revenues. General and Administrative
Costs increased from $104,816 to $267,800 attributable to increased
training costs and reclassifications relative to the Cattleman store and
consolidation of expenses from the increased numbers of corporate stores
from the prior year first quarter. Net Income increased to $152,544 from a
loss during its previous year first quarter of $69,974.
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Item 3. Description of properties
The company currently maintains its principal offices in Sarasota,
Florida.
Part II - Other Information
Item 1. Legal Proceedings
There are no material legal proceedings against the company.
Item 3. Defaults upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
Not Applicable
Item 5. Other Information
Not Applicable
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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 thereunto duly authorized.
SOUTH BEACH CONCEPTS
By: /s/ Thomas N. Burnham
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Thomas N. Burnham, President
Date: May 8, 2000
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 2,147,568
<SECURITIES> 0
<RECEIVABLES> 32,082,683
<ALLOWANCES> 47,493
<INVENTORY> 4,092,592
<CURRENT-ASSETS> 51,244,481
<PP&E> 311,383,655
<DEPRECIATION> 50,247,052
<TOTAL-ASSETS> 421,362,003
<CURRENT-LIABILITIES> 57,852,401
<BONDS> 5,898,473
0
0
<COMMON> 22,612,615
<OTHER-SE> 293,180,957
<TOTAL-LIABILITY-AND-EQUITY> 421,362,003
<SALES> 479,562
<TOTAL-REVENUES> 574,562
<CGS> 154,218
<TOTAL-COSTS> 154,218
<OTHER-EXPENSES> 267,800
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 152,544
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 152,544
<EPS-BASIC> 0.007
<EPS-DILUTED> 0.007
</TABLE>
