<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
Report of Foreign Issuer
PURSUANT to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
Filing No. 1 for the Month of August, 2000
Bid.Com International Inc.
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(Exact name of Registrant)
6725 Airport Road, Suite 201, Mississauga ON, Canada L4V 1V2
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(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F
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Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
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<PAGE>
BID.COM INTERNATIONAL INC.
On August 25, 2000, Bid.Com International Inc. ("Bid.Com") mailed to all
registered shareholders its Second Quarter 2000 Report.
This Form 6-K may include comments that do not refer strictly to historical
results or actions and may be deemed to be forward-looking within the meaning of
the Safe Harbor provisions of the U.S. federal securities laws. These include,
among others, statements about expectations of future revenues, cash flows, and
cash requirements. Forward-looking statements are subject to risks and
uncertainties that may cause Bid.Com's results to differ materially from
expectations. These risks include Bid.Com's ability to further develop its
business-to-business and licensing businesses, Bid.Com's ability to develop
appropriate strategic alliances and successful development and implementation of
technology, acceptance of Bid.Com's products and services, competitive factors,
new products and technological changes, and other such risks as Bid.Com may
identify and discuss from time to time, including those risks disclosed in
Bid.Com's most recent Form 20-F filed with the Securities and Exchange
Commission. Accordingly, there is no certainty that Bid.Com's plan will be
achieved.
Bid.com hereby incorporates by reference this Form 6-K into its
Registration Statement on Form F-3, and into the prospectus contained therein
(File No. 333-40888).
Exhibit 1. Second Quarter 2000 Report.
<PAGE>
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.
BID.COM INTERNATIONAL INC.
Date: August 29, 2000 By: /s/ Mark Wallace
--------------------------
Name: Mark Wallace
Title: Chief Operating Officer
<PAGE>
Dear Shareholder,
During the quarter we continued to invest in our business to business ("B2B")
infrastructure and add new customers while curtailing our business to consumer
("B2C") activities. We believe that our POWERED BY BID.COM(TM) e-commerce
solutions, including recently announced additions to our suite of offerings,
provide a solid foundation from which to grow our B2B activities.
Financial Highlights*
---------------------
The second quarter results reflect the consolidated results of Bid.Com
International Inc. and all subsidiaries for the 3 months ending June 30, 2000.
Gross revenue in the second quarter 2000 totaled $3.0 million compared to $6.6
million in the first quarter of 2000, a decline of 54.5%. The reduction in
revenues is a direct result of the implementation of Bid.Com's previously
announced plan to exit the business-to-consumer arena. As presented at the
company's annual general meeting, Bid.Com's revenues from its business-to-
consumer model are based on the value of goods sold through its website,
www.bid.com. These revenues are off-set by the costs of goods sold and
advertising costs incurred in enticing customers to the website. In its
business-to-business model, Bid.Com typically recognizes revenues through
implementation fees, monthly hosting fees, and a percentage of transactions,
without direct expenses seen in the consumer segment such as the cost of goods
sold.
As a result of ramping up our B2B activities, our financial statement
presentation now includes non-cash customer acquisition costs as a reduction of
gross revenues. These costs were $157,000 for the second quarter and reflect
non-cash expenses incurred by Bid.Com in association with the attainment of
certain B2B contracts.
Advertising and promotion expenses in the quarter fell 54.8% to $1.4 million
from $3.1 million in the first quarter. As a percentage of revenues, advertising
and promotion expenses declined slightly to 47.2% in the second quarter versus
47.6% in the first quarter of 2000. The decline in advertising and promotion
expenses reflects the curtailment in B2C activities, including the expiry of the
AOL agreement in March 2000.
General and administrative expenses were $5.2 million in the second quarter
compared to $3.8 million in the first quarter of 2000. The increase in general
and administrative expenses over first quarter reflected costs for our annual
meeting and regulatory filings, higher B2B business development expenses, and
increased salaries expense due to hiring of B2B staff.
Software development costs of $286,000 associated with the development of the
latest auction platform technology were capitalized in the quarter.
Capitalization of software development costs is consistent with the B2B business
model and reflects new technologies developed for resale in various forms.
The net loss for the second quarter of 2000 was $7.1 million, or $0.13 per basic
share, compared to a net loss of $7.8 million, or $0.15 per basic share, for the
first quarter of 2000.
During the quarter we raised an additional $3.1 million in financing through the
issuance of common shares and share purchase warrants to Acqua Wellington Value
Fund. This share issuance represents our first US based private placement. Net
proceeds from the issue will be used to fund growth in the B2B sector and
general working capital.
Our working capital position at June 30 was $9.8 million with $9.1 million in
cash and marketable securities. A significant portion of our other non-current
assets of $10.8 million includes strategic investments recorded at cost.
(* All figures are in Canadian dollars. As of June 30, 2000 the exchange rate
was Cdn$1.4798 to US$1.0000)
<PAGE>
Notable Activities
------------------
Our ramp up of B2B activities continued throughout the quarter. Notable
activities included the following:
. After announcing our strategic marketing alliance with General Electric
Capital Corporation, we began to capitalize on this relationship by signing
a two-year agreement with GE Capital Auto Financial Services to enable the
on-line auction of off-lease automobiles to dealers across North America.
. We formed a strategic alliance with PricewaterhouseCoopers whereby we will
jointly introduce our dynamic pricing technology to North American clients
and PricewaterhouseCoopers will become the preferred North American systems
integrator for Bid.Com.
. We launched our latest solution suite to help clients accelerate the
creation of vertical marketplaces and extend the reach of dynamic pricing
to mobile users through wireless and voice recognition applications.
Bid.Com's solution suite is made of three modules: BID.COM(TM) Commerce
Engine, BID.COM(TM) Content Engine, and BID.COM(TM) Community Engine. This
suite allows our customers to accelerate creation of online vertical
marketplaces by bringing together robust transaction methods with content
gathering and community building capabilities.
. We commissioned our first international Application Service Provider
platform ("ASP") located in Dublin, Ireland at MCI WorldCom's Dublin-based
Operations Centre. This site positions us to support clients and partners
throughout Europe.
. We opened a sales and marketing office in Sacramento, California to support
a client base throughout the western region of the United States.
Management Changes
------------------
. On June 14, 2000 Pat Bourke was named to Bid.Com's Board of Directors and
appointed Chairman. Mr. Bourke, a management and technology services
professional with more than 20 years of industry experience, has held a
number of senior management positions over the years working for
organizations such as EDS, Perot Systems, and Merant Inc. We welcome Mr.
Bourke to our team.
We believe the innovations and relationships announced in the quarter provide a
solid foundation for future B2B development.
Yours truly,
Jeff Lymburner, President and CEO August 25, 2000
<PAGE>
Full copies of Bid.Com's Press Releases are available on the Investor
Information Section of its website www.bid.com.
-----------
This quarterly report may include comments that do not refer strictly to
historical results or actions and may be deemed to be forward-looking within the
meaning of the Safe Harbor provisions of the U.S. federal securities laws. These
include, among others, statements about expectations of future revenues, cash
flows, and cash requirements. Forward-looking statements are subject to risks
and uncertainties that may cause the Company's results to differ materially from
expectations. These risks include the Company's ability to further develop its
business-to-business and licensing businesses, the Company's ability to develop
appropriate strategic alliances and successful development and implementation of
technology, acceptance of the Company's products and services, competitive
factors, new products and technological changes, and other such risks as the
Company may identify and discuss from time to time, including those risks
disclosed in the Company's Form 20-F filed with the Securities and Exchange
Commission. Accordingly, there is no certainty that the Company's plans will be
achieved.
(Financial Tables follow)
<PAGE>
BID.COM International Inc.
Consolidated Statement of Operations
(expressed in thousands of Canadian dollars, except per share amounts)
(Canadian GAAP, Unaudited)
<TABLE>
<CAPTION>
===================================================================================================================================
Three Months Ended Six Months Ended
June 30 June 30
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2000 2000 1999 2000 2000 1999
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translated translated
into US$ at into US$ at
US$ = US$ =
Cdn$ 1.4798 Cdn$ 1.4798
for for
convenience convenience
<S> <C> <C> <C> <C> <C> <C>
Gross revenue $ 3,002 $ 2,029 $ 6,250 $ 9,606 $ 6,491 $11,265
Customer acquisition (157) (106) - (157) (106) -
costs (A)
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Net revenue 2,845 1,923 6,250 9,449 6,385 11,265
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Direct expenses $ 2,829 $ 1,912 $ 4,983 $ 9,772 $ 6,604 $ 9,509
Advertising and 1,416 957 1,860 4,569 3,088 3,273
promotion (B)
General and 5,226 3,532 2,935 9,061 6,123 5,351
administrative (B)
Software development and 297 201 216 725 490 402
technology expense (B)
Depreciation and 234 158 95 490 331 180
amortization
Interest income (57) (39) (262) (305) (206) (363)
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9,945 6,721 9,827 24,312 16,430 18,352
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Net Loss $(7,100) $(4,798) $(3,577) $(14,863) $(10,045) $(7,087)
=======================================================================================================
Loss per basic share $(0.13) $(0.09) $(0.07) $(0.28) $(0.19) $(0.15)
=======================================================================================================
Weighted average
common shares 53,061 53,061 49,351 52,934 52,934 48,066
=======================================================================================================
</TABLE>
<TABLE>
<CAPTION>
June 30 June 30 December 31
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Balance Sheet Data 2000 2000 1999
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(unaudited) (unaudited) (unaudited)
(in US$)
<S> <C> <C> <C>
Cash $ 8,893 $ 6,010 $ 5,019
Marketable securities 189 128 16,478
Other current assets 4,430 2,994 6,495
Other assets 10,781 7,285 8,751
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Total assets $24,293 $16,417 $36,743
==========================================================================
Total current liabilities $ 2,182 $ 1,475 $ 5,504
Total short term and long term
deferred revenue 3,493 2,361 2,254
Total shareholders' equity 18,618 12,581 28,985
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Total liabilities and
shareholders' equity $24,293 $16,417 $36,743
==========================================================================
</TABLE>
<PAGE>
BID.COM International Inc.
Consolidated Statement of Cash Flows
(expressed in thousands of Canadian dollars)
(Canadian GAAP, Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
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2000 2000 1999 2000 2000 1999
---------------------------------------------------------------------------
NET INFLOW (OUTFLOW) translated translated
OF CASH RELATED into US$ at = into US$ at=
TO THE FOLLOWING Cdn$ 1.4798 Cdn$ 1.4798
ACTIVITIES for for
convenience convenience
<S> <C> <C> <C> <C> <C> <C>
OPERATING
Net loss for the period (7,100) (4,798) (3,577) (14,863) (10,045) (7,087)
Item not affecting cash:
Non-cash customer 157 106 - 157 106 -
acquisition costs (A)
Depreciation and 234 158 95 490 331 180
amortization
Other non-cash 430 291 - 603 408 -
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(6,279) (4,243) (3,482) (13,613) (9,200) (6,907)
Change in long term (67) (45) - 664 449 -
deferred revenue
Change in non-cash operating 1,594 1,077 (944) (682) (461) (3,998)
working capital items (B)
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(4,752) (3,211) (4,426) (13,631) (9,212) (10,905)
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INVESTING
Purchase of capital assets (154) (104) (312) (314) (212) (354)
Purchase of strategic (2,060) (1,392) - (2,328) (1,573) -
investments
Acquisition of intangible assets (307) (207) - (307) (207) (46)
Marketable securities (B) 2 1 (403) 16,289 11,007 (8,138)
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(2,519) (1,702) (715) 13,340 9,015 (8,538)
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FINANCING
Issuance of common shares 3,486 2,356 1,258 4,165 2,815 11,128
(net of expenses) (B)
Special warrants receivable - - - - - 2,311
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3,486 2,356 1,258 4,165 2,815 13,439
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Net cash inflow (outflow) during
the period (3,785) (2,557) (3,883) 3,874 2,618 (6,004)
CASH, BEGINNING OF PERIOD 12,678 8,567 7,671 5,019 3,392 9,792
---------------------------------------------------------------------------
CASH, END OF PERIOD 8,893 6,010 3,788 8,893 6,010 3,788
===========================================================================
</TABLE>
(A) These costs reflect non-cash expenses incurred by Bid.Com in association
with the attainment of certain B2B contracts.
(B) Certain prior period amounts have been reclassified to conform to the
current period presentation.
(C) As of June 30, 2000 stockholders equity included (i) 54,152,244 common
shares (ii) 3,631,950 options to Directors, Officers, and Employees
convertible into 3,631,950 common shares, (iii) 3,425,462 share purchase
warrants exercisable into 3,425,462 common shares.
<PAGE>
<TABLE>
<CAPTION>
CORPORATE DIRECTORY
<S> <C> <C>
Directors Officers Registrar & Transfer Agent
CIBC Mellon Trust Company
Pat Bourke Jeffrey Lymburner PO Box 70390
Chairman CEO and President Toronto Station A
Toronto, Ontario,
Jeffrey Lymburner Mark Wallace Canada M5W 2X5
Director, CEO and President Chief Operating Officer
Auditors
T. Christopher Bulger/(1)/ /(2)/ Jim Moskos Deloitte & Touche LLP
Director President, Chartered Accountants
CEO and President eLab Technology Bid.Com Technologies Toronto, Ontario, Canada
Ventures
Paul Hart Lawyers
Duncan Copeland/(1)/ /(2)/ /(3)/ Chief Financial Officer Gowlings
Director Toronto, Ontario, Canada
President, Copeland and Company Peter Sprukulis
Senior Vice President, Sales, Baer Marks & Upham LLP
Paul Godin Marketing and Business Development New York, New York USA
Director
Chairman, The Art Vault Rob Joynt Stock Exchange Listings
Vice President, Consumer Sales and Toronto Stock Exchange
Jim Moskos Marketing Symbol BII
Director
President, Bid.Com Technologies John Mackie Nasdaq
Vice President, General Counsel and Symbol BIDS
David Pamenter /(3)/ Corporate Secretary
Director Web Sites
Partner, Gowlings David Kirkconnell www.bid.com
Vice-President, Human Resources ------------
Charles Walker /(1)/ /(2)/ www.internetliquidators.com
David Pamenter ----------------------------
Director Assistant Secretary www.dutchauction.com
CEO and President, --------------------
Walker Group Inc. Aidan Rowsome,
Managing Director, Europe Shares Outstanding
(1) Member of Audit Committee (June 30, 2000)
(2) Member of the Management Resources Hamish Sutherland Issued 54,152,244
and Compensation Committee Managing Director, Australia and Asia Fully Diluted 61,209,656
(3) Member of the Corporate Governance Pacific
Committee
Offices of Bid.Com
980 Ninth Street, 16th Floor
6725 Airport Road, Suite 201 Sacramento, California 95814
Mississauga, Ontario USA 916-449-9531
Canada L4V 1V2
905-672-7467 125 Lower Baggot Street
Dublin 2, Ireland
2701 North Rocky Point Drive 353-1-639-1135
Suite 930
Tampa, Florida 33607 Level 50, 101 Collins Street
USA 813-636-8205 Melbourne, Australia 3000
61 (03) 9653-9181
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