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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-QSB/A-1
(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
Commission File Number 0-11968
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Worldwide Wireless Networks, Inc.
(Name of registrant in its charter)
Nevada 88-0286466
(State of incorporation) (I. R. S. Employer Identification No.)
770 The City Drive South, Suite 3700
Orange, California 92868
(714) 937-5500
(Address and telephone number of principal executive offices
and principal place of business)
________________
Securities registered pursuant to Section 12(b) of the Act:
None
________________
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.001
Indicate by check mark whether the registrant (1) has filed all report
s reuired 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) and has
been subject to such filing requirements for the past 90 days.
Yes X No
As of September 30, 2000, there were 12,844,060 shares of the issuer's
Commn Stock issued and outstanding.
PART I - FINANCIAL INFORMATION
Item I. Financial Statements
The registrant represents that the Consolidated Financial Statements
furnished herein have been reviewed by Chisholm & Associates, the
company's independent auditors, and prepared in accordance with
generally accepted accounting principles applied on a basis consistent
with prior years, and that such Consolidated Financial Statements
reflect, in the opinion of the management of the Company, all adjust-
ments (which include only normal recurring adjustments) necessary to
present fairly the consolidated financial position of Worldwide
Wireless Networks, Inc. and its subsidiaries (the "Company"), as of
September 30, 2000, and the results of its operations and its cash
flows for the three months then ended.
Worldwide Wireless Networks, Inc.
(Formerly Pacific Link Internet, Inc.)
Consolidated Financial Statements
September 30, 2000
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Stockholders of Worldwide Wireless
Networks, Inc. (formerly Pacific Link Internet, Inc.) Orange, CA
We have reviewed the accompanying condensed consolidated balance sheet
of Wrldwide Wireless Networks, Inc. (formerly Pacific Link Internet,
Inc.) and subsidiary as of September 30, 2000 and the related
condensed consolidated statements of income and cash flows for the
period then ended. These financial statements are the responsibility
of the company's management.
We conducted our review in accordance with standards established by
the Amrican Institute of Certified Public Accountants. A review of in-
terim financial information consists principally of applying analytical
procedures to financial data and making inquiries of persons respon-
sible for financial and accounting matters. It is substantially less
in scope than an audit conducted in accordance with generally accepted
auditing standards, the objective of which is the expression of an
opinion regarding the financial statements taken as a whole. Accord-
ingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that sould be made to the condensed consolidated financial statements
referred to above for them to be in conformity with generally accepted
accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the balance sheet as of December 31, 1999, and the
related statements of income, retained earnings, and cash flows for
the year then ended (not presented herein); and in our report dated
February 18, 2000, we expressed an unqualified opinion on those
financial statements. In our opinion, the information set forth in
the accompanying condensed balance sheet as of December 31, 1999, is
fairly stated, in all material respects, in relation to the consoli-
dated balance sheet from which it has been derived.
The accompanying statements of operations and cash flows for the
period ened September 30, 2000 were not audited or reviewed by us and,
accordingly, we do not express an opinion on them.
/s/ Chisholm & Associates
---------------------
Chisholm & Associates
November 1, 2000
Worldwide Wireless Networks, Inc.
Consolidated Balance Sheets
ASSETS
September 30, 2000 December 31, 1999
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
CURRENT ASSETS
Cash and Cash Equivalents $176,633 $136,311
Accounts Receivable (net of allowance for doubtful
accounts of $12,495 and $20,000 respectively) 398,647 165,091
Other Receivables 14,887 3,000
Inventory 2,157,568 129,861
Prepaid Expenses 52,208 18,912
Total Current Assets 2,799,943 453,175
PROPERTY & EQUIPMENT
Office Equipment 197,593 103,231
Leased Equipment 61,315 177,653
Machinery Equipment 1,834,603 1,109,524
2,093,511 1,390,408
Less:
Accumulated Depreciation - leased equipment (61,316) (165,255)
Accumulated Depreciation (671,418) (282,495)
Total Property & Equipment 1,360,777 942,658
OTHER ASSETS
Investments available for sale 1,161,885 36,885
Deferred Charges 7,640 21,984
Deposits 51,524 36,197
Total Other Assets 1,221,049 95,066
TOTAL ASSETS $5,381,769 $1,490,899
</TABLE>
Worldwide Wireless Networks, Inc.
Consolidated Balance Sheets
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
<S> <C> <C>
September 30, 2000 December 31, 1999
(Unaudited)
CURRENT LIABILITIES
Accounts Payable $2,999,357 $655,485
Accrued Expenses 277,381 83,933
Lines of Credit 79,266 89,323
Unearned Revenue 35,417 102,356
Customer Deposits 56,109 -
Current Portion of Long Term Liabilities 1,285,151 665,355
Total Current Liabilities 4,732,681 1,596,452
LONG TERM LIABILITIES
Notes Payable 2,194,370 562,245
Notes Payable - Related Party 75,000 75,000
Capital Lease Payable 15,781 30,340
Less Current Portion (1,285,151) (665,355)
Total Long Term Liabilities 1,000,000 2,230
TOTAL LIABILITIES 5,732,681 1,598,682
STOCKHOLDERS' EQUITY
Common Stock, 50,000,000 shares of $.001 par value
authorized, 12,844,060 and 11,799,988 shares
issued and outstanding 12,844 11,800
Additional Paid In Capital 5,255,828 2,415,345
Accumulated Comprehensive Income (75,000) -
Retained Earnings (5,544,584) (2,534,928)
Total Stockholders' Equity (350,912) (107,783)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $5,381,769 $1,490,899
</TABLE>
Worldwide Wireless Networks, Inc.
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Three Months Ended September 30, Nine Months Ended September 30,
2000 1999 2000 1999
SALES $1,046,146 $571,072 $2,757,520 $1,228,457
COST OF GOODS SOLD 804,875 252,788 1,835,716 513,073
GROSS PROFIT 241,271 318,284 921,804 715,384
OPERATING EXPENSES
General And
Administrative Expenses 972,520 398,203 3,248,688 1,060,983
Sales 366,868 183,145 574,966 357,573
TOTAL OPERATING EXPENSES 1,339,388 581,348 3,823,654 1,418,556
OPERATING INCOME (LOSS) (1,098,117) (263,064) (2,901,850) (703,172)
OTHER INCOME AND (EXPENSE)
Interest Expense (49,322) (10,745) (107,806) (26,484)
Miscellaneous Income 3,690 4,714 - 16,666
(45,632) (6,031) (107,806) (9,818)
NET INCOME (LOSS) ($1,143,749) ($269,095) ($3,009,656) ($712,990)
NET INCOME (LOSS) PER SHARE $ (0.09) $ (0.02) $ (0.24) $ (0.07)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES 12,833,214 11,599,988 12,511,135 10,122,214
</TABLE>
Worldwide Wireless Networks, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
Nine Months Ended September 30,
2000 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) ($3,009,656) ($712,990)
Net Cash Used in Operating Activities:
Depreciation and Amortization 401,322 207,001
Bad Debt (7,505) -
Shares Issued for Services 545,407 -
Shares Issued for Insurance Policy 33,000 -
(Increase) Decrease in:
Accounts Receivable (226,051) (161,545)
Other Current Assets (11,887) (1,451)
Inventory (2,027,707) (34,459)
Prepaid Expenses (26,755) (27,136)
Deferred Charges - (16,338)
Increase (Decrease) in:
Bank Overdraft - (4,092)
Accounts Payable and Accrued Expenses 2,537,318 31,905
Customer Deposits 56,109 -
Lines of Credit (10,057) (6,542)
Unearned Revenue (66,938) 83,024
Net Cash Provided (Used) by Operating Activities (1,813,400) (642,623)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property and Equipment (819,441) (785,796)
Cash Paid for Deposits (15,327) (11,287)
Cash paid for Investments - (50,000)
Cash from Deferred Charges 7,803 -
Net Cash Provided (Used) by Investing Activities (826,965) (847,083)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Debt Financing 1,775,000 550,000
Principal Payments on Debt Financing (57,434) (77,985)
Cash Received in Merger with Worldwide - 1,000,000
Cash Paid for Registration Fees (6,879) -
Shares Issued for Cash 970,000 100,000
Net Cash Provided (Used) by Financing Activities 2,680,687 1,572,015
Net Increase (Decrease) in Cash and Cash Equivalents 40,322 82,309
Cash & Cash Equivalents - Beginning 136,311 -
Cash & Cash Equivalents - Ending $ 176,633 $ 82,309
Supplemental Cash Flow Information
Cash paid for interest $ 12,422 $ 26,484
Cash paid for income taxes $ - $ -
Non-cash financing transactions
Investment acquired by issuing stock $ 1,200,000 $ -
Stock issued for notes payable $ 100,000 $ -
</TABLE>
Worldwide Wireless Networks, Inc.
Notes to the Financial Statements
September 30, 2000
NOTES TO FINANCIAL STATEMENTS
Worldwide Wireless Networks, Inc. (the "Company") has elected to omit
subsantially all footnotes to the financial statements for the nine
months ended September 30, 2000, since there have been no material
changes (other than indicated in other footnotes) to the information
previously reported by the Company in their Annual Report filed on
Form 10-KSB for the Fiscal year ended December 31, 1999.
UNAUDITED INFORMATION
The information furnished herein was taken from the books and records
of te Company without audit. However, such information reflects all
adjustments which
are, in the opinion of management, necessary to properly reflect the
results of the period presented and are of a normal and recurring
nature. The information presented is not necessarily indicative of
the results from operations expected for the full fiscal year.
MERGER WITH TARRAB CAPITAL GROUP
On February 10, 2000, the Company issued 5,000 shares of restricted
common stock valued at $20,000 for all of the outstanding shares of
Tarrab Capital Group(TCG), a Nevada Corporation. At the date
of the merger, TCG had no assets or liabilities and ceased to exist.
In connection with the merger, the Company issued 200,000 shares of
restricted common stock for legal fees valued at $400,000.
INVESTMENTS AVAILABLE FOR SALE
Management determines the appropriate classification of marketable
equity ecurity investments at the time of purchase and reevaluates such
designation as of each balance sheet date. Unrestricted and restricted
marketable equity securities have been classified as available for sale.
Available for sale securities are carried at fair value, with the
unrealized gains and losses, net of tax, reported as a net amount in
accumulated comprehensive income. Realized gains and losses and
declines in value judged to be other-than-temporary on available for
sale securities are included in investment income. The cost of
securities sold is based on the specific idntification method. Interest
and dividends on securities classified as available for sale are
included in investment income.
On June 28, 2000, the Company issued 300,000 shares of common stock
valued at $1,200,000 to Bridge Technology, Inc.(Bridge) in exchange for
150,000 shares of Bridge stock valued at $1,200,000. The fair value of
this security was determined by the quoted stock price on the market at
the time of purchase.
During the nine months ended September 30, 2000, the Company recorded
$75,00 of unrecognized losses on securities available for sale in a
ccumulated comprehensive income in equity. The aggregate fair value of
the securities available for sale at September 30, 2000 is $1,161,885.
No securities were sold during the nine months ended September 30, 2000,
therefore no gains or losses have been realized in the statement of
operations.
INVENTORY
In November 1999, the Company entered into a purchase agreement with
Adaptve Broadband Corporation(Adaptive). The Company has agreed to
purchase wireless telecommunications equipment from Adaptive.
Details of the agreement are as follows:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Unit Prices
-----------
Subscriber Access
Time Frame Quantity Commitment Units Points
0-12 months after 2,624 units $1,675,000 $2,075,000
effective date
13-24 months after additional 5,120 units $1,250,000 $1,650,000
effective date
25-36 months after additional 7,760 units $1,000,000 $1,400,000
</TABLE>
As of September 30, 2000, $1,750,000 of inventory consists of
purchases from Adaptive.
WARRANTS
On June 19, 2000, the Company entered into a Private Equity Line of
Credit Agreement with Whitsend Investments Ltd (Whitsend). Pursuant to
this agreement, Whitsend has committed up to $20,000,000 for the
purchase of the Company's common stock over a 36 month period. Once
every 15 days, the Company may borrow up to $500,000 from Whitsend.
The Company is not obligated to draw on any of the available funds.
In lieu of providing Whitsend with a minimum aggregate draw down
commitment, the Company has issued 125,000 warrants for the purchase
of its shares of comon stock at $4.69 per share. These warrants expire
on June 19, 2003.
On June 30, 2000, the Company entered into a Convertible Debenture and
Warrnts Purchase Agreement with several investors. Pursuant to this
agreement, the Company converted $1,000,000 of its notes payable to
$1,000,000 in convertible debentures and issued 100,000 warrants. The
exercise price per share under these warrants will be 120% of the
closing price on the trading day immediately preceeding the closing
date. These warrants expire on June 30, 2003.
CONVERTIBLE DEBENTURES
On June 30, 2000, the Company entered into a Convertible
Debenture and Warrant Purchase Agreement having an aggregate principal
amount of $1,000,000. The convertible debentures mature on June 30,
2003 and bear interest at 7% per annum until the earlier of conversion
into the Company's common stock or maturity. Interest is payable
quarterly in arrears on September 1, October 1, January 1 and June 1
of each year commencing on September 1, 2000.
The convertible debentures are convertible by the holder at any time
prior to the close of business on June 30, 2003. The conversion price
is equal to the lesser of $3.66 per share or 80% of the market price as
of the date on which the holder of the debenture gives notice of their
intention to convert the debentures. If the conversion price is not
less than $7.00 per share, the Company may redeem the debentures for
cash at 150% of the unpaid principal and accrued interest.
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We hereby consent to the use of our report for the nine months
ende September 30, 2000, dated November 1, 2000, in the Form 10-Q for
Worldwide Wireless Network, Inc.
/s/ Chisholm & Associates
---------------------
Chisholm & Associates
Salt Lake City, Utah
November 13, 2000
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION
FORWARD-LOOKING STATEMENTS AND ASSOCIATED RISK
This quarterly report may contain forward-looking statements. These
forwad-looking statements are based largely on the Company's expec-
tations and are subject to a number of risks and uncertainties,
certain of which are beyond the Company's control. Actual results
could differ materially from these forward-looking statements as a
result of such risks and uncertainties, including, among others,
general economic conditions, governmental regulation and competitive
factors, and, more specifically, interest rate levels availability of
financing, consumer confidence and preferences, the effectiveness of
the Company's competitors, and costs of materials and labor. In light
of these risks and uncertainties, there can be no assurance that the
forward-looking information contained in this quarterly report will in
fact occur. Forward-lookingstatements may be identified by use of
forward-looking terminology such as "believe,' "intends," "may,"
"will," "expects," "estimate," "anticipate," "continue," or similar
terms, variations of those terms or the negative of those terms.
Overview.
We are a networking solutions company which provides high speed
Internet acess using our own wireless network, dial-up Internet access,
data center services and network consulting. Since April 1999 we have
had large-scale commercial operations and have developed a commercial
customer base, a direct sales force and have expanded our wireless
network. Our primary market is currently Orange County, California,
where we operate our wireless network. In March of 2000, we initiated
operations in Los Angeles County, California. While we have
experienced revenue growth since our inception, we have operated at a
net loss, due primrily to our investment in expanding our network
coverage, which is expected to continue. Management believes that our
continued expansion will result in additional losses for the
foreseeable future, due to our continued expansion efforts beyond the
amount of revenues generated from our existing operations. We must
fund these expansion efforts, for he foreseeable future, from the
incurrence of debt and/or the sale of equity, and there can be no
assurance that we will be able to access either debt or equity
capitalization in sufficient amounts or on acceptable terms to continue
to fund such expansion efforts (as further described below). If we
were unable to obtain capital for expansion, then the Company would be
unable to continue its expansion as planned, and would remain
essentially an Orange County, California network. Management has
developed a cost reduction plan which could be implemented in such an
event, and this plan would allow the Company to operate profitably,
with no expansion or growth.
Revenues. We generate revenues primarily through the sale of
annuity-like service contracts with customers, the sale and installation
of wireless networks, network consulting, and sales of network equipment.
We recognize revenues when services are completed. We believe that
growth in revenue will come from additional penetration in markets
currently served by existing networks, expansion of complimentary product
lines to existing and new customers, and geographic expansion using
currently deployed technologies. We have spent, and intend to continue
to spend, significant resources on these activities.
Cost of Sales. Cost of sales consists of third-party network
usage and oher outsourced service costs, and the cost of roof rights.
Third-party network costs are expensed in the period when services are
rendered and are generally proportional to the number of customers. We
do not currently anticipate that inflation will have a material impact
on our results of operations.
Sales and Marketing. Sales and marketing expenses include
salaries, sales commissions, employee benefits, travel and related
expenses for our direct sales force, fees paid to third-party sales
agents, marketing and sales support functions. In an effort to
increase our revenues, user base and brand awareness, we expect to
increase significantly the amount of spending on sales and marketing
over the next year. Marketing costs associated with increasing our user
base, which to date have been minimal, are expensed in the period
incurred.
General and Administrative. General and administrative expenses
include salaries, employee benefits and expenses for our executive,
finance, depreciation of network equipment, technical staff costs,
legal, and human resources personnel. Investment in network equipment
is related primarily to geographic network expansion and incremental
customer installations, which result in increased depreciation expense
in future periods. In addition, general and administrative expenses
include fees for professional services and occupancy costs. We expect
general and administrative expenses to increase in absolute dollars as
we continue to expand our administrative infrastructure to support the
anticipated growth of our business, including costs associated with
being a public company.
Results of Operations.
Please refer to the Consolidated Financial Statements for Worldwide
Wireless Networks, Inc. which have been included earlier in this Report.
Nine Months Ended September 30, 2000 and 1999
Total revenues increased 124% or $1,529,063 to $2,757,520 for the nine
monts ended September 30, 2000 compared to revenues of $1,228,457 for
the nine months ended September 30, 1999. The increase in revenue was
attributable to an increase in sales personnel, further expansion of
our existing market, and the utilization of equipment purchasing
contracts.
Costs of sales increased 258% or $1,322,643 to $1,835,716 for the nine
monts ended September 30, 2000 compared to cost of sales of $513,073
for the nine months ended September 30, 1999. The increase was
primarily attributable to increased third party network service expense
related to the growth in our customer base, as well as an increase in
our level of equipment purchased for resale.
General and administrative expenses increased 206% or $2,187,705 to
$3,248688 for the nine months ended September 30, 2000 compared to
$1,060,983 for the nine months ended September 30, 1999. The increase
was primarily due to costs associated with the Tarrab Capital Group
merger, the hiring of additional administrative, technical support,
management personnel and outside professional services.
Selling expenses increased 61% or $217,393 to $574,966 for the nine
months ended September 30, 2000 compared to $357,573 for the nine months
ended September 30, 1999. The increase was primarily due to the hiring
of additional sales personnel, and related salaries and commission
expense.
Interest expense consists primarily of interest accrued for notes
payable. Interest expense increased 307% or $81,322 to $107,806 for the
nine months ended September 30, 2000 compared to interest expense of
$26,484 for the nine months ended September 30, 1999. The increase is
primarily attributable to the interest accrued on notes payable of which
funds were used to continue expansion and increase the customer base in
our existing market.
We incurred a net loss of $3,009,656 or $.241 per share for the nine
month ended September 30, 2000, compared to $712,990 or $.070 per
share for the nine months ended September 30, 1999. As discussed above
thenine months ended September 30, 2000 were impacted by costs
associated with the Tarrab Capital Group merger, increases in our
customer base, sales personnel, administrative personnel, executive
management personnel, professional services, and depreciation expenses.
Liquidity and Capital Resources.
Since World Wide Wireless Networks, Inc.'s inception, we have
posted operting losses and have financed our operations primarily through
the private placement of equity securities, loans, leasing arrangements,
and cash-flow from operations. As of September 30, 2000 cash reserves
totaled $176,633 with total current assets of $2,799,943.
As of September 30, 2000, our long-term debt was $1,000,000.
Our current liabilities for that same date were $4,732,681, of which
$1,285,151 accounts for the current portion of, our long-term liabilities
discussed above, and $2,999,357 is attributable to current accounts
payable. We anticipate a reduction of approximately $17,567 in October
2000, due to the expiration of certain capitallease obligations. We
have paid interest rates ranging from 15.5% to 32.5%, or an average of
21.7%, on such obligations as a new company without a credit history.
As of September 30, 2000, our principal commitments consisted
of office, oof-rights payments, and equipment leases. Future minimum
principal payments on notes payable were approximately $158,791. Future
minimum lease payments were $20,250 with $18,665 through 2000 and $5,484
through 2001. Of that amount, capital lease payments due through the
end of fiscal years 2000 and 2001 were $16,523 and $1,585, respectively
, and operating lease payments due through the same periods were
$212,877 and $283,836, respectively.
The consolidated cash flows show net cash used for our operating
activities for the nine months ended September 30, 2000 was $1,815,750.
Net cash used for operating activities consisted primarily of net
operating losses and network asset purchases. Net cash provided by our
financing activities was $2,680,687 during the same period. Net cash
provided by financing activities was principally attributable to the
sale of securities, short-term promissory notes, and long-term
promissory notes.
We expect to continue to incur significant capital expenditures
in the future in our current market of Orange County and Los Angeles,
including additions and enhancements to our server and network infra-
structure, software licenses, furniture, fixtures and equipment. The
actual amount of capital expenditures will depend on the rate of growth
in our user base and available resources, which is difficult to predict
and which could change dramatically over time. Technological advances
may also require us to make capital expenditures to develop or acquire
new equipment or technology.
Our current business plan calls for us to launch wireless networks in
San Diego, Santa Barbara and Ontario, California, and Honolulu, Hawaii
during the period between the fourth quarter of 2000 to the second
quarter of 2001. We have recently launched the Los Angeles Wireless
network. We anticipate that during this expansion based upon our
historical funding of expansion efforts, we will remain unprofitable
in each market for at least 12 to 18 months after launch. We expect
that we will require outside financing of at least $1,000,000 to
$3,000,000 per location to establish and deploy our network in the areas
mentioned above, in addition to any revenues generated from operations.
We intend to explore the letter we received from one of our shareholders
to determine if mutually agreeable terms can be reached whereby it would
provide debt and/or equity capitalization to help finance our expansion
efforts, and, even if acceptable terms can be negotiated, additional
external funds will also have to be raised.
We have investigated the availability, source and terms for external
debt financing and are exploring options which may be available to us.
However, we cannot assure that we will be able to obtain financing on
terms agreeable to us. Also, the acquisition of funding through the
issuance of debt could result in a substantial portion of our cash
flows from operations being dedicated to the repayment of principal
and interest on the indebtedness, and could render us more vulnerable
to competitive and economic downturns.
Any future securities offerings will be effected through registered of
ferigs, or in compliance with applicable exemptions under federal and
state laws. The purchasers and manner of issuance will be determined
according to our financial needs and the terms available. After
determination of the availability of debt financing we may elect to
offer securities and, accordingly, will determine the type of offering
or thetype or number of securities which we will offer at that time.
However, we cannot assure that a future securities offering will be
successful. We have no plans to make a public offering of our common
stock at this time. We also note that each time if we issue more
shares of ourcommon stock our shareholders will experience dilution in
the percentage of ownership of their common stock.
During fiscal year ended December 31, 1999 and the company's nine
month inerim period ended September 30, 2000, the company did not
generate positive cash flows. Based on our current capital position,
we are limited to expanding our network of services to customers located
almost exclusively in Orange County and Los Angeles. We are currently
reliant upon cash flows generated from operations, which our management
has determined are not adequate to maintain current personnel and
expansion levels for the next 12 months. As a result of this inadequacy,
our management has developed a cost reduction plan that, if deemed
necessary, will mandate our elimination of some outside services and
costs associated with expansion, and a reduction in company staffing.
Management believes that the implementation of this cost reduction plan
would allow the company to maintain its current customer base and to
meet all of its debt and operational expense requirements.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the rgistrant has duly caused this report to be signed on its behalf
by the undersigned - thereunto duly authorized.
WORLDWIDE WIRELESS NETWORK, INC.
Date: January 2, 2001
/s/ Jack Tortorice
--------------
Jack Tortorice
Chairman of the Board
Chief Executive Officer
