SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 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 March 31, 2000 there were 12,631,363 shares of common stock outstanding.
<PAGE>
RBID.COM INC.
(UNAUDITED)
TABLE OF CONTENTS
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Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheet at March 31, 2000 (Unaudited)
Statements of Operations for the three months ended March 31,
2000 and 1999 (Unaudited)
Statements of Cash Flows for the three months ended March 31,
2000 and 1999 (Unaudited)
Notes to Financial Statements (unaudited)
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company has one lawsuit in dispute regarding a marketing
contract. Management of the Company believes the legal dispute
can be settled without 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
2
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ITEM 1
<TABLE>
<CAPTION>
RBID.COM, INC.
BALANCE SHEET
March 31, 2000
(Unaudited)
March 31,
2000
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ASSETS
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<S> <C>
Current Assets
Cash $114,024
Short-term deposit 481,207
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Total current assets 595,231
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Software less accumulated depreciation of $11,275 120,385
Property and equipment less accumulated depreciation of $4,430 40,136
Deposits 35,643
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196,164
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Total Assets $791,395
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LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
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Current Liabilities
Accounts payable and accrued expenses $750,492
Notes payable, related parties 116,324
Escrow advance payable --
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Total current liabilities 866,986
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Stockholders' Equity
Common stock, $0.001 par value, 50,000,000 shares authorized;
12,631,363 shares issued and outstanding as of March 31, 2000
and 8,378,500 shares issued and outstanding as of
December 31, 1999 12,662
Additional paid in capital 3,433,696
Accumulated deficit (3,521,779)
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Total stockholders' equity (deficit) (75,421)
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Total Liabilities and Stockholders' Equity $795,395
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</TABLE>
See accompanying notes to financial statements.
F-1
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<TABLE>
<CAPTION>
RBID.COM, INC.
STATEMENTS OF OPERATIONS
For the Quarters Ended March 31, 2000 and 1999
(Unaudited)
Three months Three months
ended ended
March 31, March 31,
2000 1999
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<S> <C> <C>
Revenue $ 1,154,374 $ --
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Expenses:
Selling, general and administrative 1,845,509 390,000
Depreciation and amortization 7,004 --
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Total operating expenses 1,852,513 390,000
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Net loss (698,139) (390,000)
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Per Share Information:
Weighted average shares outstanding -
basic and diluted 9,087,311 7,123,500
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Net loss per common share - basic and diluted ($0.08) ($0.05)
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</TABLE>
See accompanying notes to financial statements.
F-2
<PAGE>
<TABLE>
<CAPTION>
RBID.COM, INC.
STATEMENTS OF CASH FLOWS
For the Quarters Ended March 31, 2000 and 1999
(Unaudited)
Three months Three months
ended ended
March 31, March 31,
2000 1999
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss ($ 698,139) ($ 390,000)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Services contributed for common stock -- 390,000
Depreciation and amortization 7,004 --
Changes in assets and liabilities:
Increase in credit card deposits (481,207) --
Increase in deposits (23,035) --
Increase in accounts payable and
accrued expenses 323,749 --
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Net cash used in operating activities (871,628) --
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CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of software (105,000) --
Purchase of property & equipment (14,414) --
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Net cash used in investing activities (119,414) --
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CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable 2000 --
Net proceeds from issuance of common
stock, net of issuance costs 1,081,582 --
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Net cash provided by financing activities 1,083,582 --
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NET INCREASE IN CASH ($ 92,540) --
CASH, beginning of period 21,484 --
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CASH, end of period $ 114,024 $ --
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SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the year for:
Interest -- --
Income taxes -- --
</TABLE>
See accompanying notes to financial statements.
F-3
<PAGE>
ITEM 1
RBID.COM INC.
NOTES TO FINANCIAL STATEMENTS
For The Quarter Ended March 31, 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
months ended March 31, 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 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 months ended March 31, 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 months ended March 31, 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 $624,007 less estimated returns to supersite tenants of $142,800 for a net
amount of $481,207.
F-4
<PAGE>
RBID.COM, INC.
FORM 10-QSB
For the Quarter Ended March 31, 2000
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Overview
The Company began its first full quarter ending March 31, 2000 as an operating
Company with revenues from customers after starting as a development stage
Company in October 1988. Cash requirements for operations have been provided
through the Company's internal private placement financing activities and short
term investments by the new management group.
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 March 31,
2000 quarter. 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.
The Company moved in April 2000 to new corporate headquarters at the Wells Fargo
Building in Irvine, California.
Results of Operations
The quarter ended March 31, 2000 generated revenues of $1,154,374 versus no
revenue for the prior year quarter. Allowances for returned website of $142,800
were netted against March first quarter 2000 revenue. March 31, 2000 quarter
expenditures totaled $1,852,513 compared to $390,000 in the prior year quarter.
A summary of expenses for the quarter ended March 31, 2000 is as follows:
Advertising, marketing and video expenses 267,890
Commissions 1,072,106
Consulting - website and other 314,711
Legal and professional 70,634
Rent 18,849
Salaries and wages 49,088
Depreciation 7,004
Other expenses 52,231
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Total $1,852,513
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3
<PAGE>
Liquidity, Capital Resources and Cash Flows
Cash and equivalents as of March 31, 2000 and December 31, 1999 were $114,024
and $21,484 respectively. Although the Company generated operating revenues of
$1,154,374 in the quarter ended March 31, 2000 marketing commissions totaled
$1,072,106 in building a supersite base for the internet operations. The Company
at March 31, 2000 has cash deposit holdbacks from a credit card company of
$624,007 less estimated returns of $142,800 to supersite tenants for a net
amount of $481,207. 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 three months ended March
31, 2000, proceeds from the issuance of common stock totaled $1,081,582. The
Company used $871,628 in operating activities and invested $119,414 primarily in
software.
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
<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 14, 2000
By: /s/ Fred Wallace
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Fred Wallace, C.F.O.
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