6
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM 10-Q SB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter report ended September 30, 2000
or
( ) 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 000-28581
1st GENX.COM, INC.
(Exact name of small business issuer as registrant as specified in charter)
Nevada 94-3342064
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
101-565 Bernard Ave. Kelowna, B.C. V1Y8R4
(Address of principal executive office)
Registrants telephone no., including area code (250) 860-9551
Check whether the registrant (1) has filed all reports required 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), Yes [X] No [ ] and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuers classes of
common stock, as of the last practicable date.
Class Outstanding as of September 30, 2000
Common Stock, $0.001 28,034,137
TABLE OF CONTENTS
PART 1. FINANCIAL INFORMATION
Heading Page
Item 1. Consolidated Financial Statements 3
Item 2. Managements Discussion and Analysis and
Result of Operations 4-5
Consolidated Balance Sheets December 31, 1999
And September 30, 2000 6-8
Consolidated Statements of Operations nine months
Ended September 30, 2000 and December 31, 1999 9
Consolidated Statement of Stockholders Equity 10-12
Consolidated Statements of Cash Flows nine and three months
Ended September 30, 2000 and 1999 13-14
Notes to Consolidated Financial Statements 15
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 16
Item 2. Changes in Security 16
Item 3. Defaults Upon Senior Securities 16
Item 4. Submission of Matter to a Vote of 16
Securities Holders
Item 5. Other Information 16
Item 6. Exhibits and Reports of Form 8-K 17
Signatures S-1
PART 1 FINANCIAL INFORMATION
Item 1. Financial Statement
The accompanying unaudited financial statements have been prepared in
accordance with the instructions for Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation of
the financial position, results of operations, cash flows, and stockholders
equity in conformity with generally accepted accounting principles. In the
opinion of management, all adjustments considered necessary for a fair
presentation of the results of operations and financial position have been
included and all such adjustments are of a normal recurring nature.
The unaudited balance sheet of the Company as of September 30, 2000, and
the related audited balance sheet of the Company as of December 31, 1999, the
unaudited statement of operations and cash flows for the three months ended
September 30, 2000 and 1999 and the nine months ended September 30, 2000 and
1999 and the audited statements of stockholders equity for the period from
January 1, 1998 through December 31, 1999 and the unaudited stockholders equity
for the period January 1, 2000 through September 30, 2000 are attached hereto
and incorporated herein by this reference.
Operating results for the quarters ended September 30, 2000 are not
necessarily indicative of the results that can be expected for the year ending
December 31, 2000.
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Going Concern and Ability of the Company to Continue
The Company has a net operating loss carry forward of $4,797,402 since
inception through September 30, 2000.
The Companys consolidated financial statements are prepared using 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. The Company has not established revenues sufficient to cover its
operating costs and allow it to continue as a going concern. Management believes
that the Company will soon be able to generate revenues sufficient to cover its
operating costs. In the interim, the Company intends to raise additional capital
through private placements of its common stock.
Liquidity and Capital Resources
As of September 30, 2000 the Company has $31,123 in total current assets
and equity of $(688,179) with which to pay its obligations. The Company is
involved in a best efforts financing in order to increase the Companys
liquidity and capital resources.
Results of Operations
For the three months ending September 30, 2000 the Company had a net loss
of $(326,791). The loss includes $22,500 in depreciation and amortization.
For the nine month period ending September 30, 2000 the Company had a net
loss of $(1,733,010). The loss includes $67,564 in depreciation and
amortization.
The Company had revenues of $ 0 for the three months ended September 30,
2000 compared to $475,386 for the same period last year. The Company had
revenues of $457,590 for the nine moths ended September 30, 2000 compared with
$1,341,663 for the same period last year.
Subsequent Events
The Company amended the Articles of Incorporation changing the Corporate
name from E-Vegas.COM, Inc., to 1st GENX.COM, Inc.
Sale of Common Capital Stock
During the third quarter of 2000, the Company issued 1,850,000 shares of
common stock at $.25 per share for services. Also in the third quarter of 2000,
the Company issued 283,320 shares of common stock for cash at $.15 per share for
a net proceeds to the Company in the amount of $42,500; therefore, as of
September 30, 2000 there are 28,034,137 shares of common stock outstanding.
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2000 and December 31, 1999
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Balance Sheets
ASSETS
September 30, December 31,
2000 1999
(Unaudited) (Restated)
CURRENT ASSETS
Cash $ 31,123 $ 9,562
Accounts receivable - 4,894
Total Current Assets 31,123 14,456
FIXED ASSETS
Satellite 131,035 130,123
Computer equipment 73,673 73,673
Software 141,861 81,861
Telecommunications equipment 129,706 128,543
Vehicle 13,500 13,500
Office furniture and equipment 29,190 20,349
Accumulated depreciation (111,181) (43,617)
Total Fixed Assets 407,784 404,432
OTHER ASSETS
Notes receivable - -
Nots receivable - related party - -
Investments, net 30,000 30,000
Deposits 151,231 147,830
Total Other Assets 181,231 177,830
TOTAL ASSETS $ 620,138 $ 596,718
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
September 30, December 31,
2000 1999
(Unaudited) (Restated)
CURRENT LIABILITIES
Accounts payable $ 76,667 $ 8,220
Due to related parties 294,201 266,573
Note payable - VOIP 487,729 130,920
Current portion of notes payable 230,954 62,691
Accrued expenses 10,341 10,359
Gaming loss reserve 198,949 213,648
Total Current Liabilities 1,298,841 692,411
LONG-TERM LIABILITIES
Note payable 9,476 9,476
Total Long-Term Liabilities 9,476 9,476
Total Liabilities 1,308,317 701,887
STOCKHOLDERS EQUITY (DEFICIT)
Common stock; $0.001 par value, 50,000,000 shares
authorized, 28,034,137 and 23,680,817 shares
issued and outstanding, respectively 28,034 23,681
Additional paid-in capital 4,081,189 2,935,542
Accumulated deficit (4,797,402) (3,064,392)
Total Stockholders Equity (Deficit) (688,179) (105,169)
TOTAL LIABILITIES AND STOCKHOLDERS
EQUITY (DEFICIT) $ 620,138 $ 596,718
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Operations
(Unaudited)
For the
Nine Months Ended
September 30,
2000 1999
REVENUES
Gaming revenues $ 385,469 $ 1,341,663
Other revenue 72,121 -
Total Revenues 457,590 1,341,663
GAMING PAYOUTS 357,599 1,426,160
GROSS MARGIN 99,991 (84,497)
OPERATING EXPENSES
Management fees 62,500 -
Advertising and promotion 22,075 -
Depreciation and amortization 67,564 80,618
General and administrative 1,676,135 1,073,380
Total Operating Expenses 1,828,274 1,153,998
OPERATING LOSS (1,728,283) (1,238,495)
OTHER INCOME (EXPENSE)
Gain on sale of asset - 5,109
(Loss) gain on equity investment - (296,042)
Interest expense (4,746) -
Interest income 19 197
Total Other (Expense) (4,727) (290,736)
NET LOSS $ (1,733,010) $ (1,529,231)
BASIC LOSS PER SHARE $ (0.07) $ (0.09)
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 23,730,817 16,502,080
For the
Three Months Ended
September 30
2000 1999
REVENUES
Gaming revenues $ - $ 447,221
Other revenue - -
Total Revenues - 447,221
GAMING PAYOUTS - 475,386
GROSS MARGIN - (28,165)
OPERATING EXPENSES
Management fees - -
Advertising and promotion 1,630 -
Depreciation and amortization 22,500 26,877
General and administrative 302,651 357,788
Total Operating Expenses (326,781) 384,665
OPERATING LOSS (326,781) (412,830)
OTHER INCOME (EXPENSE)
Gain on sale of asset - 5,109
(Loss) gain on equity investment - (249,910)
Interest expense - -
Interest income 10 10
Total Other (Expense) 10 (244,791)
NET LOSS $ (326,791) $ (657,621)
BASIC LOSS PER SHARE $ (0.01) $ (0.05)
WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING 23,680,817 12,000,000
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Stockholders Equity (Deficit)
Additional
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit
Balance, December
31, 1998 12,000,000 $ 12,000 $ 98,020 $ (88,313)
March 5, 1999, common stock
issued for proprietary rights and
software recorded at $0.10 per
share 2,000,000 2,000 198,000 -
March 5, 1999, common stock
issued for cash at $0.10 per
share 1,500,000 1,500 148,500 -
April 3, 1999, common stock
issued for cash at $0.25 per
share 600,000 600 149,400 -
May 3, 1999, common stock
issued for cash at $0.70 per
share 1,000,000 1,000 699,000 -
June 30, 1999, common stock
issued for cash at $0.25 per
share 680,000 680 169,320 -
June 30, 1999, common stock
issued for investment at $0.25 per
share 1,000,000 1,000 249,000 -
Balance Forward 18,780,000 $ 18,780 $1,711,240 $ (88,313)
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Stockholders Equity (Deficit) (Continued)
Additional
Common Stock Paid In Accumulated
Shares Amount Capital Deficit
Balance Forward 18,780,000 $ 18,780 $ 1,711,240 $ (88,313)
July 14, 1999 - common stock issued for
cash at $0.25 per
share 392,000 392 97,608 -
August 5, 1999 - common stock issued for
cash at $0.25 per
share 60,000 60 14,940 -
August 30, 1999 - common stock issued
for cash at $0.25 per
share 600,000 600 149,400 -
September 10, 1999 - common stock
issued for cash at $0.25 per
share 240,000 240 59,760 -
September 13, 1999 - common stock
issued for cash at $0.25 per
share 600,000 600 149,400 -
September 14, 1999 - common stock
issued for cash at $0.25 per
share 320,000 320 79,680 -
September 21, 1999 - common stock
issued for cash at $0.25 per
share 400,000 400 99,600 -
October 13, 1999 - common stock issued
for cash at $0.25 per
share 1,000,000 1,000 253,000 -
October 15, 1999 - common stock issued
for consulting at $0.25 per
share 1,000,000 1,000 249,000 -
October 15, 1999 - common stock issued
for consulting services at $0.25 per
share 22,150 22 5,515 -
November 11, 1999 - common stock
issued for consulting services at $0.25
per share 266,667 267 66,399 -
Net loss for the year ended
December 31, 1999 - - - (2,976,079)
Balance, December 31,
1999 23,680,817 $ 23,681 $ 2,935,542 $(3,064,392)
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Stockholders Equity (Deficit) (Continued)
Additional
Common Stock Paid In Accumulated
Stock Shares Capital Deficit
Balance, December 31,
1999 23,680,817 $ 23,681 $ 2,935,542 $(3,064,392)
March 31, 2000 - common stock
issued for cash at $0.25 per share
(unaudited) 480,000 480 119,520 -
March 31, 2000 - common stock issued
for services at $0.25 per share
(unaudited) 500,000 500 124,500 -
April 1, 2000 - common stock
issued for services at $0.25 per share
(unaudited) 1,000,000 1,000 249,000 -
May 16, 2000 - common stock
issued for cash at $0.25 per share
(unaudited) 240,000 240 59,760 -
July 1, 2000 - common stock issued for
services at $0.25 per share
(unaudited) 1,100,000 1,100 273,900 -
July 27, 2000 - common stock issued for
services at $0.25 per share
(unaudited) 750,000 750 186,750 -
September 30, 2000, common stock
issued for cash at $0.15 per share
(unaudited) 283,320 283 42,217 -
Additional capital contributed
(unaudited) - - 90,000 -
Net loss for the nine months
ended September 30, 2000
(unaudited) - - - (1,733,010)
Balance, September 30, 2000
(unaudited) 28,034,137 $ 28,034 $ 4,081,189 $(4,797,402)
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Cash Flows
(Unaudited)
For the
Nine Months Ended
September 30,
2000 1999
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (1,733,010) $ (1,529,231)
Adjustments to reconcile net loss to net cash used by
operating activities:
Depreciation and amortization 67,564 80,618
Loss on equity investment - 296,042
Gain on sale of asset - 5,109
Common stock issued for services 837,500 -
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable 4,894 (231,338)
(Increase) decrease in deposits (3,401) (119,995)
Increase (decrease) in accounts payable and accrued
expenses and bank overdraft 68,429 290,493
Increase (decrease) in related party
payables 448,573 -
Increase (decrease) in gaming loss reserve (14,699) -
Net Cash (Used) by Operating Activities (324,150) (1,208,302)
CASH FLOWS FROM INVESTING ACTIVITIES
Investments purchased - (224,188)
Purchase of equipment (70,916) (565,772)
Net Cash (Used) by Investing Activities (70,916) (789,960)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from shareholders loan - 5,085
Proceeds from loan payable - 113,178
Payments on notes payable (4,136) -
Proceeds from notes payable 168,263 100,000
Proceeds from common stock 252,500 1,823,000
Net Cash Provided by Financing Activities 416,627 2,041,263
INCREASE IN CASH AND CASH EQUIVALENTS 21,561 43,001
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 9,562 293
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 31,123 $ 43,294
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Consolidated Statements of Cash Flows (Continued)
(Unaudited)
For the
Nine Months Ended
September 30,
2000 1999
CASH PAID FOR:
Interest $ - $ -
Income taxes $ - $ -
NON-CASH INVESTING AND FINANCING ACTIVITIES
Common stock issued for investments,
software and license $ - $ 450,000
Common stock issued for services $ 837,500 $ -
1ST GENX.COM, INC.
(Formerly E-Vegas.com, Inc.)
Notes to the Consolidated Financial Statements
September 30, 2000 and December 31, 1999
NOTE 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The accompanying consolidated financial statements have been prepared by
the Company without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flows at September 30, 2000
and 1999 and for all periods presented have been made.
Certain information and footnote disclosures normally included in
consolidated financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. It is suggested that these
condensed consolidated financial statements be read in conjunction with the
financial statements and notes thereto included in the Companys December 31,
1999 audited consolidated financial statements. The results of operations for
periods ended September 30, 2000 and 1999 are not necessarily indicative of the
operating results for the full years.
NOTE 2 - MATERIAL EVENTS
On May 15, 2000, the Company entered into a Recission Agreement with
Presidents Telecom, Inc. (Presidents) whereby the Company reacquired 100%
ownership in Global E-Com, S.A. (Global) The consolidated financial statements
have been retroactively restated to show the transaction as if the sale did not
occur in October 1999.
NOTE 3 - GOING CONCERN
The Companys consolidated financial statements are prepared using 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. The Company has not established revenues sufficient to cover its
operating costs and allow it to continue as a going concern. Management believes
that the Company will soon be able to generate revenues sufficient to cover its
operating costs. In the interim, the Company intends to raise additional capital
through private placements of its common stock.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
A statement of claim has been filed against the Company by Prime Play
Systems, Inc., in the Superior Court of British Columbia, for damages of
$76,500.00 plus general damages pursuant to the Court Order Interest Act, and
costs of this action. The general damages interest pursuant to the Court Order
Act and costs of this action are yet to be determined.
ITEM 2. CHANGES IN SECURITIES
During the third quarter of 2000, the Company issued 1,850,000 shares of
common stock at $.25 per share for services. Also in the third quarter of 2000,
the Company issued 283,320 shares of common stock for cash at $.15 per share for
a net proceeds to the Company in the amount of $42,500; therefore, as of
September 30, 2000 there are 28,034,137 shares of common stock outstanding
ITEM 3. DEFAULTS UPON SENIOR SECURITES
None.
ITEM 4. SUBMISSION OF MATTERS TO BE A VOTE OF SECURITY HOLDERS
At the Annual Meeting of Shareholders held July 20, 2000 the shareholders
elected: Antal Markus, Allan Serwa, Larry J. Olson, Dean E. Fox, and Rafael de
Noyo as directors to serve until the next Annual Meeting of Shareholders or
until their successors are duly qualified.
The shareholders also approved an Amendment to the Articles of
Incorporaiton changing the name to : 1st GENX.COM, Inc.
ITEM 5. OTHER INFORMATION
The Company changed its corporate name to 1st GENX.COM, Inc., on July 20,
2000 filed with the State of Nevada on July 31, 2000
ITEM 6. EXHIBITS AND REPORTS ON 8-K
a. Exhibit 27 Financial Data Schedule
b. 1.1 Proof of Claim
b. *Notice of Annual Meeting, Proxy Information & Proxy
c. Amendment to the Articles of Incorporation
No Form 8K filed this quarter
* DEF14A filed June 15, 2000
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
1ST GENX.COM, INC.
Dated: November 15, 2000
By:/S/ Antal Markus
Antal Markus
President, Director
