UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
-----
SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended March 31, 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: 001-15301
EQUITYALERT.COM, INC.
--------------------------
(exact name of registrant as specified in its charter)
NEVADA 58-2377963
-------- ------------
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
Suite 119 - 1628 West 1st Avenue, Vancouver, BC, V6J 1G1
- ------------------------------------------------ -------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (604) 659-5009
--------------
Indicate by check mark whether the registrant: (1) has filed all reports
required 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 X No ____
The number of shares of the Registrant's Common Stock, $0.00001 par value, as of
April 10, 2000: 41,398,186
1
<PAGE>
EQUITYALERT.COM, INC.
FORM 10-QSB, QUARTER ENDED MARCH 31, 2000
INDEX
<TABLE>
<CAPTION>
PART I FINANCIAL INFORMATION
Item 1 Financial Statements
<S> <C>
Consolidated Balance Sheet as of March 31, 2000......................... 4
Statement of Operations for the Quarter Ended March 31, 2000 and 1999... 5-6
Statement of Stockholders' Equity for the Quarter Ended March 31, 2000 .. 7-9
Statement of Cash Flows for the Quarter Ended March 31, 2000, .......... 10-11
Notes to Interim Consolidated Financial Statements...................... 12
Item 2 Management's Discussion and Analysis............................ 13
PART II OTHER INFORMATION
Item 1 Legal Proceedings................................................ 15
Item 2 Changes in Securities............................................ 15
Item 3 Defaults Upon Senior Securities.................................. 16
Item 4 Submission of Matters to a Vote of Security Holders.............. 16
Item 5 Other Information................................................ 16
Item 6 Exhibits and Reports on Form 8-K................................. 16
Signatures.............................................................. 17
</TABLE>
2
<PAGE>
Item 1 Financial Statements
- ------------------------------
EQUITYALERT.COM, INC.
FORM 10-Q, QUARTER ENDED SEPTEMBER 30, 1999
INDEX
<TABLE>
<CAPTION>
<S> <C>
Balance Sheet at March 31, 2000 and December 31, 1999 2
Statement of Operations for the Three Months Ended March 31, 2000 and 1999 3,4
Statement of Stockholders' Equity For The Period From Inception ( January 13, 1997 )
To March 31, 2000 5,7
Statement of Cash Flaws For The Three Months ended March 31, 2000 and 1999 8,9
Notes to Financial Statements 10
</TABLE>
All schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.
The accompanying notes are an integral part of these financial statements
3
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
INTERIM BALANCE SHEET
MARCH 31, 2000 AND DECEMBER 31, 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---- ----
<S> <C> <C>
ASSETS
Current Assets
Cash and Cash Equivalents $ 549,937 $ 591,980
Stock Subsciption Receivable - -
Account Receivable 65,695
Prepaid Expenses 9,791 9,074
Total CurrentAssets 625,423 601,054
Fixed Assets
Property and Equipment, Net (Note 2) 243,410 19,252
0
Total Assets $ 868,833 $ 620,306
LIABILITIES AND STOCKHOLDERS' EQUIITY
Current Liabilities
Accounts Payable $ 20,464 $ 24,978
Other Advances (Note 3) $ 10,000 $ 10,000
Total Current Liabilities $ 30,464 $ 34,978
Stockholders' Equity
Preferred Stock: $0.001 Par Value; Authorized 1,000,000 shares
Issued and Outstanding, NONE 0 0
Common Stock: $0.00001 Par Value, Authorized 100,000,000 shares;
Issued and Outstanding, 41,398,186 and 41,398,186 at March 31,
2000 and December 31, 1999, respectively 414 414
Addition Paid In Capital 1,568,534 1,568,534
Loss Accumulated During the Development Stage (736,215) (989,256)
Accumulated Other Comprehensive Income 5,636 5,636
Total Stockholders' Equity 838,369 585,328
Total Liabilities and Stockholder's Equity $ 868,833 $ 620,306
</TABLE>
The accompanying notes are an integral part of these financial statements
4
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
INTERIM STATEMENT OF OPERATIONS
FOR THE THREE MONTHS PERIOD ENDED MARCH 31, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
Loss
The Three The Three Accumulated
Months Months During The
Period Ended Period Ended Development
March 31,2000 March 31,1999 Stage
------------- ------------- -----
<S> <C> <C> <C>
Revenues $ 387,305 $ 0 $ 387,305
Operating Expenses
General and Administrative $ 139,824 $ 66 1,163,491
Operating Loss $ 247,481 $ (66) ($776,186)
Other Income
Interest Income 5,560 2,739 39,971
Net Loss Available to Common Stockholders $ 253,041 $ 2,673 ($736,215)
Loss Per Weighted Average Share of Common
Stock 0.01 0.00 (0.02)
Weighted Average Number of CommonShares
Outstandings 41,398,186 41,382,186 41,398,186
</TABLE>
The accompanying notes are an integral part of these financial statements
5
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
INTERIM STATEMENT OF OPERATIONS
FOR THE THREE MONTHS PERIOD ENDED MARCH 31, 2000 , FOR THE YEAR
ENDED DECEMBER 31, 1999, FOR THE PERIOD FROM INCEPTION (JANUARY 13,
1997) TO DECEMBER 31, 1998, AND FOR THE PERIOD FROM INCEPTION
(JANUARY 13, 1997) TO MARCH 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
Loss
For The Three For The Period Accumulated
Months For the Year From Inception During The
Period Ended Ended January 13, 1997) to Development
March 31,2000 December 31, 1999 December 31,1998 Stage
------------- ----------------- ---------------- -----
<S> <C> <C> <C> <C>
Revenues $ 387,305 $ 0 $ 0 $ 387,305
Operating Expenses
General and Administrative $ 139,824 383,389 129,461 $ 1,163,491
Operating Loss $ (139,824) $ (383,389) $ (129,461) $ (776,186)
Other Income
Interest Income 5,560 33,988 1 39,971
Net Loss Available to Common Stockholders $ 253,041 $ (349,401) $ (129,460) $ (736,215)
Loss Per Weighted Average Share of Common
Stock $ 0.01 $ (0.01) $ (0.05) $ (0.02)
Weighted Average Number of CommonShares
Outstandings 41,391,186 38,885,770 2,432,186 41,391,186
</TABLE>
The accompanying notes are an integral part of these financial statements
6
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM INCEPTION (JANUARY 13, 1997)
THROUGH MARCH 31, 2000
<TABLE>
<CAPTION>
Loss
Accumulated
Additional During the
Preferred Stock Common Stock Paid In Development
Shares Amounts Shares Amounts Capital Stage Total
------ ------- ------ ------- ------- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Issuance of Common Stock For
Services Rendered, January 13, 1997 60,000 $ 1 $ 2,999 $ 3,000
Issuance of Common Stock For
Cash, February 28, 1997 6,000 0 75,000 75,000
Conversion of Debt to Equity, June 16,
1997 33,876 0 84,691 84,691
Issuance of Common Stock For
Cash, June 16, 1997 5,834 0 14,586 14,586
Issuance of Common Stock For
Services, June 16, 1997 82,289 1 205,722 205,723
Issuance of Common Stock For
Cash, August 12, 1997 2,000 0 25,000 25,000
Issuance of Common Stock For
Services, Rendered, August 12, 1997 6,000 0 75,000 75,000
Conversion of Debt to Equity,
December 31, 1997 2,187 0 63,948 63,948
Loss, From Inception (January 13,
1997) to December 31, 1997 (510,395) (510,395)
Balance, December 31, 1997 0 0 198,186 $ 2 $ 546,946 $ (510,395) $ 36,553
</TABLE>
The accompanying notes are an integral part of these financial statements
7
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM INCEPTION (JANUARY 13, 1997)
THROUGH MARCH 31, 2000
<TABLE>
<CAPTION>
Loss
Accumulated
Additional During the
Preferred Stock Common Stock Paid In Development
Shares Amounts Shares Amounts Capital Stage Total
------ ------- ------ ------- ------- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Issuance of Common Stock For Cash,
August 15, 1998 200,000 $ 2 $ 4,998 $ 5,000
Cancellation of Common Stock Issued,
August 17, 1998 (16,000) 0 0 0
Issuance of Common Stock For Cash,
December 11, 1998 4,000,000 40 99,960 100,000
Issuance of Common Stock For
Services, December 11, 1998 2,000,000 20 49,980 50,000
Issuance of Common Stock For
Services Rendered, December 31, 1998 20,000,000 200 9,800 10,000
Loss, Year Ended December 31, 1998 (129,460) (129,460)
Balance, December 31, 1998 0 0 26,382,186 264 711,684 (639,855) (639,855)
Common Stock Issued For Cash, March
31, 1999 15,000,000 150 824,850 825,000
Loss, Six Months Period Ended June 30,
1999 (27,731) (27,731)
Balance, June 30, 1999 0 0 41,382,186 414 1,536,534 (667,586) 869,362
Common Stock Options Exercised,
September 15, 1999 4,000 0.04 7999.96 8,000
Common Stock Options Exercised,
September 20, 1999 5,000 0.05 9999.95 10,000
Loss, Nine Months Period Ended
September 30, 1999 (127,056) (127,056)
Balance, September 30, 1999 0 0 41,391,186 414 1,554,534 (794,642) $ 760,306
</TABLE>
The accompanying notes are an integral part of these financial statements
8
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM INCEPTION (JANUARY 13, 1997)
THROUGH MARCH 31, 2000
<TABLE>
<CAPTION>
Loss
Accumulated Accumulated
Additional During the Other
Preferred Stock Common Stock Paid In Development Comprehensive
Shares Amount Shares Amount Capital Stage Income Total
------ ------ ------ ------ ------- ----- ------ -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Exercise of Stock Options at
$2.00 Per Share, December 1999 7,000 14,000 14,000
Loss, Year Ended December 31,
1999 (349,401) (349,401)
Other Comprehensive Income
Translation Adjustments 5,636 5,636
Balance, December 31, 1999 0 0 41,398,186 414 1,568,534 (989,256) 5,636 585,328
Income, Three Months Period
Ended March 31, 2000 253,041 253,011
Balance, March 31, 2000 0 0 41,398,186 414 1,568,534 (736,215) 5,636 838,369
</TABLE>
The accompanying notes are an integral part of these financial statements
9
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
AND FROM INCEPTION (JANUARY 13, 1997) TO MARCH 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
Three Months Three Months From Inception
Ended Ended To March 31
March 31, 2000 March 31, 1999 2000
-------------- -------------- ----
<S> <C> <C> <C>
Cash Flows From Operating Activities:
Net Income (Loss) $ 253,041 $ 2,673 $ (736,215)
Adjustments to Reconcile Net Loss to Net Cash
Used By Operating Activities
Common Stock Issued For Services 343,723
Translation Adjustments 5,636
Changes in Assets and Liabilities
Depreciation 4,071 5,592
(Increase) Decrease in Accounts Receivable (65,695) 0 (65,696)
(Increase) Decrease in Stock Subscriptn Receivable - 100,000 -
Increase (Decrease) in Accounts Payable (4,514) 20,461
(Increase) Decrease in Prepaid Expenses (717) (9,791)
Total Adjustments (66,855) 100,000 299,929
Net Cash Used In Operating Activities 186,186 102,673 (436,286)
Cash Flows From Investing Activities
Purchase of Equipment (228,228) 0 (249,001)
Net Cash Flows Used In Investing Activities (228,228) - (249,001)
Cash Flows From Financing Activities
Proceed From Sale of Common Stock - 825,000 1,076,586
Proceed From Exercise of Common Stock - -
Advances From Related Parties 0 - 158,639
Net Cash Provided By Financing Activities - 825,000 1,235,225
Increase (Decrease) in Cash and Cash Equivalents (42,043) 927,673 549,937
Cash and Cash Equivalents at Beginning of Period 591,980 3,551 0
Cash and Cash Equivalents at End of Period $ 549,937 $ 931,224 $ 549,937
</TABLE>
The accompanying notes are an integral part of these financial statements
10
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
AND FROM INCEPTION (JANUARY 13, 1997) TO MARCH 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
From
Three Months Three Months Inception
Ended Ended To March 31
March 31,2000 March 31,1999 2000
------------- ------------- ----
<S> <C> <C> <C>
Supplemental Disclosure of Cash Flow Information:
Cash paid for:
Interest $ 0 $ 0 $ 0
Income Taxes $ 0 $ 0 $ 0
Noncash Investing and Financing Activities:
Issurance of Common Stock for Services $ 0 $ 0 $ 343,723
Conversion of Debt to Equity $ 0 $ 0 $ 148,639
</TABLE>
The accompanying notes are an integral part of these financial statements
11
<PAGE>
EQUITYALERT.COM, INC.
(A Development Stage Company)
NOTES TO INTERIM FINANCIAL STATEMENTS
March 31, 2000 and 1999
1. PRESENTATION OF INTERIM INFORMATION
The accompanying unaudited interim financial statements have been prepared
in accordance with Form 10SB and in the opinion of management of
EquityAlert.Com, Inc. (The Company), include all normal adjustments
considered necessary to present fairly the financial position as of March
31, 2000, and the results of operations for the three months ended March
31, 2000 and 1999. These results have been determined on the basis of
generally accepted accounting principles and practices and applied
consistently with those used in the preparation of the Company's audited
financial statements and notes for the year ended December 31, 1999
Certain information and footnote disclosures normally included in the
financial statements presented in accordance with generally accepted
accounting principles have been condensed or omitted. It is suggested that
the accompanying unaudited interim financial statements be read in
conjunction with the financial statements and notes thereto incorporated by
reference in the Company's 1999, 1998, 1997 audited financial statements.
2. PROPERTY AND EQUIPMENT
Property and Equipment consists of the following at March 31, 2000:
Computer Hardware $238,240 Computer Software 6,995 Furniture and Fixtures
3,766 Total $249, 001 Less Accumulated Depreciation 5,592 Net Book Value
243,409
Depreciation expense charged to operations during 2000 was $ 4,071.
3. OTHER ADVANCES
Other advances at March 31, 2000, December 31, 1999 and 1998, of $10,000
represent advances from a director. The amount bears no interest, is
unsecured, and is due on demand.
12
<PAGE>
Item 2 Management's Discussion and Analysis of Financial Condition and
- -------------------------------------------------------------------------
Results of Operations
- ---------------------
When used in this discussion, the words "believes", "anticipates",
"expects" and similar expressions are intended to identify forward-looking
statements. Such statements are subject to certain risks and uncertainties,
which could cause actual results to differ materially from those projected.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. The Company undertakes no
obligation to republish revised forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events. Readers are also urged to carefully review and consider
the various disclosures made by the Company which attempt to advise interested
parties of the factors which affect the Company's business, in this report, as
well as the Company's periodic reports on Forms 10-KSB, 10QSB and 8-K filed with
the Securities and Exchange Commission.
Overview
- --------
With the proliferation of financial information on the Internet, more and
more individuals are taking greater control of their investments and trading
securities through an online broker versus the traditional securities broker.
The online investor represents one of the most desirable of any demographic
on the web, being better educated, having a higher income and net worth than
most other online users. Since launching EquityAlert.com on June 7, 1999, the
Company's main focus has been to build its subscribers base of online investors
by offering individuals free subscriptions to its website.
Subscribers to EquityAlert's free website enjoy a broad suite of financial
news and information, including live chat, message boards and mutual fund news
and public company press releases via email.
According to our survey of use subscribers are composed of a wide cross
section of professionals and managers (25%), technologists (15%), business
owners (12%) and retirees (10%), the Company's subscriber base is active in the
markets, with 83% completing up to 7 trades per week and 9% completing between 8
and 10 trades per week. Sixty four percent (64%) of EquityAlert's subscribers
conduct trades through an online broker, while 18% use a discount broker. Almost
a quarter of EquityAlert's subscribers Have portfolios of over $250,000, with
16% reporting total assets of over $300,000, while 6% reported $1,000,000-plus
in total investments.
13
<PAGE>
In October 1999, EquityAlert.com began to e-mail its subscriber base public
company press releases and news and information on mutual funds. Since launching
its e-mail alert service, EquityAlert's e-mail volume has steadily increased.
<TABLE>
<CAPTION>
Month E-mail volume
- ----- -------------
<S> <C>
October 1999 2.2 million
November 1999 3.2 million
December 1999 5.5 million
January 2000 5.9 million
February 2000 6.9 million
March 2000 16.1 million
</TABLE>
In December 1999, the Company established a Sales and Marketing division,
which began to sell advertising on its e-mail alerts in early January 2000. The
Company expects to generate the majority of its future revenues from advertising
sales on its e-mail alerts.
Results of Operations
- ---------------------
Revenues. The Company generated $387,305 in revenues for the three months
ended March 31, 2000, versus no revenues for the same period in 1999. To
date, the Company has not relied exclusively on revenues for funding.
During the next several years, the Company expects to derive the majority
of its potential revenues from the sale of advertising on its e-mail alerts
in the United States, Canada and possibly select foreign markets.
General and Administrative Expenses. During the three months ended March
31, 2000, the Company incurred $139,824 in general and administrative
expenses, an increase of 211,754% from first quarter 1999 expenses of
$66.This significant increase in the first quarter is primarily due to the
launch of its business resulting in additional salary, operating and
marketing expenses.
Interest Income. Interest income was $5,560 and $2,739 for the quarters
ended March 31, 2000 and 1999, respectively. Interest earned in the future
will be dependent on Company funding cycles and prevailing interest rates.
Provision for Income Taxes. As of March 31, 2000, the Company's accumulated
deficit was $736,215, and as a result, there has been no provision for
income taxes.
Net Income. For the three months ended March 31, 2000, the Company recorded
net income of $253,041 or $0.01 per share, compared to net income of
$2,673, or $0.00 per share, for the same period in 1999. Income of $2,673
for 1999 was primarily from interest income earned on cash deposits.
14
<PAGE>
Liquidity and Capital Resources
- -------------------------------
As at March 31, 2000, the Company had a cash balance of $549,937, compared
to $931,224 as at March 31, 1999 and $591,980 as at December 31, 1999. The
amounts expended were used to fund increased operation costs.
As at March 31, 2000, the Company had $65,695 in accounts receivable,
compared to $0.00 as at March 31, 1999. This increase is a result of the Company
beginning selling advertising on its e-mail alerts.
As at March 31, 2000, the Company had $9,791 in prepaid expenses, versus
$9,074 as at December 31, 1999. As at March 31, 2000, the Company had $20,464 in
accounts payable, a decrease of $4,514, or 18%, over the amount of $24,978 as
December 31, 1998.
Net cash used in investing activities was $228,228 for the three month
period ending March 31, 2000, compared to net cash used of $0 for the same
period in 1999. The increase in the net cash used in investing activities was
due mainly to purchasing equipment for the Company's website and e-mailing
facilities during 2000, versus no purchases during the same period in 1999.
Net cash provided by financing activities was $0 for the three month period
ending March 31, 2000, compared to $825,000 for the same period in 1999. The
Company has financed its operations primarily through net income generated from
its operations during the three month period ending March 31, 2000.
The Company's future funding requirements will depend on numerous factors.
These factors include the Company's ability to operate its business profitably
in the future, recruit and train qualified management, technical and sales
personnel, and the Company's ability to compete against other, better
capitalized corporations who offer similar web based services.
The Company may raise additional funds through private or public equity
investment in order to expand the range and scope of its business operations.
The Company may seek access to the private or public equity but there is no
assurance that such additional funds will be available for the Company to
finance its operations on acceptable terms, if at all.
PART II -- OTHER INFORMATION
Item 1 Legal Proceedings
- ---------------------------
None
Item 2 Changes in Securities
- -------------------------------
None
15
<PAGE>
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
- ------------------------------------------
On January 21, 2000, the Company filed an 8-K reporting that, effective
January 21, 2000, Mr. Jasvir S. Rayat resigned as a Director, President and
Chief Executive Officer of the Company. Replacing Mr. Rayat in the capacity of
Director, President and Chief Executive Officer is Mr. Bhupinder (Bill) Mann.
Between 1986 and 1989, Mr. Mann became engaged in the commodities and futures
markets as a registered broker for Evergreen Futures. During the period between
1989 and 1995, Mr. Mann served as the President of First College of Commodities,
which provided training and educational services. In 1995, Mr. Mann was
responsible for sales at Radd Multimedia and later responsible for investor
relations at Aqua One Beverage. Between 1996 and 1999, Mr. Mann served as the
Manager of investor relations for MedCare Technologies, Inc., a healthcare
technology service company. Mr. Mann graduated in 1978 from Nottingham
University with a B.A. Hons. in Political Science.
In addition, on January 21, 2000 the Board of Directors of the Company
appointed Mr. Terry Johnston in the capacity of vice president of Sales and
Marketing. From 1994 to 1995, Mr. Johnston was vice-president of D.R. 9-Ball,
Inc., where he developed a recreational sports business. From 1989 to 1993, Mr.
Johnston worked for Specialty Technical Publishers, Inc., where he was
responsible for selling regulatory manuals to environmental managers. From 1987
to 1989, Mr. Johnston was President of It's Page Perfect, Ltd. a graphic design
company.
16
<PAGE>
Signature Page
- --------------
Pursuant to 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.
EQUITYALERT.COM, INC.
/s/ Bhupinder Mann
---------------------
Bhupinder Mann
CEO and President
/s/ Harmel S. Rayat
-----------------
Harmel S. Rayat
Director and Chairman
/s/ Gurmukh S. Kundan
-----------------
Gurmukh S. Rayat
Director and Chairman
Dated: April 18, 2000
- ---------------------
17
