FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
[X] Quarterly report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal quarter ended September 30, 2000.
[ ] 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
Anything Internet Corporation
------------------------------------------------------
(Exact Name of Company as Specified in its Charter)
Colorado 84-1425882
----------------------------- ---------------------------
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
10333 E. Dry Creek Road, Suite 270 Englewood, CO 80112
--------------------------------------- ----------------------
(Address of principal executive offices) (Zip Code)
Company's telephone Number: (303) 662-0900
-------------
NONE
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(Former name, former address and former fiscal year, if changed since last
report)
Check whether the Company: (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Company was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days. YES X NO
--- ---
State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at October 31, 2000
--------------------------------- ---------------------------------
Class A Common stock, no par value 6,108,802 Shares
Anything Internet Corporation
Index
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Consolidated Balance Sheets-------------------------------------2
Consolidated Statements of Operations--------------------------3
Consolidated Statements of Stockholder's Equity---------------4
Consolidated Statements of Cash Flows-------------------------5
Notes to Consolidated Financial Statements--------------------6
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations-------------------------9
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K--------------------------------12
Signatures -------------------------------------------------------------------12
Exhibits ---------------------------------------------------------------------14
1
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<TABLE>
<CAPTION>
ANYTHING INTERNET CORPORATION
CONSOLIDATED BALANCE SHEETS
(unaudited)
ASSETS
September 30, June 30th,
2000 2000
--------------- ---------------
<S> <C> <C>
Current assets:
Cash $ 105,903 $ 199,755
Accounts Receivable 61,133 78,717
Notes Receivable-Related Party 0 208,762
--------------- ---------------
Total current assets 167,036 487,234
--------------- ---------------
Furniture and Equipment, less accumulated 127,962 139,551
depreciation of $285,791 and $266,602.
Software development costs, less 52,663 49,359
accumulated amortization of $83,332 and $78,871.
Licensing Rights, less accumulated 8,875,245 9,126,949
amortization of $328,713 and $0
Deposits 16,884 16,884
--------------- ---------------
9,072,754 9,332,743
--------------- ---------------
$ 9,239,790 $ 9,819,977
=============== ===============
</TABLE>
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<TABLE>
<CAPTION>
ANYTHING INTERNET CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
September 30, June 30,
2000 2000
---------------- ----------------
<S> <C> <C>
Current liabilities:
Accounts payable $ 177,088 $ 234,098
Accrued expenses 38,978 62,616
Accrued liability 30,255 0
Bank lines of credit 43,339 128,427
Notes payable - current portion 0 60,168
Notes payable - related party 360,000 0
---------------- ----------------
Total current liabilities 649,660 485,309
---------------- ----------------
Total Liabilities 649,660 485,309
Stockholders' equity:
Preferred stock, Class A, no par value
10,000,000 shares authorized;
1,106,154 and 1,106,154 shares issued and outstanding 629,418 629,418
Common stock, Class A, no par value;
25,000,000 shares authorized;
6,108,802 and 5,823,802 issued and outstanding 11,695,344 11,205,716
Accumulated deficit (3,734,632) (2,500,466)
---------------- ----------------
Total stockholders' equity 8,590,130 9,334,668
---------------- ----------------
Total liabilities and stockholders' equity $ 9,239,790 $ 9,819,977
================ ================
</TABLE>
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<TABLE>
<CAPTION>
ANYTHING INTERNET CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
(unaudited)
- For The Quarter Ending -
September 30,
2000 1999
------------- -----------
<S> <C> <C>
Sales $ 51,636 $ 620,062
Cost of sales 576 592,507
------------- -----------
Gross profit 51,060 27,555
Selling, general and administrative expenses 1,265,748 234,763
Stock based compensation 15,000 0
------------- -----------
(Loss) from operations (1,229,688) (207,208)
------------- -----------
Other income (expense):
Interest expense (4,747) (1,170)
Interest income 269 0
------------- -----------
Income (loss) before provision for income taxes (1,234,166) (208,378)
Provision for income tax - -
------------- -----------
Net income (loss) $ (1,234,166) $ (208,378)
============= ===========
Basic/Diluted Net loss per share (0.21) ($0.07)
============= ===========
Basic/Diluted weighted average number 5,988,802 3,040,407
of common shares outstanding ============= ===========
</TABLE>
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<TABLE>
<CAPTION>
ANYTHING INTERNET CORPORATION
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
From July 1, 1999 to September 30, 2000 (unaudited)
Stock Stock-
Preferred Stock Common Stock Subscrip. Accum. Holders'
Shares Amount Shares Amount Receivable Deficit Equity
----------- ------------ ----------- ------------ ---------- ------------ -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balances at June 30, 1999 - $ - 3,040,400 $ 427,900 ($68,000) ($616,450) ($256,550)
----------- ------------ ----------- ------------ ---------- ------------ -----------
Subscription Received 34,000 - 68,000 68,000
Compensatory stock issuance 55,000 141,000 614,234 614,234 755,234
Shares Issued on Warrant exercise 200,000 600,000 600,000
Shares Issued on Option exercise 500,000 500,000 500,000
Sales of Common & Preferred Stock 145,500 185,000 205,000 405,000 590,000
Offering Expense (38,000) (38,000)
Common Stock Converted
to Preferred Stock 905,654 303,418 (1,769,832) (303,418) -
Shares Issued in acquisition 3,000,000 9,000,000 9,000,000
Net loss for the year
ended June 30, 2000 (1,884,016) (1,884,016)
----------- ------------ ----------- ------------ ---------- ------------ ----------
Balances at June 30, 2000 1,106,154 $ 629,418 5,823,802 $11,205,716 $ - ($2,500,466) $9,334,668
----------- ------------ ----------- ------------ ---------- ------------ ----------
Sales of Common Stock 285,000 489,629 489,628
Net loss for the quarter
ended September 30, 2000 (1,234,166) (1,234,166)
----------- ------------ ----------- ------------ ---------- ------------ ----------
Balances at September 30, 2000 1,106,154 $ 629,418 6,108,802 $11,695,344 $ - ($3,734,632) $8,590,130
=========== ============ =========== ============ ========== ============ ==========
</TABLE>
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<TABLE>
<CAPTION>
ANYTHING INTERNET CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
- For the Quarter Ended -
September 30,
2000 1999
------------ -------------
<S> <C> <C>
Cash flows from operating activities:
Net (loss) $(1,234,166) $ (208,378)
Adjustments to reconcile net (loss) to net
cash provided by (used for)operating activities:
Depreciation and Amortization 354,833 9,732
Stock based compensation 15,000 0
Debt retirement (30,000) 0
Accounts Receivable 226,348 82,644
Changes in other current assets 0 166
Current liabilities (50,394) 132,113
------------ -------------
Net cash used by (used for) operating activities (718,379) 16,277
Cash flows from investing activities:
Acquisition of office equipment (7601) (7,868)
Software development costs (7765) (7,300)
------------ -------------
Net cash used by (used for) investing activities (15,366) (15,168)
------------ -------------
Cash flow from financing activities:
Sale of common and preferred stock 395,149 18,000
Stock subscription 0 5,000
Payments on Notes Payable (30,168) 0
Payments on Line of Credit (85,088) (22,050)
Proceeds from Notes Payable-Related Party 360,000 0
Proceeds from Line of Credit 0 30,340
------------ -------------
Net cash provided by financing activities 639,893 31,290
------------ -------------
Net increase (decrease) in cash (93,852) 32,399
Cash at beginning of the period 199,755 1,454
------------ -------------
Cash at end of the period 105,903 33,853
============ =============
Schedule of non-cash investing and financing activities:
Issued additional 30,000 shares at $77,008 addition to settle Inform's liability to its officer. Additional
Issuance increased valuation of licensing rights.
Supplemental Disclosure:
Cash paid for interest during quarter ended September 30, 2000 and 1999: $2,062.47 and $0.
</TABLE>
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ANYTHING INTERNET CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES:
Basis of Presentation
-----------------------
The consolidated financial statements include the accounts of Anything Internet
Corporation (formerly Anything Corporation) and its wholly owned subsidiaries,
Inform Worldwide Inc., AnythingPC Internet Corporation and Anything Coffee
Corporation.
Nature of Organization
------------------------
The Company, operating through its subsidiary Inform Worldwide, Inc., has
changed its focus to become a location-based services provider throughout the
Americas. The company currently supports two major product lines: an Internet
mapping portal that focuses on Latin American & Spanish speaking market and
location tracking of vehicles and valuable assets through Internet and wireless
communication devices. The company is also developing additional location-based
services to be delivered through Internet and wireless communication devices,
and to provide remote monitoring capabilities.
Interim Unaudited Financial Statement
-------------------------------------
The interim financial statements are unaudited and reflect all adjustments
(consisting only of normal recurring adjustments) which are, in the opinion of
management, necessary for a fair presentation of the financial position and
operating results for the interim periods. The results of operations for the
six months ended September 30, 2000 are not necessarily indicative of the
results of the entire year. The financial statements included herein are
presented in accordance with the requirements of Form 10-QSB and consequently do
not include all of the disclosures normally made in the registrant's annual Form
10-KSB filing. These financial statements should be read in conjunction with
the financial statements and notes thereto contained in the Company's Form
10-KSB for the year ended June 30, 2000.
IMPACT OF RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
--------------------------------------------------------
SFAS No. 133 Accounting for Derivative Instruments and Hedging Activities
requires companies to record derivatives on the balance sheet as assets or
liabilities, measured at fair value. Gains or losses resulting from changes in
the values of those derivatives are accounted for depending on the use of the
derivative and whether it qualifies for hedge accounting. The key criterion for
hedge accounting is that the hedging relationship must be highly effective in
achieving offsetting changes in fair value or cash flows. SFAS N. 133 is
effective for fiscal years beginning after June 15, 2000. Management believes
that the adoption of SFAS No. 133 will have no material effect on its financial
statements.
In March 2000, the FASB issued FASB Interpretation No. 44 Accounting for
Certain Transactions Involving Stock Compensation (FIN 44), which was effective
July 1, 2000, except that certain conclusions in this interpretation which cover
specific events that occur after either December 15, 1998 or January 12, 2000
are recognized on a prospective basis from July 1, 2000. This interpretation
clarifies the application of APB Opinion 25 for certain issues related to stock
issued to employees. Eldorado believes its existing stock based compensation
policies and procedures are in compliance with FIN 44 and therefore, the
adoption of FIN 44 had no material impact on Eldorado's financial condition,
results of operations or cash flows.
In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin (SAB)101 which provides guidance on applying generally
accepted accounting principles to selected revenue recognition issues.
Management believes that Eldorado's revenue recognition policies are in
accordance with SAB 101.
Net income (loss) per share
-------------------------------
The net income (loss) per share is computed by dividing the net income (loss) by
the weighted average number of shares of common outstanding. Warrants, stock
options, and common stock issuable upon conversion of the Company's preferred
stock are not included in the computation if the effect of such inclusion would
be anti-dilutive and would increase the earnings or decrease loss per share. If
included, the diluted weighted average outstanding shares would have been
8,082,962 and 6,978869 for quarter ended September 30th, 2000 and 1999.
NOTE 2: INTANGIBLE ASSETS
Licensing Rights
-----------------
On June 30th, 2000, the Company completed its acquisition of Inform Worldwide,
Inc. (Inform). Inform is a geographical information system (GIS) related
training, consulting and software development company based in Colorado. Inform
Worldwide, Inc. has developed proprietary geography/location related software
and contractual relationships. The licensing rights acquired from Inform
Worldwide Inc. provide the Company the ability to transact business in the name
of Inform Worldwide Inc. and rights to sell and promote Inform Worldwide Inc.'s
proprietary technology. The Licensing Rights is valued at $9,203,957 according
to purchasing account method. A total of 3,030,000 shares of Class A common
stock, valued at $3 per share were issued to Inform Worldwide Inc. in the
acquisition. The Company also acquired Inform's approximately $126,000
liability in the purchase. The purchased licensing rights give the Company
access to an estimated twelve GIS software applications developed by Inform
Worldwide Inc. and Mapas y Datos of Bogota, Colombia. The Licensing Rights was
assigned a useful life of seven years. Amortization expense for the quarter
ended September 30th, 2000 is $335,644.
7
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NOTE 3. RELATED PARTY TRANSACTIONS
During the Quarter ended September 30th, 2000 the Company borrowed $250,000 and
$110,000 from an officer and the officer's spouse. The $110,000 notes payable
carries 11% interest per annum and is due within 90 days. Additionally, the
Company will issue 100,000 options at $3 per share at the time this note
matures. The $250,000 notes payable to the officer carries a 11% per annum
interest rate and is due on demand. The company guarantees these notes payable
with substantially all of its tangible and intangible assets.
NOTE 4. LEASE COMMITMENT
The Company signed lease agreements for its office in two locations. One lease
expires end of May 2000 and the other lease expires May 2003. The Company has
also signed several equipment leases that expire in 2001 and 2003. Lease
expense for both property and equipment incurred for the quarter ended September
30th, 2000 and 1999 was approximately $56,430 and $6,000. The total remaining
minimum future rental payments is $571,478 of which $219,278 is current.
NOTE 5. NOTES PAYABLE & LINES OF CREDIT
The Company has also established a $50,000 line of credit with US Bank of
Colorado Springs, Colorado. Payments are due on the 15th of each month and
interest accrues at the rate of 10.45% per annum. At September 30th, 2000 and
June 30th, 2000 the Company's outstanding balance on this credit line was
$43,339 and $46,828. This Line Of Credit is personally guaranteed by a prior
officer.
Inform Worldwide Inc. has established a line of credit with a bank providing for
borrowing to $100,000 as of June 30, 2000. This line of credit expired on July
10, 2000. At June 30, 2000 the Company's outstanding balance on this credit line
was $ 81,599. Inform Worldwide, Inc. also had an equipment loan with a bank
with a balance of $30,168 as of June 30th, 2000. The Line of Credit and Note
Payable were personally guaranteed by an Inform's officer. As a condition of the
merger agreement, these outstanding liabilities were paid off completely in July
2000.
NOTE 6. INCOME TAXES
Deferred income taxes arise from the temporary differences between financial
statement and income tax recognition of net operating losses. These loss
carryovers are limited under the Internal Revenue Code should a significant
change in ownership occur.
At September 30th, 2000 and June 30th, 2000, the Company had approximately
$3,734,632 and $2,482,000 of unused federal net operating loss carryforwards. A
deferred tax asset has been offset by 100% valuation allowance. The Company
accounts for income taxes pursuant to SFAS 109. The components of the Company's
assets and liabilities are as follows:
<TABLE>
<CAPTION>
September 30, 2000 June 30, 2000
-------------------- ---------------
<S> <C> <C>
Deferred tax asset arising from:
Net operating loss carryforwards $ 1,269,775 $ 893,895
-------------------- ---------------
1,269,775 893,895
Valuation allowance (1,269,775) (893,895)
-------------------- ---------------
Net Deferred Taxes $ - $ -
The income tax (benefit) consists of the following:
Deferred: (1,176,409) (782,205)
Federal (168,058) (111,690)
State -------------------- ---------------
($1,269,775) ($893,895)
==================== ===============
</TABLE>
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No difference exists between these amounts and amounts computed at federal and
state statutory rates. The net change in during the quarter ended September
30th, 2000 is 375,880.
Inform Worldwide, Inc. has been organized as an S-Corporation and paid no income
tax at the corporate level. Inform was reorganized as a C-Corporation as of
June 30, 2000.
NOTE 7. STOCKHOLDERS' EQUITY
The Company is authorized by its Articles of Incorporation, as amended, to issue
an aggregate of 25,000,000 shares of class 'A' common stock, no par value,
("common stock"); 25,000,000 shares of class 'B' common stock, no par value
("class B common stock"); 10,000,000 shares of class 'A' preferred stock, no par
value, $15 stated value ("class A preferred stock"); and 10,000,000 shares of
class 'B' preferred stock, no par value ("class B preferred stock"). No class B
common or preferred stock is currently issued or outstanding.
Class A Preferred Stock
--------------------------
Class A preferred stock has a stated value of $15 per share and bears a 12%
annual coupon rate. Each share of class A preferred carries two votes in any
voting matter. Class A preferred shares are convertible to three registered
common shares beginning December 18th, 2000. The Company may also call for the
conversion of the preferred stock at any time with a maximum of 60 days notice.
Accrued interest is payable in common or preferred stock. There are 1,106,154
shares of Class A Preferred Stock issued and outstanding.
Class A Common Stock
-----------------------
The Company has 6,108,082 and 5,823,802 shares of class A common stock issued
and outstanding on September 30th and June 30, 2000 respectively.
Stock Based Compensation
--------------------------
The Company periodically issues stock to various service providers as a form of
compensation. The services are valued at the fair market value of the service
performed. Which approximates the fair market value of the stock.
<TABLE>
<CAPTION>
Common Shares Preferred Shares Value of Services
Issued Issued Received
<S> <C> <C> <C>
Fiscal year ended June 30th, 2000 614,234 55,000 $ 755,234
Quarter ending September 30th 5,000 $ 15,000
</TABLE>
Stock Options Awards
----------------------
In order to retain highly skilled employees, officers and directors, outsider
service providers and obtain general funding, the Company's Board of Directors
granted unqualified stock options periodically to various individuals. Among all
2,919,333 shares of outstanding options, 2,909,333 shares are non-qualified
stock options granted to officers, directors, employees and consultants to the
Company. They are generally granted at equal or above market price and have a
life of two to three years and vested immediately.
Summary
-------
A summary of the status of the Company's stock options as of June 30, 2000 and
1999, and changes during the years ending on these dates are presented below:
9
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<CAPTION>
Weighted Excerci- Weighted
Avg. sable Avg.
Options Shares Exercise Price Options Fair value
------- ------------ --------------- --------- -----------
<S> <C> <C> <C> <C>
Outstanding at June 30, 1999 620,000 $ 11.19 603,333 $ 1.48
Granted 3,597,500 $ 1.98
Exercised 500,000 $ 1.00
Forfeited/Cancelled 544,167 $ 1.17
------------ ---------------
Outstanding at June 30, 2000 3,173,333 $ 4.08 3,117,333 $ 0.39
Granted 2,420,000 $ 2.95
Exercised 0 0
Forfeited/Cancelled 500,000 $ 2.97
------------ ---------------
5,093,333 $ 3.65 3,367,333 $ 0.44
============ ===============
</TABLE>
NOTE 8. SUBSEQUENT EVENT
On November 14, 2000, the Company signed a definitive agreement to acquire Mapas
Y Datos of Bogota, Colombia. The company intends to acquire Mapas Y Datos in a
stock and cash acquisition.
Mapas Y Datos is Latin American geo-technology companies based in Bogot ,
Colombia. Mapas Y Datos focuses its businesses in the areas of Internet-based
mapping, Java programming, geospatial data processing, GPS, wireless
communications and the Wireless Application Protocol (WAP). They own proprietary
geo-web related software packages and web enabled mapping services for Latin
America. Mapas Y Datos, through a partnership w/Inverlink, operates
www.mapasoLatinos.com, a Latin American map portal.
---------------------
Item 2. Management's discussion and analysis of financial condition and results
of operations
The following discussion should be read in conjunction with the reviewed
quarterly financial statements filed with this report. Except for the historical
information contained herein, this report may contain forward looking statements
that involve risks and uncertainties, including uncertainty of market acceptance
of the Company's products and services, and timing of market acceptance, as well
as other risks detailed from time to time in the Company's filings with the
Securities and Exchange Commission.
10
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PLAN OF OPERATIONS
We changed our business direction in early 2000 to focus on the emergent market
for location-aware Internet and wireless applications - software that delivers
location and geographic information for commercial use. These applications
enable "location-based services", also known as
"Location-Commerce"("L-Commerce), to deliver information to users based on the
location of fixed and/or mobile assets through the Internet and/or wireless
communication devices. The Company plans to be a leading provider of L-Commerce.
Through the acquisition in June 2000 of Inform Worldwide, Inc. ("Inform"), the
Company achieved its first goal of obtaining an operating company to serve as
the catalyst for advancing its plans to become a leader in the field of
L-Commerce. The Company intends to use Inform's experience in geo information
systems to capture entirely new opportunities created by the proliferation of
location-based services. The cornerstone of the Company's strategy is an
electronic hub (or E-hub) that integrates location technology in an application
service provider (ASP) environment. The E-hub brings together a large number of
technology suppliers and buyers under one virtual roof and gives the Company the
ability to act as a syndicator that serves its customers by providing a
convenient mechanism for integrating location technology into their software
applications.
During the quarter ended on September 30th, 2000, the Company focused on
building a business plan to become the leader in location based services,
corporate restructuring and re-branding, deploying a version one E-hub
supporting Internet-based mapping, remote asset location monitoring (e.g.,
vehicles and other valuable objects) for use in both business-to-consumer (B2C)
and business-to-business (B2B) applications.
Recently, Inform Worldwide Holdings, Inc. signed a definitive agreement to
acquire Mapas y Datos, SA of Bogota, Colombia. Mapas y Datos is one of the
leading Latin American providers of location-based services based in Colombia.
The proposed transaction complements the Company's strategy of becoming the
leading L-Commerce provider in the Americas by extending its services into Latin
America and adding experienced software development capacity.
The objective for the fourth quarter of 2000 is to raise sufficient investment
into the Company to support its expansion plan, complete the acquisition of
Mapas y Datos, ramp up development and operations, deliver a fully functional
E-hub platform with Internet mapping and asset tracking applications, start a
marketing campaign both in North and South America on our location based
services, and development of telematics applications (remote device monitoring
and control).
11
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We cannot predict when revenues will be sufficient to produce a positive cash
flow or result in net profits. You should carefully consider the following
discussions of our liquidity and capital resources in relationship to our cost
of operations on a go forward basis.
RESULTS OF OPERATIONS - PERIOD ENDED SEPTEMBER 30, 2000 COMPARED TO PERIOD ENDED
SEPTEMBER 30, 1999
Revenue
Net sales for the quarter ending September 30, 2000 were $51,060, a decrease of
92% over $620,062 for the same period a year ago. Sales from quarter ended
September 30th, 1999 were a result of the Company's Internet storefronts
AnythingPC.com, AnythingMAC.com and AnythingUNIX.com. while the Company is now
Focusing on its new direction and plan. Sales generated during the third
quarter mostly stem from consulting income. The drop in the Company's revenue
stream is a reflection of the change of direction and our focus to complete the
new product line of location based services and to get ready for product
launching during the upcoming six months.
Gross Profit
Gross profits for the fiscal year ending September 30th, 2000 were $51,060, a
increase of 85% compared to $27,555 same period last year. This represent a
change of product line from product sales to a service oriented Company. The
personal computer product line that we carried last year generated low margin.
Gross profit margins increased from 2.4% of sales to 99% of sales as a result of
difference in recording in sales of products and sales of services. The Company
decided to forego selling to match competition and changed its focus to becoming
a location service syndicator. This decision resulted in a large drop in sales
and the closure of the storefronts.
Selling, General & Administrative Expenses
Selling, general and administrative (SG&A) expenses for the quarter ending
September 30, 2000 were $1,280,748 which represents a 547% increase from
$234,763 for the same period a year ago. The increase in expenses is due to the
Company's rapid growth during the past twelve months. The Company grew from
five employees a year ago to fifteen employees as of September 30th, 2000. The
major components of these expenses for the fiscal year were the hiring of
additional staff, development of the new management team and business plan,
acquisition of Inform Worldwide, Inc., acquisition costs of office and computer
equipment and software development costs and amortization of acquired licensing
rights.
The net loss for the quarter ending September 30th, 2000 amounted to
($1,234,166), or ($0.21) a share. This represents an increase of 492% compared
to ($208,378), or ($0.08) a share, for the same period a year ago. The increase
in net loss was the result of lower sales revenue and increased cost of
operations from expansion activities. There were a total of 6,108,802 shares
and 3,074,400 shares issued and outstanding as of September 30th, 2000 and 1999,
respectively.
Liquidity and Capital Resources
The Company's operations to date have concentrated on developing its Internet
storefronts, building brand recognition and a loyal customer following.
Recently, the Company changed its direction to focus in location based services.
The Company has been securing the financing necessary to fund the development,
operations and expansion of its business. The Company now is developing its new
business plan described earlier and is continuing to raise money to fund this
development.
As of September 30th, 2000, the Company had cash on hand of $105,903, accounts
receivable of $61,132. The Company also had bank credit lines totaling $50,000.
Net cash used by operating activities for the quarter ending September 30, 2000
totaled ($718,379) compared to $16,277 generated from operating activities for
the same period a year ago. The majority of the increase in cash flow used in
these operating activities was the result of higher SG&A expenses, as described
above.
Net cash used by investing activities totaled ($15,366) for the quarter ending
September 30th, 2000 compared to ($15,168 ) for the same period a year ago. We
issued 3,030,000 common shares to purchase Inform Worldwide, Inc. in a stock for
stock transaction. The decrease in investing activities was the result of
changes in operational direction.
12
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Net cash provided by financing activities totaled $849,000 for the quarter
ending September 30th, 2000 compared to $31,289 for 1999. The increase in cash
provided for by financing activities was the result of sale of common and
preferred stock, and loans from company's officers. Other financing came from
borrowing activities and utilizing existing credit facilities. The Company
expects to continue making significant investments in the future to support its
overall growth. The Board of Directors has approved 2,000,000 additional common
shares to be issued in a private placement. The private placement is expected
to bring in $3,000,000 in funding to help the Company facilitate its growth plan
within the next twelve months.
Currently, it is anticipated that ongoing operations will be financed from the
net proceeds of the anticipated private placement of the company's common stock,
cash on hand, accounts receivable, the various credit facilities available to
the Company, and from internally generated funds. However, as indicated in the
Company's most recent financial statements available herein, while operating
activities provide some cash flow, the Company is currently cash flow negative.
There can be no assurances that the Company's ongoing operations will begin to
generate a positive cash flow or that unforeseen events may not require more
working capital than the Company currently has at its disposal.
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(A) Exhibits
27.1 Financial Data Schedule
(B) Reports on Form 8-K
The Company filed current reports on Form 8-K on July 17th, 2000 and October
26th, 2000.
SIGNATURES
In accordance with the requirements of Section 13 or 15(d) 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, in the City of
Englewood, State of Colorado on this 20th day of November, 2000.
Anything Internet Corporation
/s/ Larry G. Arnold
----------------------
Larry G Arnold
Chief Executive Officer and
Chairman of the Board
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
<S> <C> <C>
/s/ Larry G. Arnold Chief Executive Officer and Chairman November 20,2000
--------------------------- of the Board
Larry G. Arnold
/s/ Edgar P. Odenwalder III President and Director November 20,2000
---------------------------
Edgar P. Odenwalder III
/s/ Mitzi Qin Mitchell Assistant Secretary, Treasurer and November 20,2000
--------------------------- Controller
Mitzi Qin Mitchell
/s/ John Herbers Director November 20,2000
---------------------------
John Herbers
13
<PAGE>
/s/ J. D. Kish Director November 20,2000
---------------------------
J. D. Kish
</TABLE>
14
<PAGE>
