U.S. 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 April 30, 2000
[ ] Transition Report under Section 13 or 15(d) of the Exchange Act
For the Transition Period from ________ to _________
Commission File Number: 0-25247
SPORTING MAGIC INC.
(Exact name of small business issuer as specified in its charter)
Delaware 95-4675095
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
17337 Ventura Boulevard, Suite 224
Encino, California 91316
Issuer's Telephone Number: (818) 784-0040
(Address and phone number of principal executive offices)
Advanced Knowledge, Inc.
(Former name if changed since last report)
Check whether the registrant filed all documents and reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or
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 16,400,000 shares of common stock, par value $.001 per
share, issued and outstanding as of May 31, 2000.
Transitional Small Business Disclosure Format (check one) Yes [ ] No [X]
1
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INDEX TO QUARTERLY REPORT
ON FORM 10-QSB
PART I FINANCIAL INFORMATION
PAGE
Item 1. Financial Statements 3
Statement of Loss and Deficit (unaudited) 4
Balance Sheet (unaudited) 5
Statement of Shareholders' Deficiency (unaudited) 6
Statement of Cash Flows (unaudited) 7
Notes to Financial Statements 8
Item 2. Management's Discussion and Analysis or Plan
of Operation 11
PART II OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities and Use of Proceeds 13
Item 3. Defaults upon Senior Securities 13
Item 4. Submission of Matters to a Vote
of Security Holders 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 16
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements. The forward-looking
statements include all statements that are not statements of historical fact.
Our actual results could differ materially from the anticipated results
described in the forward-looking statements. Factors that could affect our
results include, but are not limited to, those discussed in Item 2,
"Management's Discussion and Analysis or Plan of Operation," and our current
views with respect to future events that involve risks and uncertainties
including uncertainties related to successful negotiations with third parties,
capital availability, operational and other risks, selection of profitable
sites, and uncertainties and factors described from time to time in our publicly
available SEC reports. In light of these risks and uncertainties, the
forward-looking events described in this report might not occur.
2
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PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
(Financial Statements Commence on Following Page)
3
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<TABLE>
SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENT OF LOSS AND DEFICIT
------------------------------------------------------------
(Expressed in US Dollars)
FOR THE SIX MONTHS ENDED APRIL 30, 2000
(UNAUDITED)
<CAPTION>
Six Months Ended Three Months Ended
April 30, April 30, April 30, April 30,
2000 1999 2000 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES
League play, tournaments and field rentals . $ 370,295 $ 281,004 $ 187,661 $ 130,237
Golf ....................................... 17,499 16,475 8,996 15,234
Other income ............................... 14,381 6,422 3,728 4,035
----------- ----------- ----------- -----------
402,175 303,901 200,385 149,506
----------- ----------- ----------- -----------
EXPENSES
Depreciation ............................... 96,784 94,628 47,259 47,841
Interest - long term ....................... 56,897 57,984 28,427 28,977
Interest - short term ...................... 982 2,077 649 1,543
Maintenance and supplies ................... 28,674 27,231 11,760 16,105
Marketing .................................. 36,214 29,593 19,477 14,525
Miscellaneous .............................. 14,335 12,743 6,566 8,449
Office and occupancy costs ................. 30,329 24,276 14,286 11,472
Professional fees .......................... 89,142 12,022 85,570 5,078
Rent ....................................... 27,794 26,436 13,912 13,535
Salaries and wages ......................... 124,960 122,288 64,564 62,294
Property taxes ............................. 37,307 30,592 18,714 15,455
Utilities .................................. 60,473 43,042 37,997 25,620
----------- ----------- ----------- -----------
603,891 482,912 349,181 250,894
----------- ----------- ----------- -----------
Net loss ................................... (201,716) (179,011) (148,796) (101,388)
=========== =========== =========== ===========
Net loss per share, basic and diluted ...... (0.01) (0.01) (0.01) (0.01)
=========== =========== =========== ===========
Common shares outstanding, basic and diluted $16,000,000 $16,000,000 $16,000,000 $16,000,000
=========== =========== =========== ===========
</TABLE>
4
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<TABLE>
SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
CONDENSED CONSOLIDATED INTERIM BALANCE SHEET
--------------------------------------------
(Expressed in US Dollars)
AS AT APRIL 30, 2000
(UNAUDITED)
<CAPTION>
April 30, October 31,
2000 1999
----------- -----------
<S> <C> <C>
ASSETS
Current
Cash ..................................... $ 1,232 $ 33,024
Accounts receivable
Trade ................................. 14,136 35,564
GST ................................... 4,089 6,119
Employee advances ..................... 9,150 5,813
Prepaid expenses ......................... 35,499 24,510
----------- -----------
64,106 105,030
----------- -----------
Fixed assets
Site development costs ................... 225,987 227,415
Dome installation & equipment ............ 296,891 298,767
Dome structure ........................... 598,001 601,780
Modular buildings ........................ 319,165 321,182
FieldTurf ................................ 217,578 218,953
Boards, netting and equipment ............ 243,959 244,046
----------- -----------
1,901,581 1,912,143
Less: Accumulated depreciation ........... (447,675) (354,389)
----------- -----------
1,453,906 1,557,754
----------- -----------
$ 1,518,012 $ 1,662,784
=========== ===========
LIABILITIES
Current
Trade payables ........................... 452,678 348,587
Source deductions ........................ 4,801 6,832
Deferred revenue ......................... 2,355 163,925
Current portion of long-term debt ........ 147,922 149,106
----------- -----------
607,756 668,450
----------- -----------
Long term
Bank loan ................................ 148,193 181,743
Lease obligations ........................ 557,465 595,773
Advances from shareholders ............... 1,945,891 1,768,791
----------- -----------
2,651,549 2,546,307
----------- -----------
3,259,305 3,214,757
----------- -----------
SHAREHOLDERS' DEFICIENCY
Capital stock .............................. 16,000 460
Cumulative translation adjustment .......... 10,774 (1,622)
Deficit .................................... (1,768,067) (1,550,811)
----------- -----------
(1,741,293) (1,551,973)
----------- -----------
$ 1,518,012 $ 1,662,784
=========== ===========
</TABLE>
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<TABLE>
SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENT OF SHAREHOLDERS' DEFICIENCY
--------------------------------------------------------------------
(Expressed in US Dollars)
FOR THE SIX MONTHS ENDED APRIL 30, 2000
(UNAUDITED)
<CAPTION>
Common Stock
---------------------- Accumulated Translation Total Adjusted
Shares Amount Deficit Adjustment Deficiency Loss
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
October 30, 1997 600 $ 426 $ (151,071) $ 3,885 $ (146,760)
Stock split (18,300:1, January 1998) 10,979,400
Foreign currency translation adjustment 56,766 56,766 $ 56,766
Net loss 1998 (859,517) (859,517) (859,517)
---------
Total adjusted loss (802,751)
------------------------------------------------------------------------- =========
October 31, 1998 10,980,000 426 (1,010,588) 60,651 (949,511)
Issue of shares for cash, October 1999 890,270 34 34
Foreign currency translation adjustment (62,273) (62,273) (62,273)
Net loss 1999 (540,223) (540,223) (540,223)
---------
Total adjusted loss (602,496)
------------------------------------------------------------------------- =========
October 31, 1999 11,870,270 460 (1,550,811) (1,622) (1,551,973)
Issue of stock in connection with 4,129,730 15,540 (15,540)
recapitalization
Foreign currency translation adjustment 12,396 12,396 12,396
Net loss April 2000 (201,716) (201,716) (201,716)
---------
Total adjusted loss $(189,320)
------------------------------------------------------------------------- =========
April 30, 2000 16,000,000 $16,000 $(1,768,067) $ 10,774 $(1,741,293)
=========================================================================
</TABLE>
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<TABLE>
SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH FLOWS
------------------------------------------------------
(Expressed in US Dollars)
FOR THE SIX MONTHS ENDED APRIL 30, 2000
(UNAUDITED)
<CAPTION>
SIX MONTHS ENDED APRIL 30, 2000 1999
--------------------------------------------------------------------------------
<S> <C> <C>
Cash and cash equivalents derived from (applied to)
OPERATING
Net loss ........................................ $(201,716) $(179,011)
Depreciation .................................... 96,784 94,628
--------- ---------
(104,932) (84,383)
Change in non-cash operating working capital:
Receivables .............................. 20,120 18,121
Prepaids ................................. (10,989) (25,297)
Payables and accruals .................... 102,060 48,214
Deferred revenue ......................... (161,570) (96,563)
--------- ---------
(155,311) (139,908)
--------- ---------
FINANCING
Bank financing .................................. 0 (5,963)
Advances from shareholders ...................... 177,100 332,718
Long term debt .................................. (73,042) (9,289)
--------- ---------
104,058 317,466
--------- ---------
INVESTING
Purchase of capital assets ...................... (1,464) (19,962)
--------- ---------
FOREIGN CURRENCY EFFECT ON CASH .................... 20,925 (153,483)
Net increase (decrease) in cash and cash equivalents . (31,792) 4,113
Cash and cash equivalents, beginning of period ....... 33,024 0
--------- ---------
Cash and cash equivalents, end of period ............. $ 1,232 $ 4,113
========= =========
</TABLE>
7
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SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------
(Expressed in US Dollars)
APRIL 30, 2000
(UNAUDITED)
1. GENERAL
The unaudited condensed consolidated financial statements have been prepared on
the same basis as the audited consolidated financial statements and, in the
opinion of management, reflect all adjustments (consisting of normal recurring
adjustments) necessary for a fair presentation for each of the periods
presented. The results of operation for interim periods are not necessarily
indicative of results to be achieved for full fiscal years.
As contemplated by the Securities and Exchange Commission (SEC) under Rule 10-1
of Regulation S-X, the accompanying consolidated financial statements have been
condensed and do not contain certain information that will be included the
Company's annual consolidated financial statements and footnotes thereto. For
further information, refer to the pro forma financial statements filed under
form 8-K filed on April 4, 2000 and to the consolidated financial statements and
related footnotes the the year ended October 31, 1999 included in the Form 8-K/A
filed on June 5, 2000.
2. BASIS OF PRESENTATION
RECAPITALIZATION
On March 20, 2000, the Company purchased all of the outstanding shares of Soccer
Magic Inc. through an exchange of 0.84244082 of its 'shares for each share of
Soccer Magic Inc. (the "Acquisition"). As a result of the Acquisition, the
shareholders of Soccer Magic Inc. owned approximately 63% of the outstanding
shares of the Company and, accordingly, the purchase of Soccer Magic Inc. by the
Company is accounted for as a reverse takeover transaction under generally
accepted accounting principles.
Under generally accepted accounting principles, the Acquisition is considered to
be a capital transaction in substance, rather than a business combination. That
is, the Acquisition is equivalent to the issuance of stock by Soccer Magic Inc.
for the net monetary assets of the Company, accompanied by a recapitalization,
and is accounted for as a change in capital structure. Accordingly, the
accounting for the Acquisition is identical to that resulting from a reverse
acquisition, except that no goodwill is recorded. Under reverse takeover
accounting, the post reverse-acquisition comparative historical financial
statements of the "legal acquirer" (the Company), are those of the "legal
acquiree" (Soccer Magic Inc.) (i.e. the accounting acquirer).
8
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SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------
(Expressed in US Dollars)
APRIL 30, 2000
(UNAUDITED)
Accordingly, the condensed consolidated financial statements of the Company as
at April 30, 2000, are the historical financial statements of Soccer Magic Inc.
for the same period adjusted for the following transactions contained in the
Share Exchange Agreement executed at the consummation of the Acquisition. The
basic structure and terms of the Acquisition, together with the applicable
accounting effects, is as follows:
i. The Company acquired all of the outstanding shares of Common stock of Soccer
Magic Inc. from various shareholders in exchange for 10,000,000 shares of newly
issued Common stock of the Company. The Common stock exchange, in addition to
the Company's existing shares outstanding, collectively resulted in the
recapitalization of the Company.
ii. The consolidated financial statements of the combined entity are issued
under the name of the legal parent, Sporting Magic Inc. (formerly Advanced
Knowledge, Inc), but are considered a continuation of the financial statements
of the legal subsidiary, Soccer Magic Inc.;
iii. As Soccer Magic Inc. is deemed to be the acquirer for accounting purposes,
its assets and liabilities are included in the consolidated financial statements
at their historical carrying values; and,
iv. Any comparative numbers are those of Soccer Magic Inc.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements have been prepared in accordance with generally
accepted accounting principles in the United States.
FOREIGN CURRENCY TRANSLATION
The functional currency of the Company is the Canadian dollar. The financial
statements are presented in U.S. dollars using the principles set out in
Statement of Financial Accounting Standards No. 52 "Foreign Currency
Translation" (SFAS No. 52). Assets and liabilities are translated at the rate of
exchange in effect at the close of the period. Revenues and expenses are
translated at the weighted average of exchange rates in effect during the
period. The effects of exchange rate fluctuations on translating foreign
currency assets and liabilities into U.S. dollars are included as part of the
accumulated other comprehensive loss component of shareholders' equity.
9
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SPORTING MAGIC INC.
(FORMERLY ADVANCED KNOWLEDGE, INC.)
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------
(Expressed in US Dollars)
APRIL 30, 2000
(UNAUDITED)
LOSS PER SHARE
The Company reports earnings per share in accordance with the provisions of SFAS
No. 128, Earnings Per Share. SFAS No.128 requires presentation of basic and
diluted earnings per share in conjunction with the disclosure of the methodology
used in computing such earnings per share. Basic earnings per share excludes
dilution and is computed by dividing income available to common shares by the
weighted average common shares outstanding during the period. Diluted earnings
per share takes into account the potential dilution that could occur if
securities or other contracts to issue common stock were exercised and converted
into common stock.
INCOME TAXES
Income taxes for the interim period were computed using the effective tax rate
estimated to be applicable for the full fiscal year, which is subject to on
going review and evaluation by management.
4. SUBSEQUENT EVENTS
On May 3, 2000 the Company signed a consulting agreement which obligated the
Company to issue 1,600,000 restricted shares of its common stock as follows:
1. 400,000 shares issued on signing of the agreement,
2. 1,200,000 shares in six equal installments of 200,000 per month commencing
on June 1, 2000 and ending on November 1, 2000.
On May 16, 2000 the Company signed a consulting agreement which obligated the
Company to issue 800,000 free trading and restricted shares of its common stock
as follows:
1. 100,000 free trading and 100,000 restricted shares issued on signing of the
agreement,
2. 100,000 free trading and 100,000 restricted shares quarterly until expiry
of the agreement on May 16, 2001.
10
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PLAN OF OPERATION
We have successfully completed our winter season operations at our two
indoor soccer facilities in London and Kingston, Ontario, Canada. We have closed
the London location for the summer as planned and reduced the staff complement
to the minimum required for maintenance of the facility until the season
restarts in October. The Kingston location will operate a small summer camp
program; staff has been reduced accordingly.
We expect that activity at these two locations will continue to grow
significantly when seasonal operations resume in October 2000. Such growth in
revenues, along with plans for the securing of additional private financing,
should satisfy our cash requirements over the next year. However, there can be
no assurance that we will be successful in raising capital through the sale of
equity or debt.
We are actively seeking to expand our operations. We have retained the
services of a financial consultant to assist in accessing debt and equity
financing and identifying acquisition targets. In addition, we have retained the
services of A-Z Professional Consultants of Salt Lake City, Utah and 21st
Capital Partners, LLC of Charlotte, North Carolina as public and investor
relations consultants.
We plan to acquire, build or franchise locations in North America, with a
particular focus on the United States, where we have identified a strong demand
for indoor sporting facilities in many regions of the country. We have
identified several opportunities to acquire existing facilities. We hope to
complete at least one significant acquisition before the next playing season
begins.
Our acquisition of Soccer Magic Inc. on March 20, 2000 is subject to
automatic rescission and unwinding on June 30, 2000 unless, prior to that date,
our new management completes a private placement raising gross proceeds of at
least $2.7 million and we are then current in our filing obligations with the
SEC. Our new management is currently seeking to negotiate arrangements with our
previous management and the escrow agent for a postponement of the rescission
date for a period as yet to be determined.
RESULTS OF OPERATIONS
Quarter and six months ended April 30, 2000 compared with the quarter and six
months ended April 30, 1999
Operations during the quarter ended April 30, 2000 resulted in a net loss
of $148,796 compared with a net loss of $101,388 for the quarter ended April 30,
1999. For the six months ended April 30, 2000, the net loss was $201,716
compared with $179,011 for the previous year six month period. The increase in
the loss in both cases is principally attributable to an increase in
professional fees associated with our acquisition of Soccer Magic Inc. on March
20, 2000.
11
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Revenue for the quarter ended April 30, 2000 increased 34% to $200,385 from
$149,506 for the quarter ended April 30, 1999. A 32% increase to $402,175
occurred in the six month period revenues at April 30, 2000 from $303,901 for
the six months ended April 30, 1999. The change in both periods is mainly
attributable to increases in league, tournament and field rental activity
resulting from improving team enrollments for the 1999-2000 playing season.
Expenses for the quarter ended April 30, 2000 increased to $349,181 from
expenses of $250,894 for the quarter ended April 30, 1999. Of this $98,287
increase, $80,492 is attributable to increased professional fees as described
above. A further $12,377 is the result of higher utility costs associated with
increasing energy prices. For the six months ended April 30, 2000 expenses were
$603,891, while expenses for the previous year comparable period were $482,912.
Again, the increase in expenses is mainly attributable to higher professional
fees ($77,120) and utility costs ($17,431).
Our operations are highly seasonal in nature. We do not expect to receive
any significant revenues until the winter league play season begins again in
October 2000. As our expenses are largely fixed in nature, we will typically
incur operating losses in the third and fourth quarters of each year.
Conversely, we will have our best operating results in any year in the first and
second quarters. One of the objectives of our planned growth strategy will be to
acquire or build locations that will balance our operating results over the
whole year.
CAPITAL EXPENDITURES
We have no material commitments for capital expenditures. Finances
permitting, alterations are planned for the London facility, to be completed
before October 2000, to remove boards from the perimeter of one field to offer
play on an open indoor field as well as the operation of an indoor golf driving
range.
Any capital expenditure commitments arising out of future acquisitions will
be funded from the additional private financing we are currently seeking.
12
<PAGE>
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Sporting Magic Inc. and its subsidiaries are not parties to any material
legal proceedings.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
As previously reported, on March 20, 2000 we purchased all of the
outstanding shares of Soccer Magic Inc. from its 11 shareholders in exchange for
a total of 10,000,000 newly issued shares of our common stock. We issued our
common stock without registration in reliance on the Section 4(2) private
placement exemption.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
During the quarter ended April 30, 2000, we did not submit any matters to a
vote of our security holders. In May 2000, we requested the written consent of
our stockholders, without the holding of a meeting, to a change in our corporate
name from "Advanced Knowledge, Inc." to "Sporting Magic Inc." The change was
approved on June 1, 2000 and became effective on June 12, 2000. Of the
16,000,000 shares of common stock then outstanding, 13,441,351, or 84%, were
voted in favor of the name change.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBITS
The following documents are included or incorporated by reference as
exhibits to this report:
EXHIBIT
NO. DOCUMENT DESCRIPTION
------- --------------------------------------------------------------
(2) PLAN OF PURCHASE, SALE, REORGANIZATION, ARRANGEMENT, LIQUIDATION
----------------------------------------------------------------
OR SUCCESSION
-------------
2.1 Form of Acquisition Agreement by and between the registrant and
Soccer Magic dated as of December 14, 1999(1)
13
<PAGE>
2.2 Escrow Agreement dated as of March 16, 2000 by and among the
registrant, Soccer Magic and Jack L. Chegwidden, a professional
corporation, as escrow agent(2)
The following attachment to the Escrow Agreement will be provided
to the Commission upon request:
ATTACHMENT DESCRIPTION
Schedule A Addresses of SMI Shareholders
2.3 Asset Sale Agreement dated as of March 16, 2000 by and among the
registrant, Becor Internet Inc. and Buddy Young and ratified and
approved by Soccer Magic(2)
The following attachments to the Asset Sale Agreement
will be provided to the Commission upon request:
ATTACHMENT DESCRIPTION
Exhibit A Schedule of Trademarks, Patents and Copyrights
Exhibit B Schedule of Personal Property
Exhibit C Schedule of Equipment Leases
Exhibit D Schedule of Contracts, Accounts Receivable and
Inventory
Exhibit E Schedule of Other Events
Exhibit F Schedule of Assumed Liabilities
2.4 Form of Purchase and Sale Agreement dated as of December 1999 by
and between the registrant and each of the former shareholders of
Soccer Magic(2)
2.5 Representation Letter from Buddy Young to Soccer Magic and its
former shareholders(2)
2.6 Amendment Agreement dated as of February 14, 2000 by and among
the registrant; Soccer Magic; Becor Internet Inc.; Jack
L. Chegwidden, a professional corporation, as escrow agent;
officers of the registrant; officers of Soccer Magic; and
Buddy Young, Manny Gross, Myron Grunberg and Brian
Rattenbury, as individuals(2)
(3) ARTICLES OF INCORPORATION AND BY-LAWS
-------------------------------------
3.1 Certificate of Incorporation(3)
3.2 Certificate of Amendment dated March 11, 1987(4)
14
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3.3 Certificate of Amendment dated September 18, 1990(4)
3.4 Certificate of Amendment dated August 5, 1998(3)
3.5 Certificate of Merger(3)
3.6 By-laws(3)
(4) INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS
---------------------------------------------------
4.1 Facsimile of specimen common stock certificate(4)
(27) FINANCIAL DATA SCHEDULE
-----------------------
27.1 Financial Data Schedule
--------------------
(1) Previously filed as an exhibit to the registrant's report on Form 10-QSB
for the quarter ended November 30, 1999, which was filed on December 12,
1999, and incorporated herein by reference.
(2) Previously filed as an exhibit to the registrant's current report on Form
8-K, which was filed on April 4, 2000, and incorporated herein by
reference.
(3) Previously filed as an exhibit to the registrant's registration statement
on Form 10-SB, which was filed on January 7, 1999, and incorporated herein
by reference.
(4) Previously filed as an exhibit to the registrant's annual report on Form
10-KSB, which was filed on October 21, 1999, and incorporated herein by
reference.
(B) REPORTS ON FORM 8-K
We filed a Form 8-K on April 4, 2000 to report the Item 2 reverse
acquisition of Soccer Magic Inc. on March 20, 2000. The report included pro
forma financial information. As permitted, on June 5, 2000 we filed Soccer
Magic's historical financial statements by amendment on Form 8-K/A.
15
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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.
SPORTING MAGIC INC.
(Registrant)
Date: June 14, 2000 /S/ MYRON GRUNBERG
------------------
Myron Grunberg, President and Chief
Executive Officer (Principal Executive
Officer)
Date: June 14, 2000 /S/ BRIAN RATTENBURY
--------------------
Brian Rattenbury, Chief Financial
Officer (Principal Financial and Accounting
Officer)
16
