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 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 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
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(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 November 9, 2000 there were 14,896,963 shares of common stock outstanding.
<PAGE>
RBID.COM INC.
(UNAUDITED)
TABLE OF CONTENTS
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Page
----
Balance Sheet at September 30, 2000 (Unaudited) 3
Statements of Operations for the three months
ended September 30, 2000 and 1999 (Unaudited) 4
Statements of Operations for the nine months ended
September 30, 2000 and 1999 (Unaudited) 5
Statements of Cash Flows for the nine months
ended September 30, 2000 and 1999 (Unaudited) 6
Notes to Financial Statements (unaudited) 7
2
<PAGE>
ITEM 1 FINANCIAL STATEMENTS
RBID.COM, INC.
BALANCE SHEET
September 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
ASSETS
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<S> <C>
Current Assets
Cash and equivalents $ 6,062
Short-term deposit 329,619
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Total Current Assets 335,681
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Software less accumulated depreciation of $62,263 433,049
Property and equipment less accumulated depreciation of $13,686 101,088
Deposits 35,643
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569,780
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Total Assets $ 905,461
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
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Current Liabilities
Accounts payable and accrued expenses $ 835,908
Accounts payable, related party 80,000
Notes and loans payable, related parties 161,724
Escrow advance payable 265,000
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Total Current Liabilities 1,342,632
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Stockholders' Equity
Common stock, $0.001 par value, 50,000,000 --
shares authorized; 13,624,713 shares issued
and outstanding as of September 30, 2000 and
8,378,500 shares issued and outstanding as of --
December 31, 1999 13,625
Additional paid in capital 4,117,733
Accumulated deficit (4,568,529)
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Total Stockholders' Equity (Deficit) (437,171)
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Total Liabilities and Stockholders' Equity $ 905,461
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</TABLE>
See accompanying notes to financial statements.
3
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RBID.COM, INC.
For The Three Months Ended September 30, 2000 and 1999
STATEMENT OF OPERATIONS
(Unaudited)
Three months Three months
ended ended
September 30, September 30,
2000 1999
------------ ------------
Revenue $ 122,127 $ --
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Expenses:
Selling, general and administrative 769,017 234,366
Depreciation 34,616 930
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Total Operating Expenses 803,633 235,296
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Net Loss $ (681,506) $ (235,296)
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Per Share Information:
Weighted Average Shares Outstanding -
Basic and Diluted 12,983,147 8,378,500
============ ============
Net Loss Per Common Share - Basic and Diluted $ (0.05) $ (0.03)
============ ============
See accompanying notes to financial statements.
4
<PAGE>
RBID.COM, INC.
STATEMENTS OF OPERATIONS
For the Nine Months Ended September 30, 2000 and 1999
(Unaudited)
Nine months Nine months
ended ended
September 30, September 30,
2000 1999
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Revenue $ 2,077,104 $ --
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Expenses:
Selling, general and administrative 3,754,745 1,520,819
Depreciation 67,248 1,220
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Total Operating Expenses 3,821,993 1,522,039
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Net Loss $ (1,744,889) $ (1,522,039)
============ ============
Per Share Information:
Weighted Average Shares Outstanding -
Basic and Diluted 11,810,433 7,783,500
============ ============
Net Loss Per Common Share - Basic and Diluted $ (0.15) $ (0.20)
============ ============
See accompanying notes to financial statements.
5
<PAGE>
RBID.COM, INC.
STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
Nine months Nine months
ended ended
September 30, September 30,
2000 1999
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(1,744,889) $(1,522,039)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Consulting services contributed -- 1,080,000
Depreciation and amortization 67,248 1,220
Changes in assets and liabilities:
Increase in deposits (352,654) (2,608)
Increase in accounts payable and
accrued expenses 444,165 86,668
Increase in accounts payable -
related party 45,000 --
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Net cash used in operating activities (1,541,130) (356,759)
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CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of software (468,652) --
Purchase of property & equipment (84,622) (18,602)
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Net cash used in investing activities (553,274) (18,602)
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CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds from issuance of common
stock, net of issuance costs 1,994,582 251,261
Increase in notes and loans payable, related party 47,400 131,055
Increase in escrow advance payable 37,000 --
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Net cash provided by financing activities 2,078,982 382,316
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NET INCREASE (DECREASE) IN CASH (15,422) 6,955
CASH, beginning of period 21,484 --
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CASH, end of period $ 6,062 $ 6,955
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SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the year for:
Interest -- --
Income taxes -- --
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
RBID.COM INC.
NOTES TO FINANCIAL STATEMENTS
For The Quarter Ended September 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
nine months ended September 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 June 30, 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 nine months and ended
September 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 nine months ended September 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 $420,062 less estimated returns to supersite tenants of $90,443 for a net
amount of $329,619 at September 30, 2000.
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<PAGE>
RBID.COM, INC.
FORM 10-QSB
For the Quarter Ended September 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 nine months ending September 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 Company moved in April 2000 to new corporate headquarters at the Wells Fargo
Building in Irvine, California. In April 2000, the Company ended a relationship
with an outside consultant who had directed the marketing activity. In May 2000,
the Company recruited a highly experienced and well-respected corporate
executive to lead this business. Upon subsequent evaluation of the state of
business affairs, the Company agreed to make significant changes to its'
business strategy and operational plans. This required a virtual freeze on all
sales and marketing activities, while the Company moved quickly to re-establish
sales and marketing direction and re-build its' operation systems over the
following months.
Results of Operations
---------------------
The quarter ended September 30, 2000 generated revenues of $122,127 versus no
revenue for the prior year quarter. Allowances for returned website of $142,800
were netted against the nine months of the year 2000 revenue. September 30, 2000
quarter expenditures totaled $803,633 compared to $235,586 in the prior year
quarter.
A summary of expenses for the quarter ended September 30, 2000 is as follows:
Advertising, marketing and video expenses $ 24,096
Commissions 84,342
Consulting - website and other 218,838
Legal and professional 32,930
Rent 33,074
Salaries and wages 183,094
Internet provider expense 52,183
Depreciation 34,616
Other expenses 140,460
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Total $ 803,633
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8
<PAGE>
Revenue totaled $2,077,104 for the nine months ended September 30, 2000 compared
to no revenue in the prior year period. Expenses were $3,821,993 for the
September 30, 2000 nine months compared to $1,522,039 for the prior nine month
development stage period.
Liquidity, Capital Resources and Cash Flows
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Cash and equivalents as of September 30, 2000 and December 31, 1999 were $6,062
and $21,484 respectively. The Company at September 30, 2000 has cash deposit
holdbacks from credit card companies of $420,062 less estimated returns of
$90,443 to supersite tenants for a net amount of $329,619. 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 nine months ended
September 30, 2000, proceeds from the issuance of common stock totaled
$1,994,582. In addition, $47,400 loans from officers and $37,000 in common stock
escrow advance proceeds were received in the nine months September 30, 2000
period. The Company used funds of $1,541,130 in operating activities and
invested $553,274 in software, property and equipment in the first nine 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.
9
<PAGE>
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
10
<PAGE>
SIGNATURE
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: November 20 , 2000 By: /s/ Fred Wallace
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Fred Wallace, C.F.O.
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