SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 17, 2000
---------------
INID Corp.
----------
(Exact name of registrant as specified in its charter)
Nevada 000-28531 77-0420862
------- --------- ----------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
INID Corp. (NV)
----------
2480 West Ruthrauff Road,
-------------------------
Tucson, Arizona 85705
---------------------
Suite 140 N
-----------
(Address of principal executive offices)
(Zip Code)
(520) 407-1060
--------------
(Registrant's telephone number, including area code)
INID Corp. (WY)
-------------------------
10130 E. Winding Trail
----------------------
Tucson, Arizona 85749
---------------------
(former name and former address)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
(a) Pursuant to a Plan of Merger dated October 17, 2000, the
shareholders of Professional Educational Consultants, Inc., ("PRFE") a Nevada
corporation acquired all of the issued and outstanding capital stock of the
former registrant, INID Corp. (WY), a Wyoming corporation ("INID") in a merger
share exchange for an aggregate of 4,450,000 shares of PRFE's newly issued
common stock, par value $0.001 per share (the "Share Exchange"). This Merger
resulted in the acquisition by PRFE of INID Corp. (WY)'s only asset, a wholly
owned subsidiary named INeedItDone.com, Inc., an Arizona corporation.
Pursuant to the plan, PRFE's sole officer and director, Mr. Lakhwinda Janda,
resigned and was replaced by new management as set forth below. As a result of
the Share Exchange, 100% of the outstanding capital stock of INID Corp. is owned
by the shareholders of PRFE, and INeedItDone.com, Inc. exists as a wholly owned
subsidiary of PRFE. Following the Merger, PRFE changed its name to INID Corp.
(NV). Prior to the Share Exchange, PRFE had 6,000,000 shares of common stock
issued and outstanding. Following the Share Exchange, PRFE (nka INID Corp. (NV))
has 10,450,000 shares of common stock issued and outstanding. A copy of the Plan
is filed as an exhibit to this Form 8-K and is incorporated in its entirety
herein. The foregoing description is modified by such reference.
Also as a result of the Merger, PRFE has assumed the reporting requirements of
the registrant and is obligated to make such filings as required of companies
compliant under the Securities and Exchange of 1934, as amended.
(b) The following table contains information regarding the
shareholdings of PRFE's new directors and executive officers and those persons
or entities who beneficially own more than 5% of the company's common stock
based on 10,450,000 shares issued and outstanding after the Share Exchange.
Amount of Common Stock Beneficially Owned Percent of Common Stock
------------------------------------------ ------------------------
(Directors and Officers) Beneficially Owned
------------------
David L. Perin 9.6%
David S. Whittaker 9.6%
Arthur G. Cleaver, III 9.6%
Scot C. Stedman 9.6%
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
(a) The consideration provided by the parties pursuant to the Plan of
Merger was negotiated between Mr. Lakhwinda Janda, the former sole director and
officer of PRFE, and Mr. David Perin. In evaluating the Share Exchange
transaction, Mr. Janda considered criteria such as the value of the assets of
INID Corp., INID Corp.'s ability to compete in its markets and the current and
anticipated business operations of INID Corp. INID Corp. considered the value of
Professional Educational Consultants, Inc.'s status as a publicly traded company
and its ability to enable the Company to achieve a trading status through the
"back-door registration" process permitted via Release Number 6530 from the
Commission.
BUSINESS
PRFE (nka INID Corp. (NV)) the acquiring company, was incorporated in Nevada on
February 7, 1996 and was listed in 1999 on the Pink Sheets for trading as a
company whose only business was to seek to acquire a viable business. INID
Corp., the former registrant and acquired company, relinquished its business to
PRFE in the share exchange and seeks to engage in the services industry by
placing an individual or business requiring a particular service in contact with
another person or business able to provide that service. This is accomplished
through a number of means.
For the individual or business requiring services rendered on their behalf, the
following options are available: posting advertisements detailing the services
required, viewing posted advertisements from other individuals or businesses
that specialize in required services, receiving lists of potential bidders which
display costs and customer feedback, and completing customer satisfaction
surveys which rate the service provider's services.
For the individual or business providing the services for the requesting party,
the following options are available: posting advertisements detailing the type
of work the can provide (including pictures, links, etc...), searching the job
advertisements database in their specialty and bidding on desired jobs in
desired locales, completing customer satisfaction surveys which rate the
business or individual requesting the service.
PRFE also offers targeted advertising. Targeted advertising allows contractors
and suppliers to purchase advertising banners. These banners are targeted
specifically to the areas of interest of the user requesting or providing a
particular service. Consequently, targeted advertising presents the provider or
requester with advertisements pertaining directly to their type of work or
service. Advertisers may also include a hyperlink within the banner which, if
clicked, will direct the user to the advertiser's website.
Through the continued use of its website, PRFE intends to develop an extensive
database of user-based demographic information. This data consists of specific
information relating to types of jobs selected, costs of services provided,
locations chosen and supplies consumed. Such customized information may be
packaged and offered for sale.
However, because PRFE is concerned with the privacy of its customers, all users
will be assigned a user ID. This ID will be used for all correspondence between
potential requesters and service providers. E-mail addresses will only be
released to selected service providers at the time of bid selection and upon
approval of the requester. PRFE intends not sell or make public any private user
information (including names, addresses, or email addresses).
The current competitors for this particular market are: the various telephone
books, contractor referral agencies and certain similarly focused service
websites. Unlike its competitors, PRFE provides more focused access to the
service provider community. Whereas contractor supply companies typically rely
on mailings or trade publications for their primary advertising outlets, PRFE
will focus all of the attention of participating contractors to one place- its
website. PRFE provides small contractors and service providers with the ability
to reach large, regional audiences for a nominal fee.
EMPLOYEES
PRFE currently has 4 full-time employees.
RISK FACTORS
AN INVESTMENT IN OUR STOCK INVOLVES A HIGH DEGREE OF RISK.
The achievement of the business objectives is subject to a number of market and
other factors beyond PRFE's control, and the future prospects are speculative.
PRFE's stock should only be purchased by investors who understand the high level
of risk that a purchase of the stock entails and who are willing and able if
necessary to hold the stock for an extended period of time, or indefinitely, and
to risk the loss of their entire investment in the stock. If you are a suitable
investor for PRFE you should fully understand the following material risk
factors.
PRFE'S SERVICES MAY BECOME OBSOLETE.
The success depends on PRFE's ability to introduce new products and services
that are responsive to the demands of the marketplace for service providers and
service requesters. In addition, technological, product or service advances by
any one or more of our present or potential competitors could render PRFE's
products and services obsolete or less competitive.
THE COMPANY FACES INTENSE COMPETITION IN THE MARKET FOR INTERNET PRODUCTS AND
The market for online service providers is extremely competitive and highly
fragmented. PRFE competes in the overall e-commerce market, as well as in those
market segments that correspond to the individual products and services. PRFE
expects competition to persist, increase and intensify in the future as markets
for the products and services continue to develop and as additional companies
enter each of our markets. PRFE is aware of numerous online services providers
that are focusing significant resources on developing and marketing products and
services that will compete with PRFE's products and services.
Many of PRFE's current and potential competitors in each of the markets have
longer operating histories and significantly greater financial, technical and
marketing resources and name recognition than we have. PRFE faces competition
from companies that have been offering similar services on the Internet longer
than we have.
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC. (nka INID CORP.) IS A THINLY TRADED
ISSUER.
PRFE's shares are traded on the NQB Pink Sheets. PRFE cannot assure you that
such market will be maintained. The absence of an active trading market would
reduce the liquidity of an investment in the company's shares.
The market price for PRFE's shares is likely to be very volatile, and numerous
factors beyond PRFE's control may have a significant adverse effect on prices.
PRFE'S COMMON STOCK IS SUBJECT TO PENNY STOCK REGULATION.
PRFE's common stock is considered penny stock and is, therefore, subject to the
Securities Enforcement Remedies and Penny Stock Reform Act of 1990. Penny stock,
as defined by the Penny Stock Reform Act, is any equity security not traded on
an exchange or quoted on Nasdaq that has a market price of less than $5.00 per
share. This classification requires additional disclosure in connection with any
trades, including the delivery to purchasers, prior to any penny stock
transaction, of a disclosure schedule explaining the penny stock market and the
associated risks. The regulations applicable to penny stocks could severely
limit the market liquidity of the company's common stock and could limit your
ability to sell securities in the secondary market.
AN INVESTMENT IN PRFE'S COMMON STOCK MAY BE VERY ILLIQUID.
PRFE's shareholders could find that there is nobody willing to purchase their
shares when they want to sell, and it is possible that our shareholders could
lose their entire investment in our stock. The company has never paid cash
dividends on our capital stock and do not anticipate paying any cash dividends
for the foreseeable future.
FORWARD-LOOKING STATEMENTS.
If PRFE makes any forward-looking statements or assumptions concerning its
future business activities, revenues, profits or financial condition, or if PRFE
make any forward-looking statements concerning industry, the economy,
technological changes or the competition, you should recognize that predictions
and assumptions are subject to a great deal of uncertainty. Actual results could
differ materially from these predictions and assumptions, particularly given the
highly speculative nature of PRFE's business and that of other Internet-related
businesses in our industry. If PRFE's predictions prove to be too optimistic,
the value of the business could be adversely impacted and the shareholders will
probably lose money.
PROPERTY
PRFE's executive office and principal place of business is located in the
Ruthrauff Commerce Center located at 2480 West Ruthrauff Road, Suite 140N,
Tucson, Arizona 85705. PRFE leases this property from an unaffiliated person on
a month-to-month basis. PRFE assumed this lease obligation as a result of the
merger with INID Corp. (WY). Under the terms of the lease, PRFE occupies an
office (220 square feet) with secure entry, an efficiency kitchen and conference
room, for $490.00 per month.
As required by the terms of the company's lease, PRFE maintains a public
liability insurance policy in the amount of $1,000,000, for monthly premiums of
$29.50.
LITIGATION
There is no current or pending litigation against PRFE Corp. or it's officers.
DESCRIPTION OF SECURITIES
The Company has an authorized capitalization of 100 million shares of common
stock, $.001 par value per share ("Common Stock").
COMMON STOCK
Following the Share Exchange, there were 10,450,000 shares of PRFE's
Common Stock issued and outstanding. Each shareholder of Common Stock, either in
person or by proxy, may cast one vote per share of Common Stock held on all
matters to be voted on. PRFE's articles do not provide for cumulative voting or
preemptive rights.
TRANSFER AGENT
The transfer agent for the PRFE's Common Stock is Holladay Stock
Transfer Company, located at 2939 North 67th Place, Scottsdale, Arizona 85251.
DIVIDEND; MARKET FOR THE COMPANY'S SECURITIES
During the last two years, no dividends have been paid on PRFE's stock
and PRFE does not anticipate paying any cash dividends in the foreseeable
future.
MANAGEMENT
DIRECTORS AND EXECUTIVE OFFICERS
The following persons are the current directors, executive officers and
significant employees:
NAME AGE POSITION
---- --- --------
David L. Perin 38 President & Chief Executive Officer
Arthur G. Cleaver, III 50 Secretary & Treasurer
David S. Whittaker 44 Vice President of Web Technology
Scot C. Stedman 35 Chief Operating Officer
Each director is elected to hold office until the next annual meeting of
stockholders and until his Successor is elected and qualified. All officers
serve at the discretion of the Board of Directors.
DAVID L. PERIN. Mr. Perin has served as the President and Chief Executive
Officer of INeedItDone.com since February, 2000. Since 1989, Mr. Perin has
served in the Arizona Air National Guard 162FW as a Training Device Manager for
9 F-16 flight simulators assigned to his unit, and four flight simulators
assigned to other units. As a Training Device Manager, Mr. Perin's duties
include: problem solving for complex simulation issues, testing
simulation-related software, creating evaluation service programs for simulators
in the Air Force and designing spreadsheet programs for performance evaluations,
database audit systems and database critique systems.
DAVID S. WHITTAKER. Mr. Whittaker has served as INeedItDone.com, Inc.'s Vice
President of Web Technology since February, 2000. Since 1998, Mr. Whittaker has
served in the Arizona Air National Guard 162FW as a Training Device Manager for
F-16 flight simulators. As a Training Device Manager, Mr. Whittaker's duties
include: monitoring and maintaining an information database for training device
status and utilization, serving as the Group Local Area Network System
Administrator, and managing contractor logistics support contracts for a number
of flight simulators. From 1991 to 1998, Mr. Whittaker served in the Arizona Air
National Guard 162FW as an Avionics Intermediate Shop Technician. As an Avionics
Intermediate Shop Technician, Mr. Whittaker performed comprehensive scheduled
inspections, in-depth troubleshooting, detailed malfunction analysis and
resolved maintenance problems on F-16 avionics line replaceable units and
automated and manual test equipment.
ARTHUR G. CLEAVER, III. Mr. Cleaver has served as the Secretary & Treasurer of
INeedItDone.com, Inc. since February, 2000. Since 1995, Mr. Cleaver has served
in the Arizona Air National Guard 162FW as a program administrator. He is
currently the Employee Assistance Program Coordinator and his duties include:
directing programs to assist personnel in resolving work-related and personal
problems and maintaining working relationships with community-based agencies
providing human services. Prior to this Mr. Cleaver served as the Executive
Officer for the 162nd Support Group, functioning as Deputy Group Commander and
performing executive level administrative functions for the 162nd Support Group.
Also during that time, Mr. Cleaver served as Chief of Social Actions, where he
directed human relations and substance abuse programs for the installation.
From 1994 to 1995, Mr. Cleaver served as an Enrollment Advisor for the
University of Phoenix. As the University's Enrollment Advisor, Mr. Cleaver
recruited and advised students pursuing their Master of Counseling, Master of
Arts in Education, and Bachelor and Master of Science in Nursing programs.
Additionally, Mr. Cleaver planned and conducted public relations and recruitment
programs.
Scot C. Stedman. Mr. Stedman has served as INeedItDone.com, Inc.'s Chief
Operating Officer since February 2000. Since 1984, Mr. Stedman has served in the
Arizona Air National Guard 162FW as a Contracting Specialist. As a Contracting
Specialist, Mr. Stedman is responsible for the procurement and administration of
all Automated Data Processing Equipment, construction acquisition, and other
acquisitions of high technical or economic value. Mr. Stedman acts as a
negotiator for contract arbitration and resolution.
EXECUTIVE COMPENSATION
PRFE has not paid, nor does it owe, any compensation to our executive officers
for the interim period ended September 30, 2000.
PRFE's by-laws authorize the Board of Directors to fix the compensation of
directors, to establish a set salary for each director and to reimburse the
director's expenses for attending each meeting of the Board of Directors. As of
the date of this Form 8-K, no salaries or other compensation have been paid to
any of our Board of Directors, individually or as a group.
RELATED TRANSACTIONS
TRANSACTIONS WITH MANAGEMENT AND RELATED TRANSACTIONS
No member of the management, officers, or directors is or has a direct or
indirect interest in a material transaction or contract with PRFE.
INDEBTEDNESS OF MANAGEMENT
PRFE has not entered into any loans with its officers or directors.
INDEMNIFICATION OF DIRECTORS AND OFFICERS
Nevada law authorizes a Nevada corporation to indemnify its officers and
directors against claims or liabilities arising out of such person's conduct as
officers or directors if they acted in good faith and in a manner they
reasonably believed to be in or not opposed to the best interests of the
company. The Articles of Incorporation provide for indemnification of the
directors of the PRFE. In addition, PRFE's Bylaws provide for indemnification of
the directors, officers, employees or agents of the company. In general, these
provisions provide for indemnification in instances when such persons acted in
good faith and in a manner they reasonably believed to be in or not opposed to
the best interests of the Company.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements are set forth below.
(b) The Exhibits to this report are set forth below.
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 hereunto duly authorized.
INID Corp.
(fka Professional Educational Consultants, Inc.)
By:_______//ss//_______
David L. Perin
President and CEO
October 17, 2000
EXHIBIT INDEX
1.1 Plan of Merger between Professional Educational Consultants, Inc. and the
shareholders of INID Corp., dated October 17, 2000.
2.1 Articles of Incorporation of Professional Educational Consultants, Inc.
2.1.1 Amendment to Articles dated February 19, 1999.
2.1.2 Amendment to Articles dated October 17, 2000.
3.1 By-Laws of Professional Educational Consultants, Inc.
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
-:-
INDEPENDENT AUDITOR'S REPORT
SEPTEMBER 30, 2000 AND 1999
<PAGE>
CONTENTS
<TABLE>
<CAPTION>
Page
<S> <C>
Independent Auditor's Report...............................................................................F - 1
Balance Sheets
September 30, 2000 and 1999..............................................................................F - 2
Statements of Operations for the
For the Years Ended September 30, 2000 and 1999..........................................................F - 3
Statement of Stockholders' Equity
Since January 24, 1997 (inception) to September 30, 2000.................................................F - 4
Statements of Cash Flows for the
For the Years Ended September 30, 2000 and 1999..........................................................F - 5
Notes to Financial Statements..............................................................................F - 6
</TABLE>
<PAGE>
INDEPENDENT AUDITOR'S REPORT
INID Corp.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
We have audited the accompanying balance sheets of INID Corp. (formerly
Black Jack Financial, Inc.) (a development stage company) as of September 30,
2000 and 1999, and the related statements of operations and cash flows for the
two years ended September 30, 2000 and the statement of stockholder's equity
from January 24, 1997 (inception) to September 30, 2000. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of INID Corp. (formerly
Black Jack Financial, Inc.) (a development stage company) as of September 30,
2000 and 1999, and the results of its operations and its cash flows for the two
years ended September 30, 2000 in conformity with generally accepted accounting
principles.
Respectfully submitted
/S/ ROBISON, HILL & CO.
Certified Public Accountants
Salt Lake City, Utah
October 26, 2000
F - 1
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30,
--------------------------------------
2000 1999
------------------ ------------------
<S> <C> <C>
Assets: $ - $ -
================== ==================
Liabilities - Accounts Payable $511 $ -
------------------ ------------------
Stockholders' Equity:
Common Stock, Par value $.001
Authorized 100,000,000 shares,
Issued 1,000,000 shares at September 30,
2000 and 1999 1,000 1,000
Paid-In Capital 2,880 75
Retained Deficit (1,075) (1,075)
Deficit Accumulated During the
Development Stage (3,316) -
------------------ ------------------
Total Stockholders' Equity (511) -
------------------ ------------------
Total Liabilities and
Stockholders' Equity $ - $ -
================== ==================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 2
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Cumulative
since October
20, 1999
For the year ended Inception of
September 30, development
--------------------------------------
2000 1999 stage
------------------- ------------------ ------------------
<S> <C> <C> <C>
Revenues: $ - $ - $ -
Expenses: 3,316 25 3,316
------------------- ------------------ ------------------
Net Loss $(3,316) $(25) $(3,316)
------------------- ------------------ ------------------
Basic & Diluted loss per share $ - $ -
=================== ==================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 3
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
SINCE JANUARY 24, 1997 (INCEPTION) TO SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Since
October
20, 1999
Inception of
Common Stock Paid-In Retained Development
Shares Par Value Capital Deficit Stage
---------------- -------------- ------------- -------------- -----------------
<S> <C> <C> <C> <C> <C>
Balance at January24, 1997 (inception)
- $ - $ - $ - $ -
Net Loss - - - (1,025) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1997 - - - (1,025) -
November 4, 1997 Issuance of Stock for
Services and payment
of Accounts Payable 1,000 1,000 - - -
Net Loss - - - (25) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1998
As Originally Reported 1,000 1,000 - (1,050) -
Retroactive adjustment for 1,000
to 1 stock split October 20, 1999 999,000 - - - -
---------------- -------------- ------------- -------------- -----------------
Restated balance October 1, 1998 1,000,000 1,000 - (1,050) -
Capital contributed by shareholder - - 75 - -
Net Loss - - - (25) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1999 1,000,000 1,000 75 (1,075) -
Capital contributed by shareholder - - 2,805 - -
Net Loss - - - - (3,316)
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 2000 $1,000,000 $1,000 $2,880 $(1,075) $(3,316)
================ ============== ============= ============== =================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 4
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Cumulative
Since
October
20, 1999
For the years ended Inception of
September 30, Development
--------------------------------------
2000 1999 Stage
------------------- ------------------ -------------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Loss $(3,316) $(25) $(3,316)
Increase (Decrease) in Accounts Payable 511 (50) 511
------------------- ------------------ -------------------
Net Cash Used in operating activities (2,805) (75) (2,805)
------------------- ------------------ -------------------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Net cash provided by
investing activities - - -
------------------- ------------------ -------------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Capital contributed by shareholder 2,805 75 2,805
------------------- ------------------ -------------------
Net Cash Provided by
Financing Activities 2,805 75 2,805
------------------- ------------------ -------------------
Net (Decrease) Increase in
Cash and Cash Equivalents - - -
Cash and Cash Equivalents
at Beginning of Period - - -
------------------- ------------------ -------------------
Cash and Cash Equivalents
at End of Period $ - $ - $ -
=================== ================== ===================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
Interest $ - $ - $ -
Franchise and income taxes $ - $ - $ -
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: None
----------------------------------------------------------- -----------
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 5
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2000 AND 1999
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of accounting policies for INID Corp. (formerly Black Jack
Financial, Inc.) (a development stage company) is presented to assist in
understanding the Company's financial statements. The accounting policies
conform to generally accepted accounting principles and have been consistently
applied in the preparation of the financial statements.
Organization and Basis of Presentation
The Company was incorporated under the laws of the State of Wyoming on
January 24, 1997. The Company ceased all operating activities during the period
from January 24, 1997 to October 20, 1999 and was considered dormant. Since
October 20, 1999, the Company is in the development stage, and has not commenced
planned principal operations.
Nature of Business
The Company has no products or services as of September 30, 2000. The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.
Pervasiveness of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles required management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
F - 6
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2000 AND 1999
(Continued)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------
Loss per Share
The reconciliations of the numerators and denominators of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
Per-Share
Income Shares Amount
------ ------ ------
(Numerator) (Denominator)
For the year ended September 30, 2000
Basic Loss per Share
<S> <C> <C> <C>
Loss to common shareholders $(3,316) 1,000,000 $ -
=================== ==================== ===================
For the year ended September 30, 1999
Basic Loss per Share
Loss to common shareholders $(25) 1,000,000 $ -
=================== ==================== ===================
</TABLE>
The effect of outstanding common stock equivalents would be
anti-dilutive for September 30, 2000 and 1999 and are thus not considered.
Concentration of Credit Risk
The Company has no significant off-balance-sheet concentrations of
credit risk such as foreign exchange contracts, options contracts or other
foreign hedging arrangements.
NOTE 2 - INCOME TAXES
As of September 30, 2000, the Company had a net operating loss
carryforward for income tax reporting purposes of approximately $4,000 that may
be offset against future taxable income through 2011. Current tax laws limit the
amount of loss available to be offset against future taxable income when a
substantial change in ownership occurs. Therefore, the amount available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the carryforwards will expire unused. Accordingly, the potential tax
benefits of the loss carryforwards are offset by a valuation allowance of the
same amount.
F - 7
<PAGE>
INID CORP.
(Formerly Black Jack Financial, Inc.)
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2000 AND 1999
(Continued)
NOTE 3 - DEVELOPMENT STAGE COMPANY
The Company has not begun principal operations and as is common with a
development stage company, the Company has had recurring losses during its
development stage.
NOTE 4 - COMMITMENTS
As of September 30, 2000 all activities of the Company have been
conducted by corporate officers from either their homes or business offices.
Currently, there are no outstanding debts owed by the company for the use of
these facilities and there are no commitments for future use of the facilities.
NOTE 5 - STOCK SPLIT
On October 20, 1999 the Board of Directors authorized 1,000 to 1 stock
split, changed the authorized number of shares to 100,000,000 shares and the par
value to $.001 for the Company's common stock. As a result of the split, 999,000
shares were issued. All references in the accompanying financial statements to
the number of common shares and per-share amounts for 1999 and 1998 have been
restated to reflect the stock split.
NOTE 6 - MERGER
On October 6, 2000 the Company entered into an Acquisition Agreement
with I Need It Done.com, Inc. Pursuant to the agreement, the Company issued
445,000 shares of common stock in exchange for 100% of the outstanding shares of
I Need It Done.com, Inc. as of October 6, 2000. The acquisition will be reported
as a reverse acquisition with INID Corp. being the surviving entity.
On October 17, 2000, the Company filed a statutory merger with Professional
Educational Consultants, Inc. with Professional Educational Consultants, Inc.
being the surviving entity. Terms of the merger are that Professional
Educational Consultants, Inc. issued 4,450,000 shares of stock in exchange for
all of the shares of the Company.
F - 8
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
-:-
INDEPENDENT AUDITOR'S REPORT
SEPTEMBER 30, 2000 AND 1999
<PAGE>
CONTENTS
<TABLE>
<CAPTION>
Page
<S> <C>
Independent Auditor's Report...............................................................................F - 1
Balance Sheets
September 30, 2000 and 1999..............................................................................F - 2
Statements of Operations for the
Years Ended September 30, 2000 and 1999..................................................................F - 3
Statement of Stockholders' Equity
Since February 7, 1996 (inception) to September 30, 2000.................................................F - 4
Statements of Cash Flows for the
Years Ended September 30, 2000 and 1999..................................................................F - 6
Notes to Financial Statements..............................................................................F - 7
</TABLE>
<PAGE>
INDEPENDENT AUDITOR'S REPORT
Professional Educational Consultants, Inc.
(A Development Stage Company)
We have audited the accompanying balance sheets of Professional
Educational Consultants, Inc. (a development stage company) as of September 30,
2000 and 1999, and the related statements of operations and cash flows for the
two years ended September 30, 2000 and the statement of stockholder's equity
from February 7, 1996 (inception) to September 30, 2000. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Professional
Educational Consultants, Inc. (a development stage company) as of September 30,
2000 and 1999, and the results of its operations and its cash flows for the two
years ended September 30, 2000 in conformity with generally accepted accounting
principles.
Respectfully submitted
/s/ Robison, Hill & Co.
Certified Public Accountants
Salt Lake City, Utah
October 25, 2000
F - 1
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
BALANCE SHEETS
<TABLE>
<CAPTION>
September 30,
---------------------------------------
2000 1999
------------------- -------------------
<S> <C> <C>
Assets: $ - $ -
=================== ===================
Liabilities - Accounts Payable $ - $ -
------------------- -------------------
Stockholders' Equity:
Common Stock, Par value $.001
Authorized 100,000,000 shares,
Issued 6,000,000 shares at
September 30, 2000 and 1999 6,000 6,000
Paid-In Capital 320 85
Retained Deficit (5,185) (5,185)
Deficit Accumulated During the
Development Stage (1,135) (900)
------------------- -------------------
Total Stockholders' Equity - -
------------------- -------------------
Total Liabilities and
Stockholders' Equity $ - $ -
=================== ===================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 2
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Cumulative
since February
26, 1999
For the year ended Inception of
September 30, development
--------------------------------------
2000 1999 stage
------------------ ------------------- -------------------
<S> <C> <C> <C>
Revenues: $ - $ - $ -
Expenses: 235 900 1,135
------------------ ------------------- -------------------
Net Loss $(235) $(900) $(1,135)
------------------ ------------------- -------------------
Basic & Diluted loss per share $ - $ -
================== ===================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 3
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
SINCE FEBRUARY 7, 1996 (INCEPTION) TO SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
Since
February
26, 1999
Inception of
Common Stock Paid-In Retained Development
Shares Par Value Capital Deficit Stage
---------------- -------------- ------------- -------------- -----------------
<S> <C> <C> <C> <C> <C>
Balance at February 7, 1996 (inception)
- $ - $ - $ - $ -
February 7, 1996 Issuance of Stock
for Services and payment of
Accounts payable 5,000 5,000 - - -
Net Loss - - - (5,000) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1996
As originally reported 5,000 5,000 - (5,000) -
Retroactive adjustment for 200
to 1 stock split February19, 1999 995,000 (4,000) 4,000 - -
Cancelled shares returned to
Treasury on October 19, 1999 (940,000) (940) 940 - -
Retroactive adjustment for 100
to 1 stock split October 19, 1999
and capital contributed by
shareholder 5,940,000 5,940 (4,855) - -
---------------- -------------- ------------- -------------- -----------------
Restated balance October 1, 1996 6,000,000 6,000 85 (5,000) -
Net Loss - - - (100) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1997 6,000,000 6,000 85 (5,100) -
<PAGE>
Net Loss - - - (85) -
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 1998 6,000,000 6,000 85 (5,185) -
Net Loss - - - - (900)
---------------- -------------- ------------- -------------- -----------------
</TABLE>
F - 4
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
SINCE FEBRUARY 7, 1996 (INCEPTION) TO SEPTEMBER 30, 2000
CONTINUED
<TABLE>
<CAPTION>
Deficit
Accumulated
Since
February
26, 1999
Inception of
Common Stock Paid-In Retained Development
Shares Par Value Capital Deficit Stage
---------------- -------------- ------------- -------------- -----------------
<S> <C> <C> <C> <C> <C>
Balance at September 30, 1999 6,000,000 $6,000 $85 $(5,185) $(900)
Capital contributed by shareholder - - 235 - -
Net Loss - - - - (235)
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 2000 6,000,000 $6,000 $320 $(5,185) $(1,135)
================ ============== ============= ============== =================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 5
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Cumulative
Since February
26, 1999
For the years ended Inception of
September 30, Development
--------------------------------------
2000 1999 Stage
------------------- ------------------ ------------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net Loss $(235) $(900) $(1,135)
Increase (Decrease) in Accounts Payable - (185) (185)
------------------- ------------------ ------------------
Net Cash Used in operating activities (235) (1,085) (1,320)
------------------- ------------------ ------------------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Net cash provided by
investing activities - - -
------------------- ------------------ ------------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Capital contributed by shareholder 235 1,085 1,320
------------------- ------------------ ------------------
Net Cash Provided by
Financing Activities 235 1,085 1,320
------------------- ------------------ ------------------
Net (Decrease) Increase in
Cash and Cash Equivalents - - -
Cash and Cash Equivalents
at Beginning of Period - - -
------------------- ------------------ ------------------
Cash and Cash Equivalents
at End of Period $ - $ - $ -
=================== ================== ==================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
Interest $ - $ - $ -
Franchise and income taxes $85 $235 $320
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: None
----------------------------------------------------------- -----------
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 6
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER30, 2000 AND 1999
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of accounting policies for Professional Educational
Consultants, Inc. is presented to assist in understanding the Company's
financial statements. The accounting policies conform to generally accepted
accounting principles and have been consistently applied in the preparation of
the financial statements.
Organization and Basis of Presentation
The Company was incorporated under the laws of the State of Nevada on
February 7, 1996. The Company ceased all operating activities during the period
from February 7, 1996 to February 26,1999 and was considered dormant. On
February 26, 1999, the Company obtained a Certificate of renewal from the State
of Nevada. Since February 26, 1999, the Company is in the development stage, and
has not commenced planned principal operations.
Nature of Business
The company has no products or services as of September 30, 2000. The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.
Pervasiveness of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles required management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
F - 7
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2000 AND 1999
(Continued)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------
Loss per Share
The reconciliations of the numerators and denominators of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
Per-Share
Income Shares Amount
------ ------ ------
(Numerator) (Denominator)
For the year ended September 30, 2000
<S> <C> <C> <C>
Basic Loss per Share
Loss to common shareholders $(235) 6,000,000 $ -
=================== ==================== ===================
For the year ended September 30, 1999
Basic Loss per Share
Loss to common shareholders $(900) 6,000,000 $ -
=================== ==================== ===================
</TABLE>
The effect of outstanding common stock equivalents would be
anti-dilutive for September 30, 2000 and 1999 and are thus not considered.
Concentration of Credit Risk
The Company has no significant off-balance-sheet concentrations of
credit risk such as foreign exchange contracts, options contracts or other
foreign hedging arrangements.
NOTE 2 - INCOME TAXES
As of September 30, 2000, the Company had a net operating loss
carryforward for income tax reporting purposes of approximately $6,000 that may
be offset against future taxable income through 2011. Current tax laws limit the
amount of loss available to be offset against future taxable income when a
substantial change in ownership occurs. Therefore, the amount available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the carryforwards will expire unused Accordingly, the potential tax
benefits of the loss carryforwards are offset by a valuation allowance of the
same amount. .
F - 8
<PAGE>
PROFESSIONAL EDUCATIONAL CONSULTANTS, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED SEPTEMBER 30, 2000 AND 1999
(Continued)
NOTE 3 - DEVELOPMENT STAGE COMPANY
The Company has not begun principal operations and as is common with a
development stage company, the Company has had recurring losses during its
development stage.
NOTE 4 - COMMITMENTS
As of September 30, 2000 all activities of the Company have been
conducted by corporate officers from either their homes or business offices.
Currently, there are no outstanding debts owed by the company for the use of
these facilities and there are no commitments for future use of the facilities.
NOTE 5 - STOCK SPLIT
On February 19, 1999 the Board of Directors authorized 200 to 1 stock
split, changed the authorized number of shares to 100,000,000 shares and the par
value to $.001 for the Company's common stock. As a result of the split, 995,000
shares were issued, and additional paid in capital was changed to $4,000. All
references in the accompanying financial statements to the number of common
shares and per-share amounts for 1999 have been restated to reflect the stock
split.
On October 19, 1999 the Board of Directors authorized 100 to 1 stock
split for the Company's common stock. As a result of the split, 5,940,000 shares
were issued, and additional paid in capital was changed to $0. All references in
the accompanying financial statements to the number of common shares and
per-share amounts for 1999 have been restated to reflect the stock split.
NOTE 6 - SUBSEQUENT EVENTS
On October 17, 2000, the Company filed a statutory merger with INID
Corp., with the Company being the surviving entity. Terms of the merger are that
the Company issued 4,450,000 shares of stock in exchange for all of the shares
of INID Corp.
F - 9
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
-:-
INDEPENDENT AUDITOR'S REPORT
SEPTEMBER 30, 2000
<PAGE>
<TABLE>
<CAPTION>
CONTENTS
Page
<S> <C>
Independent Auditor's Report...............................................................................F - 1
Balance Sheets
September 30, 2000........................................................................................F - 2
Statements of Operations for the period February 3, 2000 (inception) to
September 30, 2000........................................................................................F - 3
Statement of Stockholders' Equity
Since February 3, 2000 (inception) to September 30, 2000.................................................F - 4
Statements of Cash Flows for the period February 3, 2000 (inception) to
September 30, 2000........................................................................................F - 5
Notes to Financial Statements..............................................................................F - 6
</TABLE>
<PAGE>
INDEPENDENT AUDITOR'S REPORT
INeedItDone.com, Inc.
(A Development Stage Company)
We have audited the accompanying balance sheet of INeedItDone.com, Inc.
(a development stage company) as of September 30, 2000, and the related
statements of operations and cash flows and the statement of stockholders'
equity from February 3, 2000 (inception) to September 30, 2000. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of INeedItDone.com,
Inc.(a development stage company) as of September 30, 2000, and the results of
its operations and its cash flows for the period February 3, 2000 (inception) to
September 30, 2000 in conformity with generally accepted accounting principles.
Respectfully submitted
/S/ ROBISON, HILL & CO.
Certified Public Accountants
Salt Lake City, Utah
October 25, 2000
F - 1
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
BALANCE SHEET
September 30,
------------------
2000
------------------
Assets:
Cash $16,972
------------------
Fixed Assets
Software 41,510
Office Equipment & Computers 15,732
Less Accumulated Depreciation (7,632)
------------------
Net Fixed Assets 49,610
------------------
Total Assets $66,582
==================
Liabilities:
Accounts Payable $389
Accrued Liabilities 2,361
------------------
Total Liabilities 2,750
------------------
Stockholders' Equity:
Common Stock, Par value $.001
Authorized 100,000,000 shares,
Issued 445,000 shares at
September 30, 2000 445
Paid-In Capital 124,555
Retained Deficit -
Deficit Accumulated During the
Development Stage (61,168)
------------------
Total Stockholders' Equity 63,832
------------------
Total Liabilities and
Stockholders' Equity $66,582
==================
The accompanying notes are an integral part of these
financial statements.
F - 2
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Cumulative
Period from since
February 3, February 3,
2000 2000
(Inception) to inception of
September 30, development
2000 stage
------------------ ------------------
<S> <C> <C>
Revenues: $ - $ -
Expenses:
Marketing & Advertising 13,500 13,500
General & Administrative 47,668 47,668
------------------ ------------------
Net Loss $(61,168) $(61,168)
------------------ ------------------
Basic & Diluted loss per share $ (0.14)
==================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
F - 3
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY
SINCE FEBRUARY 3, 2000 (INCEPTION) TO SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
Deficit
Accumulated
During
Common Stock Paid-In Retained Development
Shares Par Value Capital Deficit Stage
---------------- -------------- ------------- -------------- -----------------
<S> <C> <C> <C> <C> <C>
Balance at February 3, 2000 (inception)
- $ - $ - $ - $ -
February 14, 2000 Issuance of
Stock for Cash 445,000 445 124,555 - -
Net Loss - - - - (61,168)
---------------- -------------- ------------- -------------- -----------------
Balance at September 30, 2000 445,000 $445 $124,555 $ - $(61,168)
================ ============== ============= ============== =================
</TABLE>
The accompanying notes are an integral part of these financial statements.
F - 4
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Cumulative
Period from Since
February3, 2000 February 3, 2000
inception to inception of
September 30, Development
2000 Stage
-------------------- -----------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $(61,168) $(61,168)
Adjustments used to reconcile net income to net
cash provided by (used in) operating activities:
Depreciation and amortization 7,632 7,632
Changes in operating assets and liabilities:
Increase (Decrease) in Accounts Payable 389 389
Increase (Decrease) in Accrued Expenses 2,361 2,361
-------------------- -----------------
Net Cash Used in operating activities (50,786) (50,786)
-------------------- -----------------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Acquisition of property & equipment (57,242) (57,242)
-------------------- -----------------
Net cash used by investing activities (57,242) (57,242)
-------------------- -----------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from issuance of common stock 125,000 125,000
-------------------- -----------------
Net Cash Provided by Financing Activities 125,000 125,000
-------------------- -----------------
Net (Decrease) Increase in
Cash and Cash Equivalents 16,972 16,972
Cash and Cash Equivalents
at Beginning of Period - -
-------------------- -----------------
Cash and Cash Equivalents
at End of Period $16,972 $16,972
==================== =================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
-------------------------------------------------
Cash paid during the year for:
Interest $ - $ -
Franchise and income taxes $ - $ -
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: None
----------------------------------------------------------- -----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
F - 5
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This summary of accounting policies for INeedItDone.com, Inc. is
presented to assist in understanding the Company's financial statements. The
accounting policies conform to generally accepted accounting principles and have
been consistently applied in the preparation of the financial statements.
Organization and Basis of Presentation
The Company was incorporated under the laws of the State of Arizona on
February 3, 2000. Since February 3, 2000 the Company is in the development
stage, and has not commenced planned principal operations.
Nature of Business
The Company has no products or services as of September 30, 2000. The
Company was formed for the purpose of engaging in internet services and any
other activity within the purposes for which corporations may be formed. Planned
operations include a service website that allows people and companies to
advertise work or services needed, and receive bids or offers on such in a
secure manner.
Cash and Cash Equivalents
For purposes of the statement of cash flows, the Company considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.
Pervasiveness of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles required management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
F - 6
<PAGE>
INEEDITDONE.COM, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
(Continued)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------
Loss per Share
The reconciliations of the numerators and denominators of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
Per-Share
Income Shares Amount
------ ------ ------
(Numerator) (Denominator)
For the Period February 3, 2000 (inception)
to September 30, 2000
<S> <C> <C> <C>
Basic Loss per Share
Loss to common shareholders $(61,168) 445,000 $ (0.14)
=================== ==================== ===================
</TABLE>
The effect of outstanding common stock equivalents would be
anti-dilutive for September 30, 2000 and are thus not considered.
Concentration of Credit Risk
The Company has no significant off-balance-sheet concentrations of
credit risk such as foreign exchange contracts, options contracts or other
foreign hedging arrangements.
Advertising Expense
Advertising costs are expensed when the services are provided.
Property and Equipment
Property and equipment is stated at cost. Depreciation is provided in
amounts sufficient to relate the cost of depreciable assets to operations over
their estimated service lives, principally on a straight-line basis from 3 to 5
years.
Upon sale or other disposition of property and equipment, the cost and
related accumulated depreciation or amortization are removed from the accounts
and any gain or loss is included in the determination of income or loss.
F - 7
<PAGE>
INEEDITDONE.COM, INC.
-------------------------------
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
(Continued)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
--------------------------------------------------------------------------------
Expenditures for maintenance and repairs are charged to expense as incurred.
Major overhauls and betterments are capitalized and depreciated over their
useful lives.
NOTE 2 - INCOME TAXES
In accordance with SFAS 109, the Company accounts for income taxes
under the liability method. Under this method, deferred tax assets and
liabilities are determined based on differences between the financial statement
reporting and the tax bases of the assets and liabilities, and are measured at
the enacted tax rates that will be in effect when the differences are expected
to reverse. Such differences principally arise from the timing of income and
expense recognition for accounting and tax purposes.
The application of SFAS 109 does not have any material effect on the
assets, liabilities, or operations for the periods presented in these financial
statements. Deferred tax assets arising from the Company's net operating loss
carryforwards have been fully offset by a valuation allowance.
At September 30, 2000, the Company has net operating loss carryforwards
for income tax purposes of approximately $62,000 which are available to offset
future taxable income. The Company's utilization of these carryforwards may be
restricted due to changes in ownership during the year.
.........
NOTE 3 - DEVELOPMENT STAGE COMPANY
The Company has not begun principal operations and as is common with a
development stage company, the Company has had recurring losses during its
development stage.
NOTE 4 - COMMITMENTS
The Company leases office premises for $490.44 per month on a month to
month basis. The lease provides that insurance, maintenance and tax expenses are
obligations of the Company. It is expected that in the normal course of
business, leases that expire will be renewed or replaced by leases on other
properties. Rent expense for September 30, 2000 was $2,845.
F - 8
<PAGE>
INEEDITDONE.COM, INC.
---------------------
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
(Continued)
NOTE 4 - COMMITMENTS (continued)
The Company has committed to monthly web hosting service at a charge of $129.95
plus additional storage space at $1 per 5MB per month.
NOTE 5 - STOCK ISSUANCE
On February 14, 2000 the Company issued 445,000 shares of common stock
to the six founders for a total consideration of $125,000 cash.
NOTE 6 - MERGER
On October 6, 2000 the Company entered into an Acquisition Agreement with
INID Corp. (formerly Blackjack Financial, Inc.) (a public company). Shareholders
of the Company will receive 1 share of the public company's common stock for
each common share of the Company owned on October 6, 2000. The acquisition will
be reported as a reverse acquisition with IneedItDone.com, Inc. being the
survivor for accounting purposes.
NOTE 7 - SUBSEQUENT EVENTS
On October 17, 2000, the Company filed a statutory merger with Professional
Educational Consultants, Inc., with the Professional Educational Consultants,
Inc. being the surviving entity. Terms of the merger are that the Company
received 4,450,000 shares of stock in exchange for all of the shares of the
Company.
F - 9
<PAGE>
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS
On October 3, 2000 INID Corp. (formerly Blackjack Financial, Inc.)
("INID") and INeedItDone.com, Inc. (".com") executed the Merger Agreement that
provides for the Merger of .com with and into INID. See "The Merger." The
following unaudited pro forma condensed combined financial statements are based
on the September 30, 2000 historical financial statements of INID and .com
contained elsewhere herein, giving effect to the transaction under the purchase
method of accounting, with .com treated as the acquiring entity for financial
reporting purposes.
On October 17, 2000 INID Corp. (formerly Blackjack Financial, Inc.)
("INID") and Professional Educational Consultants, Inc. ("PRFE") executed the
Merger Agreement that provides for the Merger of INID with and into PRFE. See
"The Merger". The following unaudited pro forma condensed combined financial
statements are based on the September 30, 2000 historical financial statements
of INID and PRFE contained elsewhere herein, giving effect to the transaction
under the purchase method of accounting, with INID treated as the acquiring
entity for financial reporting purposes.
The unaudited pro forma condensed combined balance sheet presenting the
financial position of the Surviving Corporation assumes the purchase occurred as
of September 30, 2000. The unaudited pro forma condensed combined statement of
operations presents the results of operations of the Surviving Corporation,
assuming the merger was completed on October 1, 1999.
The unaudited pro forma condensed combined financial statements have
been prepared by management of INID, .com and PRFE based on the financial
statements included elsewhere herein. The pro forma adjustments include certain
assumptions and preliminary estimates as discussed in the accompanying notes and
are subject to change. These pro forma statements may not be indicative of the
results that actually would have occurred if the combination had been in effect
on the dates indicated or which may be obtained in the future. These pro forma
financial statements should be read in conjunction with the accompanying notes
and the historical financial information of INID, .com and PRFE (including the
notes thereto) included in this Form. See "FINANCIAL STATEMENTS."
<PAGE>
UNAUDITED PRO FORMA CONDENSED BALANCE SHEET
SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
Professional
I Need Educational Pro Forma
INID Done.com Consultants, Pro Forma Combined
Corp. Inc. Inc. Adjustments Balance
--------- --------- --------- ----------- ---------
ASSETS
<S> <C> <C> <C> <C> <C>
Current Assets $ -- $ 16,972 $ -- $ -- $ 16,972
Fixed Assets (net) -- 49,610 -- -- 49,610
--------- --------- --------- ----------- ---------
Total Assets $ -- $ 66,582 $ -- $ -- $ 66,582
========= ========= ========= =========== =========
LIABILITIES AND STOCKHOLDERS'
EQUITY
Accounts Payable & Accrued Expenses $ 511 $ 2,750 $ -- $ -- $ 3,261
--------- --------- --------- ----------- ---------
Total Liabilities 511 2,750 -- -- 3,261
--------- --------- --------- ----------- ---------
Stockholders' Equity:
Common Stock 1,000 445 6,000 3,005 A 10,450
Additional Paid in Capital 2,880 124,555 320 (13,716) A 114,039
Accumulated Deficit (1,075) -- (5,185) 6,260 A --
Deficit Accumulated During the
Development Stage (3,316) (61,168) (1,135) 4,451 A (61,168)
--------- --------- --------- ----------- ---------
Total Stockholders' Equity (Deficit) (511) 63,832 -- -- 63,321
--------- --------- --------- ----------- ---------
Total Liabilities and Stockholders' Equity $ -- $ 66,582 $ -- $ -- $ 66,582
========= ========= ========= =========== =========
</TABLE>
See accompanying notes to unaudited pro forma condensed combined
financial statements.
<PAGE>
UNAUDITED PRO FORMA STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED SEPTEMBER 30, 2000
<TABLE>
<CAPTION>
Professional
I Need It Educational Pro Forma
INID Done.com Consultants, Pro Forma Combined
Corp. Inc. Inc. Adjustments Balance
------------ ------------ ------------ -------- ------------
<S> <C> <C> <C> <C> <C>
Revenues: $ -- $ -- $ -- $ -- $ --
------------ ------------ ------------ -------- ------------
Expenses:
Marketing & Advertising -- 13,500 -- -- 13,500
General & Administrative 3,316 47,668 235 -- 51,219
------------ ------------ ------------ -------- ------------
Net Loss $ (3,316) $ (61,168) $ (235) $ -- $ (64,719)
============ ============ ============ ======== ============
Loss per share $ -- $ (0.14) $ -- $ -- $ (0.01)
============ ============ ============ ======== ============
Weighted average shares outstanding 1,000,000 445,000 6,000,000 10,450,000
</TABLE>
See accompanying notes to unaudited pro forma condensed combined
financial statements.
<PAGE>
NOTES TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS
(1) General
In the October 3, 2000 merger, .com will be merged with and into INID, with the
shares of outstanding .com Common Stock converted into an aggregate of
approximately 445,000 shares, or approximately 69% of the New Common Stock
outstanding subsequent to the Merger, subject to certain adjustments, and total
share of INID Stock issued and outstanding prior to the Effective Time will be
approximately 31% of the Common Stock outstanding subsequent to the Merger. INID
has not yet performed a detailed evaluation and appraisal of the fair market
value of the net assets sold in order to allocate the purchase price among the
assets sold. For purposes of preparing these pro forma financial statements,
certain assumptions as set forth in the notes to the pro forma adjustments have
been made in allocating the sales price to the net assets sold. As such, the pro
forma adjustments discussed below are subject to change based on final
appraisals and determination of the fair market value of the assets and
liabilities of INID.
In the October 17, 2000 merger, INID will be merged with and into PRFE, with the
shares of outstanding INID Common Stock converted into an aggregate of
approximately 4,450,000 shares, or approximately 43% of the New Common Stock
outstanding subsequent to the Merger, subject to certain adjustments, and total
share of PRFE Stock issued and outstanding prior to the Effective Time will be
approximately 57% of the Common Stock outstanding subsequent to the Merger. PRFE
has not yet performed a detailed evaluation and appraisal of the fair market
value of the net assets sold in order to allocate the purchase price among the
assets sold. For purposes of preparing these pro forma financial statements,
certain assumptions as set forth in the notes to the pro forma adjustments have
been made in allocating the sales price to the net assets sold. As such, the pro
forma adjustments discussed below are subject to change based on final
appraisals and determination of the fair market value of the assets and
liabilities of PRFE.
(2) Pro Forma Adjustments
The adjustments to the accompanying unaudited pro forma condensed
combined balance sheet as of September 30, 2000, are described below:
(A) Record merger by converting .com Common stock to newly issued
shares of INID Common Stock, par value $0.001 per share and by converting INID
common stock to newly issued shares of PRFE common stock, par value $0.001 per
share.
The adjustments to the accompanying unaudited pro forma condensed
combined statements of operations are described below:
There are no anticipated adjustments to the statements of operations as
a result of the merger.
