SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ______ to ________
Commission file number
0-27893
-------
2DOBIZ.COM, INC.
--------------------------------
(Name of small business issuer in its charter)
Nevada 77-0448262
------ ----------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.
122-1020 Mainland Street, Vancouver,
British Columbia Canada. V6B 2T4
-------------------------------------- --------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (604)602-2378
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[ ]
Number of shares outstanding of each of the issuer's classes of common stock,
as of May 11, 2000: 11,100,000 shares of common stock, par value $.001.
- 1 -
- ------------------------------------------------------------------------------
<PAGE>
INTERLOCK SERVICES, INC.
(A Development Stage Company)
TABLE OF CONTENTS
PAGE
PART I FINANCIAL INFORMATION
Item 1. Financial Statements............................................3
Balance Sheet...................................................3
Statement of Operations for the Three Months Ended
March 31, 2000 and 1999 (unaudited).............................4
Statement of Cash Flow For the Three Months Ended
March 31, 2000 (unaudited)......................................5
Notes to Financial Statements
as of March 31, 2000 (unaudited)................................6
Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations..................10
Liquidity and Capital Resources................................10
Part II: Other Information..............................................11
Item 1: Legal Proceedings..............................................11
Item 2: Changes in Securities..........................................11
Item 3: Defaults Upon Senior Securities................................11
Item 4: Submission of Matters to a Vote of
Security Holders...............................................11
Item 5: Other Information..............................................11
Item 6(a): Exhibits.......................................................11
Item 6(b): Reports on Form 8-K............................................11
SIGNATURES................................................................12
- 2 -
- ------------------------------------------------------------------------------
<PAGE>
2DOBIZ.com, INC.
(A Development Stage Company)
PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
BALANCE SHEET
<TABLE>
March 31, December 31, December 31,
2000 1999 1999
(unaudited) (unaudited)
----------- ----------- -----------
(Proforma)
<S> <C> <C> <C>
Cash $ 150,100 $ - $ 13,002
Cash Prepaid Assets 12,122 - 1,878
----------- ----------- -----------
Total current assets 162,222 - 14,880
Property and equipment 49,105 - 19,755
Website development 803,007 - 683,267
Other assets 192,533 - 262,547
----------- ----------- -----------
Total Assets $ 1,206,867 $ - $ 980,449
----------- ----------- -----------
Liabilities
Accounts Payable $ 39,234 $ - $ -
Due to Affiliate 114,232 - 114,232
Notes Payable 184,296 - 144,296
----------- ----------- -----------
Current liabilities 337,762 - 258,528
Shareholders' Equity
Common Stock, Par Value $.001
Authorized 100,000,000 shares
Issued 11,130,000, 11,000,000
shares as of March 31, 2000, and
December 31, 1999 11,130 1,000 11,000
Paid-In Capital 1,210,385 385 954,777
Retained Deficit (352,410) (1,385) (243,856)
----------- ----------- -----------
Total Stockholders' Equity 869,105 - 721,921
Total Liabilities and
Shareholders' Equity $ 1,206,867 $ - $ 980,449
----------- ----------- -----------
</TABLE>
The accompanying notes are integral part of these financial statements
- 3 -
- ------------------------------------------------------------------------------
<PAGE>
2DOBIZ.com, INC.
(A Development Stage Company)
PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>
For the Three Months Ended March 31,
2000 1999
------------ ------------
(Proforma)
<S> <C> <C>
Revenues $ - $ -
Expenses 98,054 20,050
Depreciation and Amortization 10,500 6,100
------------ ------------
Net Loss $ (108,554) $ (26,150)
============ ============
Basic & Diluted loss per share $ (0.01) $ (0.00)
============ ============
</TABLE>
The accompanying notes are integral part of these financial statements
- 4 -
- ------------------------------------------------------------------------------
<PAGE>
2DOBIZ.com, INC.
(A Development Stage Company)
PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
STATEMENT OF CASH FLOWS (Unaudited)
<TABLE>
PROFORMA
MARCH 31, 2000
--------------
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ (108,554)
Adjustments to Reconcile
Net Income (Loss) to Net Cash Provided
By (Used In) Operating Activities
Depreciation and Amortization 10,500
(Increase) Decrease in:
Prepaid Expenses (10,244)
Other assets 70,014
Increase (Decrease) in:
Accounts Payable 39,234
----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 950
----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Equipment (39,850)
Capitalized Website Costs (119,740)
----------
NET CASH USED INVESTMENT ACTIVITIES (159,590)
----------
CASH FLOW FROM FINANCING ACTIVITIES
Issuance of Common Stock, net 255,738
Increase in Long Term Debt, net 40,000
----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 295,738
----------
NET INCREASE (DECREASE) IN CASH 137,098
CASH AT BEGINNING OF PERIOD 13,002
----------
CASH AT END OF PERIOD $ 150,100
==========
</TABLE>
The accompanying notes are integral part of these financial statements
- 5 -
- ------------------------------------------------------------------------------
<PAGE>
2DOBIZ.com, INC.
(A Development Stage Company)
PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
NOTES TO FINANCIAL STATEMENTS FOR THE THREE MONTHS
ENDED MARCH 31, 2000 (Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of accounting policies for 2DoBiz.com, Inc. is presented
to assist in understanding the Company's financial statements. The accounting
policies conform to generally accepted accounting principles and have been
consistently applied in the preparation of the financial statements.
Organization and Basis of Presentation
The Company was incorporated under the laws of the State of Nevada on
October 28, 1996. The Company ceased all operating activities during the
period from September 23, 1996 to July 9, 1999 and was considered dormant.
Effective January 16, 2000 (the Acquisition Date) the Company acquired the web
development business from Internet International Communications, Ltd. in an
exchange of common stock of the Company for the assets and liabilities of
Internet International Communications, Ltd. The transaction closed on
December 27, 1999. The acquisition was accounted for under the purchase method
of accounting. Accordingly, the acquired assets and liabilities were recorded
at fair market value, deemed to be the net book value carried by Internet
International Communications, Ltd. The difference between fair market value and
purchase price was charged to goodwill and website development costs.
Nature of Business
The Company is a web-based company which provides services designed to empower
small and medium sized businesses, helping them to reach their full business
potential.
The Company is a business hub. It will be a single point of contact between the
business and a rich, comprehensive collection of web and information technology
tools. Its target users will be the international community of owners, managers,
and staff of small and medium businesses ("SMEs"). Successful aggregation of
these target users will only occur in parallel with an aggregation of the
international collection of global and regional financiers, trading partners,
technologists, and other outsource infrastructure/service providers that SME's
find to be valuable.
- 6 -
- ------------------------------------------------------------------------------
<PAGE>
Basis of Presentation
The accompanying unaudited condensed financial statements and related notes
have been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission for Form 10-QSB. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments, consisting of a normal recurring nature and considered
necessary for a fair presentation, have been included. It is suggested that
these financial statements are read in conjunction with the financial
statements and notes thereto included in the Company's annual report on
Form 10-KSB for fiscal year ended December 31, 1999, and Form 8-K/A filed
April 10, 2000 reflecting the operations of 2DOBIZ.COM, INC. (formerly known as
Internet International Communications, Ltd. The results of operations for the
three month period ended March 31, 2000 indicative of the operating results for
the year ended December 31, 2000. For further information, refer to the
financial statements and notes thereto included in the Company's Form 10-SB,
Form 10-KSB and Form 8-K's.
Basis of Accounting
The Company uses the accrual method of accounting and prepares and presents
financial statements that conform to generally accepted accounting principles.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affects the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements
and reported amounts of revenues and expenses during the reporting periods.
Actual results could differ from those estimates.
Reclassifications:
Certain March 31, 1999 balances have been reclassified to
conform to the March 31, 2000 financial statement presentation.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all highly
liquid debt instruments purchased with a maturity of three months or less to
be cash equivalents to the extent the funds are not being held for investment
purposes.
- 7 -
- ------------------------------------------------------------------------------
<PAGE>
NOTE 2 - INCOME TAXES
As of March 31, 2000, the Company had a net operating loss carryforward
for income tax reporting purposes of approximately $300,000 that may be offset
against future taxable income through 2012. Current tax laws limit the amount
of loss available to be offset against future income when a substantial change
in ownership occurs. Therefore, the amount available to offset future taxable
income will be limited. No tax benefit has been reported in the financial
statements, because the Company believes there is a 50% or greater chance the
carryforwards will expire unused. Accordingly, the potential tax benefits of
the loss carryforwards are offset by a valuation allowance of the same amount.
NOTE 3 - DEVELOPMENT STAGE COMPANY
The Company has not begun principal operations and as is common with a
development stage company, the Company has had recurring losses during its
development stage.
Note 4 - Convertible debt
$135,088 was loaned to the Company. The lenders have the option to convert the
debt to common shares at $1.00 per share. No conversions have been made as of
March 31, 2000.
- 8 -
- ------------------------------------------------------------------------------
<PAGE>
NOTE 5 - GOING CONCERN
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company had not commenced its planned principal
operations. Prior to the merger, Can/Am sustained significant losses and has
negative working capital. Without the realization of additional capital, it may
be unlikely for the Company to continue as a going concern.
NOTE 6 - MERGER TRANSACTION
On January 16, 2000 the Company entered into an AGREEMENT AND PLAN OF
REORGANIZATION ("Agreement") INTERLOCK SERVICES, INC., a Nevada corporation
("Acquisition"), INTERNET INTERNATIONAL COMMUNICATIONS, LTD., a Nevada
corporation ("Client") and the persons listed in Exhibit A hereof
(collectively the "Shareholders"), being the owners of record of all of the
issued and outstanding common stock of Client.
Client exchanged 7,500,000 shares of common stock for 7,500,000 shares of
Acquisition common stock. The Client pursuant to the Agreement became a
wholly-owned subsidiary of the Company and changed its name to 2DOBIZ.COM, INC.
- 9 -
- ------------------------------------------------------------------------------
<PAGE>
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following discussion of the results of operations and financial
condition should be read in conjunction with the audited financial statements
and related notes appearing subsequently under the caption "Financial
Statements".
Cautionary Statement on Forward-Looking Statements
From time to time, the Company makes oral and written statements that may
constitute "forward-looking statements" as defined in the Private Securities
Litigation Reform Act of 1995 (the "PSLRA") or by the Commission in its rules,
regulations and releases. The Company desires to take advantage of the "safe
harbor" provisions in the PSLRA for forward-looking statements made from time
to time, including, but not limited to, the forward-looking statements
relating to the Company contained in this Form 10-QSB.
The Company cautions readers that any such forward-looking statements
made by or on behalf of the Company is based on management's current
expectations and beliefs but are not guarantees of future performance. Actual
results could differ materially from those expressed or implied in the
forward-looking statements.
The Company was incorporated under the laws of the State of Nevada on
October 28, 1996. The Company ceased all operating activities during the
period from September 23, 1996 to July 9, 1999 and was considered dormant. On
July 9, 1999, the Company obtained a Certificate of renewal from the State of
Nevada. Since July 9, 1999 through January 16, 2000, the Company was in the
development stage, and had not commenced planned principal operations.
On January 16, 2000 the company entered into an agreement and plan of
Reorganization ("agreement") interlock services, inc., A Nevada corporation
("Acquisition"), Internet international communications, ltd., A Nevada
Corporation ("client") and the persons listed in exhibit a hereof
(collectively the "shareholders"), being the owners of record of all of the
Issued and outstanding common stock of client.
Client exchanged 7,500,000 shares of common stock for 7,500,000 shares of
Acquisition common stock. The Client pursuant to the Agreement became a
wholly-owned subsidiary of the Company and changed its name to 2DOBIZ.COM, INC.
The Company is a web-based company that provides services designed to empower
small and medium sized businesses, helping them to reach their full business
potential.
The Company is a business hub. It will be a single point of contact between the
business and a rich, comprehensive collection of web and information technology
tools. Its target users will be the international community of owners, managers,
and staff of small and medium businesses ("SMEs"). Successful aggregation of
these target users will only occur in parallel with an aggregation of the
international collection of global and regional financiers, trading partners,
technologists, and other outsource infrastructure/service providers that SME's
find to be valuable.
THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THREE MONTHS ENDED MARCH 31, 1999
RESULTS OF OPERATIONS. The Company continues to increase its presence and
exposure in the business to business market on the Internet, however the Company
has not begun to generate revenues.
The Company's total general and administrative expenses increased by $78,000 or
389.1%, for the three months ended March 31, 2000 due to increased costs related
to the Company's activities in preparation for expanding its business model and
hiring software developers, going public and legal fees as well as an increase
in administration personnel. The Company believes that it will continue to incur
significant costs relative to its personnel and for business development as it
moves into the Asian marketplace in promoting the Company's B2B model for small
to medium size enterprises.
Liquidity and Capital Resources
As of March 31, 2000, the Company and management believe that the Company needs
to raise adequate cash resources to fund current operations and future expansion
plans. The Company has had several discussions with various financing sources
for the Company's business development. The Company has received $300,000 in
private financing pursuant to a private placement that occurred in January 2000.
The Company currently is planning a private placement in excess of $5 million US
dollars. There can be no assurance, however, that the Company's actual capital
needs will not exceed anticipated levels, or that the Company will generate
sufficient revenues to fund its operations in the absence of other sources or
this contemplate financing.
- 10 -
- ------------------------------------------------------------------------------
<PAGE>
PART II. OTHER INFORMATION
Item 1: Legal Proceedings
NONE
Item 2: Changes in Securities
NONE
Item 3: Defaults Upon Senior Securities
NONE
Item 4: Submission of Matters to a Vote of Security Holders
NONE
Item 5: Other Information
The Company filed a Change in Control of Registrant
Dated April 10, 2000 on Form 8-K/A
Item 6(a): Exhibits
NONE
- 11 -
- ------------------------------------------------------------------------------
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
2DOBIZ.COM, INC.
----------------
(Registrant)
Date: May 15, 2000 By: /s/ David Roth, Ph.D.
----------------
David Roth
Chief Executive Officer
(Duly Authorized Signatory)
Date: May 15 , 2000 By: /s/ Larry Eyler
----------------
Larry Eyler
Chief Financial Officer
(Duly Authorized Signatory)
- 12 -
- ------------------------------------------------------------------------------
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 150,100
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 162,222
<PP&E> 49,105
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,206,867
<CURRENT-LIABILITIES> 337,762
<BONDS> 0
0
0
<COMMON> 11,130
<OTHER-SE> 857,975
<TOTAL-LIABILITY-AND-EQUITY> 1,206,867
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 108,554
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (108,554)
<INCOME-TAX> 0
<INCOME-CONTINUING> (108,554)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (108,554)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
</TABLE>
