<PAGE> 1
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended January 31, 1999 or
[ ] 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: 0-25185
MOMENTUM BUSINESS APPLICATIONS, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-3313175
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4301 Hacienda Drive, Suite 410, Pleasanton, CA 94588
(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code:
(925) 469-6621
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 [ ] No [X] (1)
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
<TABLE>
<CAPTION>
CLASS OUTSTANDING AT MARCH 1, 1999
----- ----------------------------
<S> <C>
Class A Common Stock, par value $.01 4,693,826
Class B Common Stock, par value $.01 1,000
</TABLE>
(1) - The registrant became subject to the filing requirements of the Securities
and Exchange Act of 1934 on December 31, 1998.
================================================================================
<PAGE> 2
MOMENTUM BUSINESS APPLICATIONS, INC.
(a development stage company)
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE NO.
--------
<S> <C> <C>
PART I FINANCIAL INFORMATION
ITEM 1 - Financial Statements (unaudited)
Condensed Balance Sheets 3
Condensed Statement of Income 4
Condensed Statement of Cash Flows 5
Notes to Condensed Financial Statements 6
ITEM 2 - Management's Discussion and Analysis of Financial Condition 9
and Results of Operations
PART II OTHER INFORMATION
ITEM 1 - Legal Proceedings 11
ITEM 2 - Changes in Securities and Use of Proceeds 11
ITEM 3 - Defaults upon Senior Securities 11
ITEM 4 - Submission of Matters to a Vote of Security Holders 11
ITEM 5 - Other Information 11
ITEM 6 - Exhibits and Reports on Form 8 - K 11
SIGNATURES 12
</TABLE>
2
<PAGE> 3
PART 1 - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
MOMENTUM BUSINESS APPLICATIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
----------------
CONDENSED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
JANUARY 31, NOVEMBER 10,
1999 1998
------------ ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $250,817,847 $ 1,000
------------ ------------
$250,817,847 $ 1,000
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accrued compensation $ 7,482 $ --
Due to PeopleSoft, Inc. 100,000 --
------------
Total current liabilities 107,482 --
Stockholders' equity:
Class A Common stock, $0.001 par value,
10,000,000 shares authorized, 4,693,826 issued
and outstanding as of January 31, 1999 4,694 1
Class B Common stock, $0.001 par value,
1,000 shares authorized, issued and
outstanding as of January 31, 1999 1 --
Additional paid-in capital 249,996,305 999
Retained earnings 709,365 --
------------ ------------
250,710,365 1,000
------------ ------------
$250,817,847 $ 1,000
============ ============
</TABLE>
See notes to condensed unaudited financial statements
3
<PAGE> 4
MOMENTUM BUSINESS APPLICATIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
----------------
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
PERIOD FROM
NOVEMBER 9, 1998
TO JANUARY 31, 1999
-------------------
<S> <C>
Revenues:
Net interest revenue $ 825,721
----------
Total revenues 825,721
Costs and expenses:
General and administrative 116,356
----------
Total costs and expenses 116,356
----------
Net income $ 709,365
==========
Basic and diluted income per share $ 0.43
Shares used in basic and diluted per ==========
share computation 1,633,635
==========
</TABLE>
See notes to condensed unaudited financial statements.
4
<PAGE> 5
MOMENTUM BUSINESS APPLICATIONS, INC.
(A DEVELOPMENT STAGE COMPANY)
----------------
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
PERIOD FROM
NOVEMBER 9, 1998
TO JANUARY 31, 1999
-------------------
<S> <C>
OPERATING ACTIVITIES
Net income $ 709,365
Adjustments:
Changes in operating assets and liabilities:
Accrued compensation 7,482
Due to PeopleSoft 100,000
------------
Net cash provided by operating activities 816,847
FINANCING ACTIVITIES
Issuance of common stock 250,001,000
------------
Net cash provided by financing activities 250,001,000
Net increase in cash and cash equivalents 250,817,847
Cash and cash equivalents at beginning of period 0
------------
Cash and cash equivalents at end of period $250,817,847
============
</TABLE>
See notes to condensed unaudited financial statements.
5
<PAGE> 6
MOMENTUM BUSINESS APPLICATIONS, INC.
NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
JANUARY 31, 1999
(UNAUDITED)
1. Basis of Presentation and Significant Accounting Policies
Momentum Business Applications, Inc., ("Momentum") was incorporated in Delaware
on November 9, 1998 and commenced operations on January 4, 1999. Momentum was
formed for the purpose of selecting and developing software application products
and commercializing such products, most likely through licensing to PeopleSoft,
Inc., ("PeopleSoft"). Since it commenced operations, Momentum's principal
activities have been setting up facilities, recruiting a board of directors and
reviewing individual product development proposals under its agreements with
PeopleSoft. In accordance with generally accepted accounting principles,
Momentum is considered a development stage company, and accordingly must present
financial information for the period from inception (November 9, 1998) to
January 31, 1999.
The information at November 10, 1998 was derived from the audited financial
statements included in Momentum's information statement distributed to its
shareholders dated December 31, 1998. The information at January 31, 1999 and
for the period from inception (November 9, 1998) to January 31, 1999 is
unaudited, and includes all adjustments (consisting only of normal recurring
adjustments) that the management of Momentum believes necessary for fair
presentation of the results for the periods presented. Interim results are not
necessarily indicative of results to be expected for the full year. Momentum's
fiscal year ends on April 30.
Accounting for Revenues and Expenses
Momentum is presently a development stage company, and therefore does not
currently generate any revenues from operating activities. Subject to the
successful completion of one or more product development projects, Momentum may,
in the future, derive revenues from the sale or license of its products, most
likely through marketing, distribution and sub-licensing by third parties.
Royalty and other product revenue will be recorded as earned. Momentum expects
to incur most of its expenses under its agreements with PeopleSoft. Development
costs paid to PeopleSoft under a software development agreement will be recorded
as research and development expenses when incurred. Amounts paid to PeopleSoft
under a services agreement will be recorded as administrative expenses when
incurred. See Note 2 for a description of the agreements between Momentum and
PeopleSoft.
Use of estimates
The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
Cash and cash equivalents
Momentum considers all highly liquid investments with maturities of three months
or less when purchased to be cash equivalents. At January 31, 1999, cash
equivalents consisted primarily of taxable investments in institutional money
market funds.
Per share information
The net income per share amount has been computed using the weighted average
number of common shares outstanding for the period. Substantially all of
Momentum's common stock was issued on December 31, 1998 and thus was outstanding
for only the last month of the period from inception to January 31. The $250
million contributed by PeopleSoft was only invested during the last month of the
same period. Had the shares been outstanding for the entire period or the cash
invested for the entire period, the resulting earnings per share would have been
different then the actual results achieved. Momentum has no outstanding stock
options or other dilutive instruments.
6
<PAGE> 7
Momentum Business Applications, Inc. (a development stage company)
Notes to Condensed Financial Statements (unaudited)
1. Basis of Presentation and Significant Accounting Policies (continued)
Income Taxes
Momentum accounts for income taxes under the provisions of Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes". This
statement provides for a liability approach under which deferred income taxes
are provided based upon enacted tax laws and rates applicable to the periods in
which the taxes become payable. Momentum expects to have a net loss for the
period inception to April 30, 1999, its fiscal year end, and thus no taxes were
provided for in the period ended January 31, 1999.
2. Arrangements with PeopleSoft
In late December 1998, PeopleSoft contributed $250 million in cash to Momentum.
On December 31, 1998, PeopleSoft transferred 4,693,826 shares, representing all
of the outstanding shares, of Momentum Class A Common Stock (the "Momentum
Shares"), to a custodian who distributed the shares to the holders of PeopleSoft
common stock in mid January 1999. Momentum Shares are traded on the Nasdaq
National Market under the symbol "MMTM". PeopleSoft continues to hold all 1,000
shares of the Momentum Class B Common Stock. In connection with PeopleSoft's
contribution to Momentum and the distribution of Momentum Shares, Momentum and
PeopleSoft entered into a number of agreements, including a Development and
License Agreement (the "Development Agreement"), Marketing and Distribution
Agreement and Services Agreement, which are discussed below. The agreements
between Momentum and PeopleSoft are more fully described in the Momentum
Registration Statement on Form 10 (Registration No. 0-25185) filed with the
Securities and Exchange Commission on December 31, 1998.
Momentum and PeopleSoft have entered into a Development Agreement pursuant to
which PeopleSoft will conduct product development and related activities on
behalf of Momentum under work plans and cost estimates which have been proposed
by PeopleSoft and approved by Momentum. Momentum is required to utilize the cash
initially contributed to Momentum by PeopleSoft plus interest earned thereon,
less administrative expenses and reserves of up to $2 million (the "Available
Funds") to conduct activities under the Development Agreement. It is expected
that the products to be developed under the Development Agreement will include
electronic business applications ("e- commerce"), analytic applications, and
industry specific applications. PeopleSoft has granted to Momentum a perpetual,
worldwide, non-exclusive license to use certain of PeopleSoft's proprietary
technology solely for internal use in conjunction with the Development
Agreement. As of January 31, 1999, there have been no development activities
performed by PeopleSoft on behalf of Momentum.
Under the terms of the Marketing and Distribution Agreement entered into by
Momentum and PeopleSoft, Momentum has granted PeopleSoft an option to acquire a
license to each product developed under the Development Agreement. The license
option for any such Momentum product is exercisable on a world-wide, exclusive
basis at any time from the date Momentum agrees to develop the product until the
earlier of a) thirty days after the product becomes Generally Available (as
defined in the agreements); or b) the expiration of the purchase option. The
license option will expire, to the extent not previously exercised, 30 days
after the expiration of PeopleSoft's option to purchase all of the outstanding
Momentum Shares as described below. If and to the extent the license option is
exercised as to any Momentum product, PeopleSoft will acquire a perpetual,
exclusive license (with the right to sublicense) to develop, make, have made and
use the licensed product, and to sell and have sold the licensed product. Upon
exercising the license option, PeopleSoft will assume responsibility for all
ongoing development and sustaining engineering expenses for the related product.
Under the License Agreement for each licensed product, PeopleSoft will make
payments to Momentum with respect to the licensed product equal to 1% of net
sales of the licensed product by PeopleSoft and its sublicensees, distributors
and marketing partners, plus an additional 0.1% of such net sales for each full
$1 million of Development Costs of the licensed product that have been paid by
Momentum, up to a maximum 6 percent royalty. PeopleSoft has the right to buyout
Momentum's right to receive payments for licensed products in accordance with a
formula set forth in the Marketing and Distribution Agreement.
Under the terms of the Services agreement, Momentum will pay PeopleSoft $100,000
per quarter to perform accounting, finance, human resources, information systems
and legal services on its behalf.
Pursuant to Momentum's Restated Certificate of Incorporation, PeopleSoft has the
right to purchase all (but not less than all) of the Momentum Shares (the
"Purchase Option"). The Purchase Option will be exercisable by written
7
<PAGE> 8
Momentum Business Applications, Inc. (a development stage company)
Notes to Condensed Financial Statements (unaudited)
2. Arrangements with PeopleSoft (continued)
notice to Momentum at any time until December 31, 2002, provided that such date
will be extended for successive six month periods if, as of any June 30 or
December 31 beginning with June 30, 2002, Momentum has not paid (or accrued
expenses) for all but $15 million of Available Funds as of such date. In any
event, the Purchase Option will terminate on the 60th day after Momentum
provides PeopleSoft with a statement that, as of the end of any calendar month,
there are less than $2.5 million of Available Funds remaining.
Except in instances in which Momentum's liabilities exceed its assets, if the
purchase option is exercised, the exercise price will be the greatest of:
(1) 15 times the sum of (i) the actual worldwide payments made by or due
from PeopleSoft to Momentum with respect to all Licensed Products and
Developed Technology for the four calendar quarters immediately
preceding the quarter in which the Purchase Option is exercised (the
"Base Period"); plus (ii) such payments as would have been made during
the Base Period by, or due from, PeopleSoft to Momentum if PeopleSoft
had not previously exercised its Product Payment Buy-Out Option with
respect to any Momentum Product (for purposes of the calculations in
(i) and (ii), payments will be annualized for any product that has not
been a Licensed Product for all of each of the four calendar quarters
in the Base Period);
minus
any amounts previously paid to exercise any Product Payment Buy-Out
Option for such Momentum Product;
(2) the fair market value of six hundred thousand (600,000) shares of
PeopleSoft Common Stock, adjusted in the event of a stock split or
dividend, as of the date PeopleSoft exercises its Purchase Option;
(3) three hundred million dollars ($300,000,000) plus any additional funds
contributed to Momentum by PeopleSoft, less the aggregate of all
amounts paid or incurred to develop the Momentum Products or pursuant
to the Services Agreement as of the date the Purchase Option is
exercised; or
(4) seventy-five million dollars ($75,000,000).
In the event Momentum's liabilities (other than liabilities under the
Development Agreement, the Marketing Agreement and the Services Agreement)
exceed Momentum's assets, the Purchase Option Exercise Price described above
will be reduced by the amount such liabilities at the time of exercise are in
excess of Momentum's cash and cash equivalents, and short term and long term
investments. If PeopleSoft exercises the Purchase Option, PeopleSoft will pay
the exercise price in cash.
Until the expiration of the Purchase Option, PeopleSoft, as the sole holder of
the Momentum Class B Common Stock, will be entitled to vote separately as a
class with respect to any merger or liquidation of Momentum, the sale, lease,
exchange, transfer or other disposition of any substantial asset of Momentum,
and any amendments to the Certificate of Incorporation of Momentum that would
alter the Purchase Option, Momentum's authorized capitalization, or the
provisions of the Certificate of Incorporation governing Momentum's Board of
Directors. Accordingly, PeopleSoft could preclude the holders of the Momentum
Class A Common Stock from taking any of the foregoing actions during such
period. Prior to exercise of the Purchase Option, the holder or holders of the
Momentum Class B Common Stock, voting as a separate class, will be entitled to
elect one director, and the holder or holders of the Momentum Class A Common
Stock will be entitled to elect up to three directors. Upon exercise of the
Purchase Option, PeopleSoft, as the sole holder of the Momentum Class B Common
Stock, will have the right to elect all of the Momentum directors and to remove
directors with or without cause. On all other matters, holders of the Momentum
Class A Common Stock and Momentum Class B Common Stock will vote together as a
single class. Holders of Momentum Common Stock will have one vote for each share
of Momentum Common Stock held by them. Subject to compliance with securities
laws, the Momentum Class B Common Stock is freely transferable.
8
<PAGE> 9
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The Discussion and Analysis of Financial Condition and Results of Operations
contains descriptions of the Company's expectations regarding future trends
affecting its business. These forward-looking statements and other
forward-looking statements made elsewhere in this document are made in reliance
upon safe harbor provisions of the Private Securities Litigation Reform Act of
1995. The following discussion sets forth certain factors the Company believes
could cause actual results to differ materially from those contemplated by the
forward-looking statements. Forward-looking statements include, but are not
limited to, those items identified with a footnote (1) symbol. The Company
undertakes no obligation to update the information contained herein.
RESULTS OF OPERATIONS
Momentum is a development stage company, and accordingly, generates no revenue
presently from operations. Under the Development and License Agreement between
Momentum and PeopleSoft (the "Development Agreement"), PeopleSoft has granted to
Momentum a worldwide royalty free license to use PeopleSoft technology solely to
select and develop Momentum products, and to conduct related activities, and to
commercialize such products.
In late December 1998, PeopleSoft contributed $250 million in cash to Momentum
("the Available Funds"). On December 31, 1998, all of the outstanding shares of
Momentum Class A Common Stock (the "Momentum Shares"), a total of 4,693,826
Momentum Shares, were transferred to a custodian who distributed the shares to
the holders of PeopleSoft common stock in mid January 1999. Momentum commenced
operations on January 4, 1999, and its net income for the period from inception
to January 31, 1999 was $709,365. The income resulted from interest earned of
$825,725 partially offset by general and administrative costs. It is expected
that Momentum will begin incurring losses in its fourth fiscal quarter as it
begins research and development activities. If Momentum engages PeopleSoft to
perform research and development work, as is expected, PeopleSoft will charge
Momentum 110% of its fully-burdened cost of performing such activities. Fully
burdened costs include salary, benefits and overhead allocations, but do not
include certain other costs related to product development, such as the human
resources costs associated with recruiting development personnel and other
indirect expenses such as senior level development management. Based on its
internal projections, PeopleSoft believes that these other costs will be
approximately 10% of the fully-burdened costs. Momentum will also incur certain
direct costs associated with developing software application products. These
costs could also include payments to other third parties for development,
royalties, or costs associated with acquiring or investing in complementary
companies, products or technology.
PeopleSoft's $250 million contribution in December 1998 generated interest
income of $825,725 to Momentum for the period from inception to January 31,
1999. Momentum will continue to earn interest on its cash and cash equivalents
in future periods but it is expected the amount earned will decrease as the cash
is used to develop software application products. Interest earned in the fourth
quarter of fiscal 1999 is expected to be higher than the amount earned in the
period ended January 31, 1999, as the amount will be invested for the entire
quarter versus only thirty-two days in the period just ended.
In its first several quarters, the results of operations of Momentum are
expected to reflect primarily interest income on the funds contributed by
PeopleSoft, research and development expenses related to development of the
Momentum products, and general and administrative costs and expenses. In
contrast to the period from inception to January 31, 1999, Momentum is expected
to record net losses in future periods, as product development expenses under
its agreements with PeopleSoft are expected to exceed investment income.
General and administrative expenses for the period from inception to January 31,
1998 were $116,356, representing the contractual quarterly fee under services
agreement with PeopleSoft and the salary and benefits of the president, who is
presently the sole employee of Momentum. Momentum currently has no plans to hire
additional employees, however; such plans could change in the future. Under the
services agreement, PeopleSoft has agreed to provide Momentum with
administrative services, including accounting, finance, human resources,
information systems and legal services. Momentum expects to incur certain other
direct, out of pocket administrative expenses such as legal and audit fees,
outside director fees, and other costs associated primarily with being a public
company.
9
<PAGE> 10
Because of the restrictions on the use of Available Funds under the Development
Agreement, Momentum is not expected, for the indefinite future, to spend any
funds on sales, marketing, or distribution activities. As such, it will not be
able to effectively establish a brand, corporate image or identity in the
overall marketplace. Such anonymity may make it more difficult for Momentum to
pursue alternate exit strategies, should PeopleSoft not exercise its purchase
option in the future.
LIQUIDITY AND CAPITAL RESOURCES
Momentum was formed on November 9, 1998. PeopleSoft contributed a total of $250
million in cash to Momentum prior to distributing all of the Momentum Class A
Common Stock to its shareholders. PeopleSoft's contribution (together with all
past and future interest earned thereon) is expected to fund research and
development activities for approximately three to four years. Momentum's funds
are expected to be used primarily to fund activities to be conducted under the
Development Agreement with PeopleSoft. Momentum expects to engage PeopleSoft or
other third parties to perform the development activities on Momentum's behalf.
Momentum is not expected to require significant facilities or capital equipment
of its own during the term of the Development Agreement.
Momentum's development activities are expected to focus on e-business products,
analytic application products, and industry specific applications. PeopleSoft
will propose various products to Momentum from which Momentum will select
certain products to develop. Momentum believes there are numerous possible
products that could be developed in each of the three areas and expects that it
and PeopleSoft will need to agree on the initial prioritization of the products
to be developed and the associated allocation of the Available Funds. Based on
PeopleSoft's experience in developing software products of comparable scope, and
the number of projects that are believed to be manageable at any given time, and
assuming availability of engineers with relevant expertise, the Available Funds
are expected to be expended in approximately three to four years. Because time
to market considerations may be critical to the successful market acceptance of
certain products to be developed, Momentum will endeavor to spend the Available
Funds as quickly as practicable.
In addition to the Available Funds, Momentum may generate additional funds
through successfully licensing its products to PeopleSoft or other parties.
These funds would not be considered Available Funds and thus their use by
Momentum would not be restricted by the Development Agreement. Momentum may also
obtain additional capital through either debt or equity financings, as long as
the terms of such financings do not alter PeopleSoft's rights as a Class B
Common Stock holder. Funds raised through such financings would not be
considered Available Funds and thus their use by Momentum would not be
restricted by the Development Agreement.
There can be no assurances, particularly given the existence of the Development
Agreement, the Marketing Agreement and the Services Agreement, that Momentum
will be able to raise any additional capital. Such additional capital, if
raised, would most likely reduce the per share proceeds available to holders of
the Momentum Class A Common Stock if the Purchase Option were to be exercised by
PeopleSoft.
YEAR 2000 DISCLOSURE
Momentum expects that substantially all of its research and development and
administrative activities will be performed by PeopleSoft. Momentum believes
that PeopleSoft's internal systems are Year 2000 compliant. To the extent that
Momentum purchases its own internal systems or contracts with other parties for
such services, it expects to be able to find systems and service providers which
are Year 2000 compliant. However, Momentum and PeopleSoft will be relying on a
variety of service providers, including telephone companies, utilities and
network services providers whose Year 2000 compliance is difficult to ascertain.
If any these providers were unable to provide their services to either
PeopleSoft or Momentum, Momentum's business could be adversely affected.
10
<PAGE> 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
On February 1, 1999, Momentum was first named as an additional defendant in
a series of class action lawsuits brought against PeopleSoft, Inc. and
certain of its officers and directors, alleging securities fraud in
connection with, inter alia, PeopleSoft's spin off of Momentum to
PeopleSoft shareholders. Out of nineteen such class actions filed to date,
only one names Momentum as a defendant. The class period in all such
actions is from February 1997 to January 28, 1999, the date when PeopleSoft
first announced that the Securities and Exchange Commission was reviewing
PeopleSoft's accounting treatment for certain transactions in prior
periods. The actions are pending in the United States District Court for
the Northern District of California, under the lead case name Suttovia v.
Duffield, et al, No. C 99-0472 MJJ. It is expected that all actions will be
consolidated into a single action within the next 120 days, and an amended
complaint filed at that time. It is uncertain whether certain of the claims
and allegations in the current complaint will be included in the amended
complaint, or whether Momentum will remain a defendant in the consolidated
case. Management does not believe that the case, if it goes forward, will
cause a material adverse impact on Momentum's business or operations.
Item 2. Changes in Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8 - K
(a) Exhibits
27.1 Financial Data Schedule - Period form inception to January 31, 1999
(b) Reports on Form 8 - K
No reports on Form 8 - K were filed during the period from inception to
January 31, 1999
11
<PAGE> 12
SIGNATURES
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.
Dated: March 16, 1999
MOMENTUM BUSINESS APPLICATIONS, INC.
By: /s/ Ronald E. F. Codd
-----------------------------------------
Ronald E. F. Codd
President and Chief Executive Officer
(Principal Executive, Financial and
Accounting Officer)
12
<PAGE> 13
MOMENTUM BUSINESS APPLICATIONS, INC.
(a development stage company)
INDEX OF EXHIBITS
EXHIBIT # EXHIBIT TITLE
- --------- -------------
27.1 Financial Data Schedule - January 31, 1999
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS AND RELATED NOTES
CONTAINED IN THIS FILING AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL INFORMATION.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> APR-30-1999
<PERIOD-START> NOV-09-1998
<PERIOD-END> JAN-31-1999
<CASH> 250,817,847
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 250,817,847
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 250,817,847
<CURRENT-LIABILITIES> 107,482
<BONDS> 0
0
0
<COMMON> 4,694
<OTHER-SE> 250,705,671
<TOTAL-LIABILITY-AND-EQUITY> 250,817,847
<SALES> 0
<TOTAL-REVENUES> 825,721
<CGS> 0
<TOTAL-COSTS> 116,356
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 710,365
<INCOME-TAX> 0
<INCOME-CONTINUING> 710,365
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 710,365
<EPS-PRIMARY> .43
<EPS-DILUTED> .43
</TABLE>
