SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 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 0-027957
RBID.COM INC.
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(Exact Name of Registrant as Specified in its Charter)
Florida 33-0857311
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State of Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2030 Main Street, Suite 150, Irvine, CA 96214
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Address of Principal Executive Offices) (Zip Code)
(949) 838-0111
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(Issuer's Telephone Number, Including Area Code)
24461 Ridge Route Drive, Laguna Hills, CA 92663
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities and 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) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
At June 30, 2000 there were 12,662,363 shares of common stock outstanding.
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<CAPTION>
RBID.COM INC.
(UNAUDITED)
TABLE OF CONTENTS
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Page
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<S> <C>
Balance Sheet at June 30, 2000 (Unaudited) F-1
Statements of Operations for the three months ended June 30, F-2
2000 and 1999 (Unaudited)
Statements of Operations for the six months ended June 30, F-3
2000 and 1999 (Unaudited)
Statements of Cash Flows for the six months ended June 30, F-4
2000 and 1999 (Unaudited)
Notes to Financial Statements (unaudited) F-5
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2
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ITEM 1
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<CAPTION>
RBID.COM, INC.
BALANCE SHEET
June 30, 2000
(Unaudited)
ASSETS
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<S> <C>
Current Assets
Short-term deposit $ 344,231
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Total current assets 344,231
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Software less accumulated depreciation of $32,932 283,311
Property and equipment less accumulated depreciation of $8,401 102,955
Deposits 35,643
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421,909
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Total Assets $ 766,140
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
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Current Liabilities
Bank overdraft $ 186,829
Accounts payable and accrued expenses $ 523,853
Notes payable, related parties 161,724
Escrow advance payable 334,400
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Total current liabilities 1,206,806
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Stockholders' Equity
Common stock, $0.001 par value, 50,000,000 shares authorized;
12,662,363 shares issued and outstanding as of June 30,
2000 and 8,378,500 shares issued and outstanding as of
December 31, 1999 12,662
Additional paid in capital 3,433,695
Accumulated deficit (3,887,023)
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Total stockholders' equity (deficit) (440,666)
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Total Liabilities and Stockholders' Equity $ 766,140
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See accompanying notes to financial statements.
F-1
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<CAPTION>
RBID.COM, INC.
For The Three Months Ended June 30, 2000
STATEMENT OF OPERATIONS
(Unaudited)
Three months Three months
ended ended
June 30, June 30,
2000 1999
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<S> <C> <C>
Revenue $ 800,603 $ --
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Expenses:
Selling, general and administrative 1,040,219 896,453
Depreciation 25,628 290
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Total Operating Expenses 1,065,847 896,743
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Net Loss $ (265,244) $ (896,743)
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Per Share Information:
Weighted Average Shares Outstanding -
Basic and Diluted 12,682,030 7,848,500
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Net Loss Per Common Share - Basic and Diluted $ (0.02) $ (0.11)
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See accompanying notes to financial statements.
F-2
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<CAPTION>
RBID.COM, INC.
STATEMENTS OF OPERATIONS
For the Six Months Ended June 30, 2000 and 1999
(Unaudited)
Six months Six months
ended ended
June 30, June 30,
2000 1999
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<S> <C> <C>
Revenue $ 1,954,977 $ --
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Expenses:
Selling, general and administrative 2,985,728 1,286,453
Depreciation and amortization 32,632 290
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Total operating expenses 3,018,360 1,286,743
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Net (loss) (1,063,383) (1,286,743)
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Per Share Information:
Weighted average shares outstanding -
basic and diluted 11,224,076 7,848,500
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Net loss per common share - basic and diluted $ (0.10) $ (0.17)
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</TABLE>
See accompanying notes to financial statements.
F-3
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<TABLE>
<CAPTION>
RBID.COM, INC.
STATEMENTS OF CASH FLOWS For the Six Months Ended June 30, 2000 and
1999
(Unaudited)
Six months Six months
ended ended
June 30, June 30,
2000 1999
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(1,063,383) $(1,291,562)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Consulting services contributed -- 1,083,047
Depreciation and amortization 32,632 290
Changes in assets and liabilities:
Increase in credit card deposits (344,231)
Increase in deposits (23,035) (2,608)
Increase in loan receivable, stockholder -- (26,944)
Increase in accounts payable and
accrued expenses 97,110 13,992
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Net cash used in operating activities (1,300,907) (223,785)
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CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of software (289,583) --
Purchase of property & equipment (81,204) (16,285)
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Net cash used in investing activities (370,787) (16,285)
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CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable and esrow proceeds 153,800 --
Net proceeds from issuance of common
stock, net of issuance costs 1,309,581 251,261
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Net cash provided by financing activities 1,463,381 251,261
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NET INCREASE (DECREASE) IN CASH $ (208,313) 11,191
CASH, beginning of period 21,484 --
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CASH, end of period (BANK OVERDRAFT) $ (186,829) $ 11,191
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SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the year for:
Interest -- --
Income taxes -- --
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See accompanying notes to financial statements.
F-4
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RBID.COM INC.
NOTES TO FINANCIAL STATEMENTS
For The Quarter Ended June 30, 2000
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information. Pursuant to the rules of the Securities and Exchange
Commission 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 only of normal recurring
accruals considered necessary for a fair presentation, have been included in the
accompanying unaudited financial statements. Operating results for the three and
six months ended June 30, 2000 are not necessarily indicative of the results
that may be expected for the full year ending December 31, 2000. For further
information, refer to the Form 10-QSB financial statements of the Company as of
March 31, 2000 and the period October 4, 1988 (Inception) to December 31, 1999
including notes thereto included in the Company's Form 10-KSB.
Note 2. Comprehensive Income
The Company follows Statement of Financial Accounting Standards No. 130,
"Reporting Comprehensive Income" ("SFAS No. 130"). SFAS No. 130 establishes
standards for reporting and display of comprehensive income and its components
in the financial statements. There were no differences between reported net
income and comprehensive income for the three and six months and ended June 30,
2000.
Note 3. Net Income (Loss) Per Share
The net income (loss) per share is computed by dividing the net income (loss)
for the period by the weighted average of common shares outstanding for the
period. For the three and six months ended June 30, 2000 and 1999 potential
common shares and the computation of diluted earnings per share are not
considered as their effect would be anti-dilutive.
Note 4. Short-term deposits
Short-term deposits consist of cash deposit holdbacks from a credit card company
of $487,031 less estimated returns to supersite tenants of $142,800 for a net
amount of $344,231 at June 30, 2000.
F-5
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RBID.COM, INC.
FORM 10-QSB
For the Quarter Ended June 30, 2000
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Overview
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The Company began its first full six months ending June 30, 2000 as an operating
Company with revenues from customers after starting as a Development Stage
Company in October 1988. The new management group has provided cash requirements
for operations through the Company's internal private placement financing
activities and short term investments.
New management assumed control of the Company in October 1999 and finalized
control with a common stock issuance March 2000 and purchased the majority of
the founding stockholders common stock shares. In addition, technical
difficulties were experienced in redesign of the website during the June 30 and
March 31, 2000 quarters. Management has addressed this problem with infusion of
additional capital.
The outside marketing distributor resigned in April, 2000 and was replaced with
a new Company executive marketing director which reduced revenue and cash flow
in the June 30, 2000 quarter.
The Company moved in April 2000 to new corporate headquarters at the Wells Fargo
Building in Irvine, California.
Results of Operations
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The quarter ended June 30, 2000 generated revenues of $800,603 versus no revenue
for the prior year quarter. Allowances for returned website of $142,800 were
netted against six months of the year 2000 revenue. June 30, 2000 quarter
expenditures totaled $1,065,847 compared to $896,743 in the prior year quarter.
A summary of expenses for the quarter ended June 30, 2000 is as follows:
Advertising, marketing and video expenses $ 150,881
Commissions 618,810
Consulting - website and other 91,014
Legal and professional 50,089
Rent 15,578
Salaries and wages 115,134
Depreciation 25,628
Other expenses 98,713
Total $1,165,847
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3
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Revenue totaled $1,954,977 for the six months ended June 30, 2000 compared to no
revenue in the prior year period. Expenses were $3,018,360 for the June 30, 2000
six months compared to $1,286,743 for the prior six month development stage
period.
Liquidity, Capital Resources and Cash Flows
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Cash and equivalents as of June 30, 2000, March 31, 2000 and December 31, 1999
were a cash overdraft of $186,829 and balances of $114,024 and $21,484
respectively. The Company at June 30, 2000 has cash deposit holdbacks from a
credit card company of $487,031 less estimated returns of $142,800 to supersite
tenants for a net amount of $344,231. The cash overdraft of $ 186,829 at June
30, 2000 resulted from the Company meeting its commitments even though expenses
were reduced from the March 31, 2000 quarter operating levels. The Company
expects to recognize significant losses and will continue to have a deficiency
in stockholders equity that will increase for the foreseeable future. The
Internet industry is experiencing increasing competition and rapid technological
changes within a restructuring capital market. The Company's future results of
operations will be affected by its ability to react to the changes in the
competitive environment and its ability to implement new technologies. However,
management believes that competition, technological changes and its deficiency
in stockholders' equity will not significantly affect its ability to obtain
financing.
The Company believes it will be able to meet its current and long-term liquidity
and capital requirements through its cash flows from operating activities,
short-term investments by management, lines of credit, private placement of
common stock and other external financing. During the six months ended June 30,
2000, proceeds from the issuance of common stock totaled $1,309,581. In
addition, $153,800 loans from offficers and common stock escrow proceeds were
received in the first half of the June 30, 2000 period. The Company used funds
of $1,300,907 in operating activities and invested $370,787 in software
,property and equipment in the first six months of the year 2000.
The Company expects to expend approximately $300,000 for website enhancements
over the next twelve months and is developing consulting contracts for website
sales volume increases which management estimates will cost approximately
$500,000 in this fiscal year.
4
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Part II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company has contingent liabilities related to legal
proceedings which an estimate of loss or range of loss cannot
be made. Management of the Company believes that amounts, if
any, to settle such contingencies will not have a material
effect on future operations.
Item 2. Changes in Securities and Use of Proceeds
Not applicable
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted for a vote of shareholders during
the period covered by this report.
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
Not applicable
5
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Signature Page
SIGNATURE
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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 hereunto duly authorized.
Rbid.com, Inc.
Date: August 21, 2000 By: /s/ Fred Wallace
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Fred Wallace CFO
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