U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
________________________________________________________________________________
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
GUIDELOCATOR.COM, INC.
(Exact name of registrant as specified in its charter)
Commission file number: 0-88083
Texas 76-0611112
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(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
10710 Estelle Circle, Montgomery, Texas 77356
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(Address of Principal Executive Office) (Zip Code)
(409) 597-7500
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(Registrant's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 [ ]
As of September 30, 2000, registrant had 2,574,000 shares of Common Stock
outstanding.
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PART I
ITEM 1. FINANCIAL STATEMENTS
GUIDELOCATOR.COM, INC.
(A Development Stage Company)
BALANCE SHEET
September 30, 2000
ASSETS
<S> <C>
Cash $ 4,130
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LIABILITIES
Note payable to officer $ 10,000
Notes payable to individuals 37,000
Accrued interest payable 5,278
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Total Liabilities 52,278
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STOCKHOLDERS' EQUITY
Preferred stock, $.001 par, 2,000,000 shares
authorized, no shares issued or outstanding
Common stock, $.001 par, 10,000,000 shares
authorized, 2,574,000 shares issued and
outstanding 2,574
Deficit accumulated during the
development stage (50,722)
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Total Stockholders' Equity (48,148)
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 4,130
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GUIDELOCATOR.COM, INC.
(A Development Stage Company)
STATEMENTS OF EXPENSES
For the Three Months Ended September 30, 2000 and 1999
and the Period from July 12, 1999 (Inception)
Through September 30, 2000
3 Months 3 Months Inception
Ended Ended Through
Sept. 30, Sept. 30, Sept. 30,
2000 1999 2000
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<S> <C> <C> <C>
Administrative expenses $ 1,912 $ 33,357 $ 45,444
Interest expense 1,188 208 5,278
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Net (loss) $ (3,100) $ (33,565) $(50,722)
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Net (loss) per common share $ (.001) $ (.016)
Weighted average common
shares outstanding 2,574,000 2,121,333
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F-2
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GUIDELOCATOR.COM, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the Three Months Ended September 30, 2000 and 1999
and the Period from July 12, 1999 (Inception)
Through September 30, 2000
3 Months 3 Months Inception
Ended Ended Through
Sept. 30, Sept. 30, Sept. 30,
2000 1999 2000
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<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (deficit) accumulated during
the development stage $ (3,100) $ (33,565) $(50,722)
Adjustments to reconcile net
(deficit) to cash used by
operating activities:
Stock issued for services 1,574 1,574
Increase in accrued
interest payable 1,188 208 5,278
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NET CASH USED BY OPERATING ACTIVITIES (1,912) (31,783) (43,870)
CASH FLOWS FROM FINANCING ACTIVITIES
Note payable to officer 10,000 10,000
Notes payable to individuals 37,000 37,000
Sales of stock 1,000 1,000
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NET CASH FLOWS FROM FINANCING ACTIVITIES 48,000 48,000
NET INCREASE IN CASH (1,912) 16,217 4,130
Cash balance, beginning 6,042 0 0
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Cash balance, ending $ 4,130 $ 16,217 $ 4,130
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GUIDELOCATOR.COM, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 -- B BASIS OF PRESENTATION
The accompanying unaudited interim financial statements of GuideLocator.com,
Inc. have been prepared in accordance with generally accepted accounting
principles and the rules of the Securities and Exchange Commission ("SEC"), and
should be read in conjunction with the audited financial statements and notes
thereto contained in the Company's Annual Report filed with the SEC on Form
10-KSB. In the opinion of management, all adjustments, consisting of normal
recurring adjustments, necessary for a fair presentation of financial position
and the results of operations for the interim periods presented have been
reflected herein. The results of operations for interim are not necessarily
indicative of the results to be expected for the full year. Notes to the
financial statements which would substantially duplicate the disclosure
contained in the audited financial statements for the period from July 14, 1999
(Inception) through June 30, 2000, as reported in the 10-KSB, have been omitted.
F-5
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
Some of the statements contained in this Form 10-QSB, discuss future
expectations, contain projections of results of operations or financial
condition or state other "forward-looking" information. These statements are
subject to known and unknown risks, uncertainties, and other factors that could
cause the actual results to differ materially from those contemplated by the
statements. The forward-looking information is based on various factors and is
derived using numerous assumptions. Important factors that may cause actual
results to differ from projections include, for example:
- the success or failure of management's efforts to implement their
business strategy;
- our ability to raise sufficient capital to meet operating
requirements;
- our ability to compete with established companies;
- our ability to attract new users, and to retain an active user base of
consumers who use our services and the guides listed on our web site;
- our ability to keep our web site operational and to increase the
number of guides listed on our web site;
- the introduction of new sites, services and products by us or our
competitors;
- the success of our marketing plan;
- the amount and timing of operating costs and capital expenditures
relating to maintaining and expanding our business, operations and
infrastructure;
- our ability to upgrade and develop our web site and infrastructure to
accommodate growth;
- the timing, cost and availability of advertising in traditional media
and on other web sites and online services;
- the level of use of the Internet and online services; and
- general economic conditions and economic conditions specific to the
Internet and electronic commerce industries.
GENERAL
GuideLocator.com, Inc. was incorporated in the State of Texas in July 1999.
We are a development stage company with the goal to provide users the ability to
search a database that contains detailed information about fishing guides from
around the world. We intend to offer Internet users a quick and easy way to
search for fishing guides according to their interests via the Internet on our
web site located at www.guidelocator.com. Though our web site is operational,
we will need to further develop our web site to attain our long-term goals.
Once development is completed, Internet users will be able to search our web
site for fishing guides based on the following criteria:
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- area of the country,
- the type of fish,
- fresh or salt water,
- lake, river, bay or ocean,
- spin or fly fishing,
- length or type of boat,
- number of people at a time, and
- cost.
In addition, we intend to offer users the ability to post comments on our
web sites regarding guides they have used in the past, post messages to a
bulletin board to ask and answer questions, and to create chat rooms.
If we are able to raise additional capital, we intend to use the proceeds
to repay promissory notes in the principal amount of $47,000 which become due in
August 2001 and to develop our web site. Once we complete our web site and are
able to generate a significant amount of traffic on it, we intend to begin
charging fishing guides a small fee to be listed in our database and through
advertising revenues from advertisements placed on our web site. We have
expanded the coverage of guides currently listed on our web site in Lake Conroe,
Lake Livingston, and the Texas Gulf Coast region. Our strategy is to expand our
services in the future to the rest of Texas and United States.
We have a limited operating history on which to base an evaluation of our
business and prospects. Our prospects must be considered in light of the risks,
expenses and difficulties frequently encountered by companies in their early
stage of development, particularly companies in new and rapidly evolving markets
such as online commerce. We will encounter various risks in implementing and
executing our business strategy. There can be no assurance that we will be
successful in addressing such risks, and the failure to do so could have a
material adverse effect on our business.
From inception through September 30, 2000, we had utilized funds obtained
primarily through a private placement in August 1999, and a loan from a
shareholder to develop our web site. We have not generated any revenue and have
incurred net losses totaling approximately $50,722 from inception through
September 30, 2000.
We are currently seeking short-term and long-term debt or equity financing
sufficient to fund projected working capital and web site development and
marketing needs. However, there can be no assurance that we will be successful
in raising funds, or that the amount and terms of any financing will be
acceptable. Failure to obtain sufficient funding will adversely impact our
financial position.
PLAN OF OPERATIONS FOR YEAR END 2001
Our initial administrative expenses were approximately $45,444 as of
September 30, 2000, which includes general and administrative expenses and
professional fees. These initial expenditures have been funded by proceeds from
a loan obtained from our chief executive officer, Ruth Shepley, and from
proceeds of our August 1999 offering. Based on our current plan of operations
it is anticipated that our minimum monthly operating expenditures for the next
twelve months will be approximately $300 per month, which includes
administrative expenses, marketing expenses, and professional fees. Our current
cash reserves are $4,130 as of September 30, 2000. These cash reserves are from
the proceeds of the August 1999 offering. We estimate that our current working
capital will provide us with funding through July 2001. The foregoing are
merely estimates, and we can provide no assurance that unexpected expenses will
not shorten the period of time within which our funds may be utilized.
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In light of the fact that we may not be able to raise funds, we have
reduced our operating budget accordingly so that we will have enough cash to
operate through July 2001. We have been able to reduce our operating budget
because our overhead costs are minimal. We pay no salaries or rent, and our
utilities expense are insignificant. We have reduced our expenditures on
marketing and business development, and are operating at a level significantly
below that required to fully execute our business plan. By operating under such
a restricted budget, we may not be able to proceed with our long-term business
plan and marketing strategy as originally intended.
In August 2001, promissory notes between GuideLocator and Ms. Shepley in
the principal amount of $10,000, and between GuideLocator and investors in our
August 1999 offering in the amount of $37,000, will become due and payable. We
have not set up a sinking fund for the repayment of the notes, and we do not
expect to generate revenue by August 2001. Therefore, we will continue to
operate on a reduced budget until we raise additional funds to repay the notes.
If we are unable to raise additional funds by August 2001, we may have to limit
our operations to an extent not presently determinable by management, but which
may include the sale of any assets owned or our ceasing to conduct business.
Although we have no commitments for capital, we may raise additional funds
through:
- public offerings of equity, securities convertible into equity or
debt,
- private offerings of securities or debt, or
- other sources.
Our investors should assume that any additional funding will cause substantial
dilution to current stockholders. In addition, we may not be able to raise
additional funds on favorable terms, if at all.
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PART II
Pursuant to the Instructions to Part II of the Form 10-QSB, Items 1, 2, 3, 4 and
5 have been omitted.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) The following exhibits are to be filed as part of this Form 10-QSB:
EXHIBIT NO. IDENTIFICATION OF EXHIBIT
Exhibit 3.1(1) Articles of Incorporation of GuideLocator.com,
Inc.
Exhibit 3.2(1) Bylaws of GuideLocator.com, Inc.
Exhibit 4.1(1) Common Stock Specimen
Exhibit 10.1(1) 1999 Incentive Stock Option Plan
Exhibit 27.1(2) Financial Data Schedule
(1) Filed previously on registration statement Form SB-2 SEC File No.
333-88083.
(2) Filed herewith.
(b) Reports on Form 8-K.
None.
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SIGNATURES
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In accordance with the Securities Act, this report has been signed below by
the following persons on behalf of the undersigned, thereunto duly authorized.
GuideLocator.com, Inc.
Date: November 8, 2000 /s/ Ruth E. Shepley
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Ruth E. Shepley
Chief Executive Officer, Director,
and Chief Accounting and Financial
Officer
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