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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the Quarter Ended: October 31, 2000
[ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the Transition Period from _____________ to ____________
Commission File Number 333-38936
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UBETIGOLF, INC.
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(Name of Small Business Issuer in its charter)
Utah 87-0653434
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(State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
1108 Brookhaven Drive, Kaysville, Utah 84037
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(Address of principal executive offices and Zip Code)
(801) 546-4637
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(Registrant's telephone number, including area code)
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 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.
(1) Yes X No (2) Yes X No
--- --- --- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Common Stock, Par Value $0.001 6,525,500
-------------------------------- ----------------------------
Title of Class Number of Shares Outstanding
as of October 31, 2000
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PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UBETIGOLF, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
(UNAUDITED)
The financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted.
However, in the opinion of management, all adjustments (which include only
normal recurring accruals) necessary to present fairly the financial position
and results of operations for the periods presented have been made. These
financial statements should be read in conjunction with the accompanying
notes, and with the historical financial information of the Company.
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UBETIGOLF, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
October 31, April 30,
2000 2000
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(Unaudited)
CURRENT ASSETS
Cash and cash equivalents $ 41,067 $ 10,000
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Total Current Assets 41,067 10,000
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TOTAL ASSETS $ 41,067 $ 10,000
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ - $ 550
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Total Current Liabilities - 550
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STOCKHOLDERS' EQUITY
Preferred stock; 5,000,000 shares
authorized of $0.001 par value,
-0- shares issued - -
Common stock; 100,000,000 shares
authorized of $0.001 par value,
6,525,500 and 6,000,000 shares
issued and outstanding, respectively 6,526 6,000
Additional paid-in capital 56,024 4,000
Deficit accumulated during the
development stage (21,483) (550)
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Total Stockholders' Equity 41,067 9,450
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 41,067 $ 10,000
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See accompanying notes
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UBETIGOLF, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
For the For the Inception on
Three Months Six Months April 25,
Ended Ended 2000 Through
October 31, October 31, October 31,
2000 2000 2000
------------ ------------- ------------
REVENUES $ - $ - $ -
------------ ------------- ------------
EXPENSES
General and administrative 4,051 21,029 21,579
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Total Expenses 4,051 21,029 21,579
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LOSS FROM OPERATIONS (4,051) (21,029) (21,579)
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OTHER INCOME
Interest income 96 96 96
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Total Other Income 96 96 96
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NET LOSS $ (3,955) $ (20,933) $ (21,483)
============ ============= ============
BASIC (LOSS) PER SHARE $ (0.00) $ (0.00)
============ =============
See accompanying notes.
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UBETIGOLF, INC.
(A Development Stage Company)
Statements of Stockholders' Equity
<TABLE>
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-In Development
Shares Amount Capital Stage
---------- ----------- ---------- -----------
<S> <C> <C> <C> <C>
Balance at inception on
April 25, 2000 - $ - $ - $ -
Common stock issued
as founders shares for
cash and the assignment
of the rights, title and
interest in certain software,
recorded at $0.002 per share 6,000,000 6,000 4,000 -
Net loss from inception on
April 25, 2000 through
April 30, 2000 - - - (550)
----------- ----------- ---------- -----------
Balance, April 30, 2000 6,000,000 6,000 4,000 (550)
Common stock issued for
cash at $0.10 per share 525,500 526 52,024 -
Net loss for the six months
ended October 31, 2000
(unaudited) - - - (20,933)
----------- ----------- ---------- -----------
Balance, October 31, 2000
(unaudited) 6,525,500 $ 6,526 $ 56,024 $ (21,483)
</TABLE>
See accompanying notes
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UBETIGOLF, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
From
For the For the Inception on
Three Months Six Months April 25,
Ended Ended 2000 Through
October 31, October 31, October 31,
2000 2000 2000
------------ ------------ --------------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (3,955) $ (20,933) $ (21,483)
Changes in operating assets and liabilities:
Increase (decrease) in accounts payable (8,019) (550) -
------------ ------------ --------------
Net Cash (Used) by Operating Activities (11,974) (21,483) (21,483)
------------ ------------ --------------
CASH FLOWS FROM INVESTING ACTIVITIES - - -
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CASH FLOWS FROM FINANCING ACTIVITIES
Common stock issued for cash 52,550 52,550 62,550
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Net Cash Provided by Financing Activities 52,550 52,550 62,550
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NET INCREASE (DECREASE) IN CASH 40,576 31,067 41,067
CASH AT BEGINNING OF PERIOD 491 10,000 -
------------ ------------ --------------
CASH AT END OF PERIOD $ 41,067 $ 41,067 $ 41,067
============ ============ ==============
SUPPLEMENTAL CASH FLOW INFORMATION
CASH PAID FOR:
Interest $ - $ - $ -
Income taxes $ - $ - $ -
</TABLE>
See accompanying notes.
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UBETIGOLF, INC.
(A Development Stage Company)
Notes to the Financial Statements
October 31, 2000 and April 30, 2000
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Organization
UbetIGolf, Inc. (the Company) was incorporated on April 25, 2000 under the
laws of the State of Utah, primarily to take advantage of existing proprietary
and non-proprietary software. The software calculates and chronicles numerous
types of golf league and group competitions.
The Company has limited operations, assets and liabilities. Accordingly,
the Company is dependent upon management and/or significant shareholders to
provide sufficient working capital to preserve the integrity of the corporate
entity during this phase. It is the intent of management and significant
shareholders to provide sufficient working capital necessary to support and
preserve the integrity of the corporate entity.
b. Accounting Method
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected an April 30 year end.
c. Cash and Cash Equivalents
Cash equivalents include short-term, highly liquid investment with
maturities of three months or less at the time of acquisition.
d. Provision for Taxes
At October 31, 2000, the Company had net operating loss carryforwards of
approximately $21,000 that may be offset against future taxable income through
2020. No tax benefit has been reported in the financial statements, because
the Company believes there is a 50% or greater change the carryforwards will
expire unused. Accordingly, the potential tax benefits of the loss
carryforwards are offset by a valuation amount of the same amount.
e. Additional Accounting Policies
Additional accounting policies will be established once planned principal
operations commence.
f. Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires 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.
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UBETIGOLF, INC.
(A Development Stage Company)
Notes to the Financial Statements
October 31, 2000 and April 30, 2000
NOTE 2 - BASIC LOSS PER SHARE
The following is an illustration of the reconciliation of the numerators and
denominators of the basic loss per share calculation:
For the For the
Three Months Six Months
Ended Ended
October 31, October 31,
2000 2000
------------ ------------
Income (loss) (numerator) $ (3,955) $ (20,933)
Weighted average shares outstanding
(denominator) 6,005,839 6,002,919
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Basic loss per share $ (0.00) $ (0.00)
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The computation of basic earnings per share of common stock is based on the
weighted standard average number of shares outstanding during the period of
the financial statements.
NOTE 3 - SOFTWARE RIGHTS
During April 2000, the Company issued 6,000,000 shares to the Company's sole
officer, director and shareholder for $10,000 cash and the assignment of all
of his rights, title and interest in certain software ("Rights"). The Rights
were recorded at a predecessor cost of $-0-. Accordingly, the entire
6,000,000 shares have been recorded at the value of the cash received and are
considered founder shares.
NOTE 4 - GOING CONCERN
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company does not have significant cash or other
material assets, nor does it have an established source of revenues sufficient
to cover its operating costs and to allow it to continue as a going concern.
It is the intent of the Company to create and earn revenues from a software
program and through a proposed website to generate revenues from the sale of
banner advertising and/or usage fees charged to golf pro shops, golf groups
and golf leagues. Until this occurs, shareholders of the Company have
committed to meeting the Company's operating expenses.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Cautionary Statement Regarding Forward-looking Statements
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This report may contain "forward-looking" statements. Examples of forward-
looking statements include, but are not limited to: (a) projections of
revenues, capital expenditures, growth, prospects, dividends, capital
structure and other financial matters; (b) statements of plans and objectives
of the Company or its management or Board of Directors; (c) statements of
future economic performance; (d) statements of assumptions underlying other
statements and statements about the Company and its business relating to the
future; and (e) any statements using the words "anticipate," "expect," "may,"
"project," "intend" or similar expressions.
General
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UBIG was organized on April 25, 2000, under the laws of the State of Utah, by
Burke T. Maxfield, who currently is UBIG's sole officer, director and
shareholder. In connection with forming UBIG, Mr. Maxfield contributed
certain proprietary and non-proprietary software (the "Software") he has
developed. The Software calculates and chronicles numerous types of golf
league and group competitions.
Business in General
-------------------
UBetIGolf, Inc (UBIG) proposes the creation of an internet web site which will
attract golfers worldwide by providing various localized services to amateur
golfers, golf leagues, golf groups, golf tournament committees and golf course
pro shops. The general objective of UBIG will be to memorialize local
tournament and league play so that all competing participants will have the
opportunity to return to the UBIG web site to review the results from any
given round, double check competition calculations, and provide a "peer
review" mechanism for all players. UBIG will enable golf pro shops to input
tournament results which may then be professionally printed and therefore
quickly/easily viewed in print by tournament participants, as well as reviewed
on the UBIG web site by participants through any Internet connection.
UBIG has created proprietary software that calculates and chronicles numerous
types of league and group competitions, which without the computer, are time
consuming and consequently impractical to calculate manually. UBIG intends to
make this software available on its proposed internet web site for use by its
initial target market of amateur golfers, golf leagues, golf groups, golf
tournament committees and golf course pro shops. UBIG believes this strategy
will create substantial traffic for the web site, creating value in terms of
both numbers of users and potential advertising revenue from golf-related
goods and service providers.
Results of Operations
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UBIG's operations since inception have consisted of effecting a registration
statement and raising funds thereunder for operating capital. UBIG's
Registration Statement on Form SB-2 was declared effective on September 5,
2000, and the offering closed on December 4, 2000, following the date of the
financial statements included herein. UBIG raised a total of $61,250 in the
public offering.
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Three and Six Month Periods Ended October 31, 2000
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Revenues and Costs of Sales. UBIG is considered a development stage company
and has not yet commenced business operations. UBIG had no revenues for the
three and six month periods ended October 31, 2000.
General and Administrative Expense. Total operating expenses for three and
six month periods ended October 31, 2000 were $4,051 and $21,029,
respectively, consisting primarily of expenses related to UBIG's offering.
UBIG expects to incur increased operating expenses as its business operations
commence. Net loss for the three and six month periods ended October 31, 2000
was $3,955 and $20,933 respectively.
Liquidity and Capital Resources
-------------------------------
To date, UBIG has financed its operations through cash derived from equity
financing. At October 31, 2000, the Company had a working capital surplus of
$41,067.
UBIG's accompanying financial statements include a going concern qualification
because the UBIG does not have significant cash or other material assets, nor
has it established any source of revenues to cover its operating costs and
allow it to continue. UBIG intends to create and earn revenues from its
software program and through a proposed website to generate revenues from the
sale of banner advertising and/or usage fees charged to golf pro shops, golf
groups and golf leagues. At this time, however, no such revenues have been
generated, nor can management predict when such revenues may begin.
Given its current financial condition, it is unlikely that UBIG could make an
additional public sale of securities or be able to borrow any significant sum
from either a commercial or private lender. The most likely method available
to UBIG would be the private sale of its securities. There can be no
assurance that UBIG will be able to obtain such additional funding as needed,
or that such funding, if available, can be obtained on terms acceptable to
UBIG.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
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ITEM 5. OTHER INFORMATION
Report of Offering of Securities and Use of Proceeds Therefrom
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The following information in provided pursuant to Rule 463 of Regulation C,
and Item 701 of Regulation S-B under the Securities Act of 1933, as amended.
UBIG offered shares of its common stock pursuant to Registration Statement on
Form SB-2, declared effective on September 5, 2000 (the "Offering"). The
Offering was for a minimum 500,000 shares up to a maximum of 1,500,000 shares
at $0.10 per share. The Offering was closed December 4, 2000, following the
sale of 612,500 shares, for gross proceeds of $61,250. The gross proceeds
have been disbursed as follows:
Legal expenses $ 19,470.00
Accounting fees 1,929.00
Escrow, bank and printing 180.03
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TOTAL PROCEEDS DISBURSED $ 21,579.03
The balance of the proceeds have been deposited in UBIG's operating account.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits.
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Exhibit 27. Financial Data Schedule
(b) Reports on Form 8-K.
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None.
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 thereunto duly authorized.
UBetIGolf, Inc.
Dated: December 11, 2000 By:/S/Burke T. Maxfield, President
