U.S. 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 SEPTEMBER 30, 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:
EBUX, Inc.
(Exact name of small business issuer as specified in its charter)
<TABLE>
<S> <C> <C>
Florida 6029 95-4720231
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer Identification No.)
incorporation or organization) Classification Code Number)
</TABLE>
8 Gaucho Drive, Rolling Hills Estates, California 90274
(Address of principal executive offices) (Zip Code)
310.831.9285
(Issuer's Telephone Number, including Area Code)
Thomas E. Stepp, Jr.
Stepp & Beauchamp LLP
1301 Dove Street, Suite 460
Newport Beach, California 92660
Telephone: 949.660.9700
Facsimile: 949.660.9010
(Name, Address and Telephone Number of Agent for Service)
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of September 30, 2000, there were
8,500,000 shares of the issuer's $.001 par value common stock issued and
outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
EBUX, Inc.
(Formerly NETWORTHUSA.COM., Inc.)
(A Development Stage Company)
Balance Sheets
September 30, 2000 (Consolidated Unaudited) and December 31, 1999
September December
30, 2000 31, 1999
--------- ---------
Assets
Current Assets
Cash $ 1,129 $ 1,071
--------- ---------
Total Current Assets 1,129 1,071
Other Assets
Domain Name 420 420
--------- ---------
Total Other Assets 420 420
--------- ---------
Total Assets $ 1,549 $ 1,491
========= =========
Liabilities & Stockholders' Equity
Current Liabilities
Accrued Expenses $ 44,877 $ 3,606
Notes Payable - Shareholders 79,222 5,000
--------- ---------
Total Current Liabilities 124,099 8,606
Stockholders' Equity
Common Stock, 50,000,000 Shares
Authorized at $0.001 Par Value;
8,500,000 Shares Issued & Outstanding 8,500 8,500
Paid In Capital 139,825 139,825
Deficit Accumulated in the Development Stage (270,875) (155,440)
--------- ---------
Total Stockholders' Equity (122,550) (7,115)
--------- ---------
Total Liabilities & Stockholders' Equity $ 1,549 $ 1,491
========= =========
See accountant's review report and accompanying notes
2
<PAGE>
EBUX, Inc.
(Formerly NETWORTHUSA.Com, Inc.)
(A Development Stage Company)
Statement Of Operations (Unaudited)
For the Three Months Period July 1, 2000 to September 30, 2000
(Consolidated) and the Three Months Period July 1, 1999
to September 30, 1999
For the Nine Months Period January 1, 2000 to September 30, 2000
(Consolidated) and the Nine Months Period January 1, 1999
to September 30, 1999
<TABLE>
<CAPTION>
July July January January
1, 2000 1, 1999 to 1, 2000 to 1, 1999 to
September to September September September
30, 2000 31, 1999 30, 2000 30, 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues
Interest Income $ 707 $ -0- $ 3,515 $ -0-
Expenses
Consulting Services 35,532 -0- 59,667 13,500
Legal & Accounting Fees 4,299 1,000 20,684 5,200
General & Administrative 1,842 681 38,599 3,909
----------- ----------- ----------- -----------
Total Expenses 41,673 1,681 118,950 22,609
----------- ----------- ----------- -----------
Net Loss ($ 40,966) ($ 1,681) ($ 115,435) ($ 22,609)
=========== =========== =========== ===========
Loss Per Share (0.00) (0.00) (0.01) (0.00)
Weighted Average
Shares Outstanding 8,500,000 8,500,000 8,500,000 8,500,000
</TABLE>
See accountant's review report and accompanying notes
3
<PAGE>
EBUX, Inc.
(Formerly NETWORTHUSA.Com, Inc.)
(A Development Stage Company)
Statements of Cash Flows (Unaudited)
For the Period January 1, 2000 to September 30, 2000 (Consolidated)
and the Period January 1, 1999 to September 30, 1999
<TABLE>
<CAPTION>
September September
30, 2000 31, 1999
--------- ---------
<S> <C> <C>
Cash Flows from Operating Activities
Net Loss ($115,435) ($ 22,608)
Changes in Operating Assets & Liabilities;
Increase in Accrued Expenses 41,271 (127,951)
--------- ---------
Net Cash Used by Operating Activities (74,164) (150,559)
Cash Flows from Investing Activities -0- -0-
--------- ---------
Cash Flows from Financing Activities
Stock Issuance -0- 25,000
Notes Payable - Shareholders 74,222 5,000
--------- ---------
Net Cash Provided from Financing Activities 74,222 30,000
--------- ---------
Increase (Decrease) in Cash 58 (120,559)
Cash at Beginning of Period 1,071 124,990
--------- ---------
Cash at End of Period $ 1,129 $ 4,431
========= =========
</TABLE>
See accountant's review report and accompanying notes
4
<PAGE>
EBUX, Inc.
(Formerly NETWORTHUSA.COM., Inc.)
(A Development Stage Company)
Notes to Financial Statements
NOTE #1 - Organization
The Company was organized on July 17, 1992 under the laws of the state of
Florida, as American Financial Seminars, Inc. On October 26, 1998, the Company
filed an Amendment to the Articles of Incorporation changing its name to
Environmental Oil Technologies, Inc. On January 11, 1999, the Articles of
Incorporation were amended changing its name to American Industrial Minerals
Group, Inc. On April 1, 1999, Articles of Amendment were filed changing the name
to NETWORTHUSA.COM., Inc., on September 15, 2000, Articles of Amendment were
filed changing the name to EBUX, Inc.
The Company is currently considered to be a development stage company.
NOTE #2 - Significant Accounting Policies
A. The Company uses the accrual method of accounting.
B. Revenues and directly related expenses are recognized in the period when
the goods are shipped to the customer.
C. The Company considers all short term, highly liquid investments that are
readily convertible, within three months, to known amounts as cash
equivalents. The Company currently has no cash equivalents.
D. Basic Earnings Per Shares are computed by dividing income available to
common stockholders by the weighted average number of common shares
outstanding during the period. Diluted Earnings Per Share shall be computed
by including contingently issuable shares with the weighted average shares
outstanding during the period. When inclusion of the contingently issuable
shares would have an antidilutive effect upon earnings per share no diluted
earnings per share shall be presented.
E. Inventories: Inventories are stated at the lower of cost, determined by the
FIFO method or market.
F. Depreciation: The cost of property and equipment is depreciated over the
estimated useful lives of the related assets. The cost of leasehold
improvements is amortized over the lesser of the length of the lease of the
related assets of the estimated lives of the assets. Depreciation and
amortization is computed on the straight line method.
G. Estimates: The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in the financial
statements and accompanying notes. Actual results could differ from those
estimates.
5
<PAGE>
EBUX, Inc.
(Formerly NETWORTHUSA.COM., Inc.)
(A Development Stage Company)
Notes to Financial Statements -Continued-
NOTE #3 - Principals of Consolidation
The Company owns 309 shares of 310 total issued shares of NETWORTHEurope.Com,
S.A. a Luxembourg Corporation. All Intercompany investments, loans and advances
have been eliminated in the consolidation process. There have been no sales or
expenses incurred between the two entities.
Minority interest is currently a deficit amount and the minority shareholder has
no obligation to reimburse the Company for any losses incurred. Accordingly no
minority interest has been recorded in the financial statements.
NOTE #4 - Loans Payable
The Company received stock subscriptions for shares of its common stock totaling
$500,000. The stock subscriptions were not accepted by the Company and $500,000
was returned to the shareholders. The Company borrowed $74,222 from shareholder
to provide working capital funds during the developmental stage.
NOTE #5 - Going Concern
Since its inception the Company has incurred losses from its operations. Funds
have been provided by shareholders to working capital. The Company will attempt
to acquire working capital from the sale of its common stock and a business
opportunity through a merger or acquisition.
The Company is continuing the business plan for the development of an Internet
banking system. This will require significantly more time and capital to
accomplish than initially estimated. There is no specific detail yet for
implementing this plan.
The Company is still having discussions and researching the establishment of an
asset management company with Laxford Finance, Inc. The letter of intent, that
was signed previously, has not been further negotiated into a final agreement
and remains open at this time.
The Internet Banking System and Asset Management programs remain in the planning
stage, The Company is now looking to an earlier opening of additional business
operations. Discussions have commenced with other individuals and entities for
incubation or acquisition of related businesses to provide operations and income
for the Company . These discussions are related to associates of the Company and
its previously established Luxembourg subsidiary. The Company will require
$1,000,000.00 in working capital for this portion of the business operations and
is planning for the financing to initiate the program.
June 1, 2000, Mr. Robert Lockwood resigned as an officer and director of the
Company. Mr. James Davis also resigned as a Director of the Company on June 1,
2000. Mr. David R. Miller was placed as the sole officer of the Company and the
remaining directors are David R. Miller and Andre Pierrard.
6
<PAGE>
Item 2. Management's Discussion and Analysis or Plan of Operation
This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.
The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.
Our Business. On or about September 15, 2000, we filed the necessary documents
with the Secretary of State of Florida to change our name from NetworthUSA.com,
Inc., to EBUX, Inc. We intend to develop an Internet banking system offering
international private banking services and securities brokerage services. Our
development and proposed operations have been delayed significantly due to our
inability to raise the capital necessary to fund our development. Implementing
our business plan will require more funds and time than initially predicted. We
are currently discussing joint venture and acquisition opportunities with
various individuals and entities with related businesses in order to develop
operations and generate revenues.
In March 2000, we entered into a letter of intent with Laxford Finance Inc., a
Luxembourg corporation ("Laxford"), to form an asset management company in
Luxembourg, which we intended to operate with Laxford through our subsidiary,
NetworthEurope.com, S.A., a Luxembourg corporation. We are currently researching
the feasibility of establishing an asset management company with Laxford and we
have not negotiated a final agreement with Laxford.
On June 1, 2000, James Davis resigned as a director of the Company and Robert
Lockwood resigned as President and a director of the Company. David R. Miller is
our President, Secretary, Treasurer and a director of the Company and Andre
Pierrard remains as a director of the Company.
Liquidity. We have been in the development stage since July 17, 1992
(inception). As of September 30, 2000, we had current assets of $1,129.00, all
of which is represented in cash. As of September 30, 2000, we had current
liabilities of $124,099.00, the majority of which was represented by notes
payable to shareholders in the amount of $79,222.00. At September 30, 2000,
current liabilities exceeded current assets by $122,970.00. The Statement of
Operations for the nine-month period ended September 30, 2000, indicates a net
loss of $115,435.00 compared to a net loss of $22,609.00 for the corresponding
period in 1999. On December 31, 1999, we had current assets of $1,071.00 and
current liabilities of $8,606.00. At September 30, 1999, current liabilities
exceeded current assets by $7,535.00.
We are not aware of any trends, demands, commitments or uncertainties that will
result in our liquidity decreasing or increasing in a material way.
7
<PAGE>
Results of Operations. As of September 30, 2000, we have not yet realized any
significant revenue from operations. The Statement of Cash Flows for the
nine-month period ended September 30, 2000 specifies a net loss of $115,435.00.
We cannot predict when we will begin realizing positive revenue.
Our Plan of Operations for Next 12 Months. We are continuing to review our
business plan and evaluate various opportunities. We anticipate that we will
require approximately $1,000,000.00 in working capital to fund our proposed
operations. We will be required to raise additional funds or arrange for
additional financing over the next 12 months to adhere to our development
schedule. No assurance can be given, however, that we will have access to
additional cash in the future, or that funds will be available on acceptable
terms to satisfy our cash requirements.
Our success is materially dependent upon our ability to satisfy additional
financing requirements. We are reviewing our options to raise substantial equity
capital. We cannot presently estimate when we will begin to realize positive
gross revenue. In order to satisfy our requisite budget, management has held and
continues to conduct negotiations with various investors. We anticipate that
these negotiations will result in additional investment income for us. To
achieve and maintain competitiveness, we may be required to raise additional
substantial funds. We anticipate that we will need to raise significant capital
to develop, promote and conduct our operations. Such capital may be raised
through public or private financing as well as borrowing and other sources.
There can be no assurance that funding for our operations will be available
under favorable terms, if at all. If adequate funds are not available, we may be
required to curtail operations significantly or to obtain funds by entering into
arrangements with collaborative partners or others that may require us to
relinquish rights to certain products and services that we would not otherwise
relinquish.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Change in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to Vote of Security Holders
On or about April 5, 2000, at least 51% of our shares entitled to vote voted in
favor of changing the name of the company from NetworthUSA.com, Inc., to EBUX,
Inc. On or about September 15, 2000, we filed the necessary documents with the
Secretary of State of Florida to change our name from NetworthUSA.com, Inc., to
EBUX, Inc.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
27 Financial Data Schedule
8
<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 in the City of Toronto, Ontario, on November 17, 2000.
EBUX, Inc.,
a Florida corporation
By: /s/ David R. Miller
-----------------------------------
David R. Miller
Its: President, Secretary and Treasurer
9
