U. S. 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 June 30, 1999
-------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
------------- -------------
Commission File No. 2-97869-D
---------
BUYIT.COM, INC.
---------------
(Name of Small Business Issuer in its Charter)
UTAH 87-0419571
- ------------------------------- --------------------------
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
4139 Via Marina, Suite #106
Marina Del Ray, California 90292
--------------------------------
(Address of Principal Executive Offices)
Issuer's Telephone Number: (818) 340-2351
Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company 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
--- --- --- ---
(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes____ No ___
(APPLICABLE ONLY TO CORPORATE ISSUERS)
State the number of shares outstanding of each of the Issuer's
classes of common equity, as of the latest practicable date:
August 12, 1999
Common - 12,374,029 shares
DOCUMENTS INCORPORATED BY REFERENCE
NONE.
Transitional Small Business Issuer Format Yes X No
--- ---
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, the Consolidated Financial Statements fairly present the
financial condition of the Company.
<PAGE>
BuyIt.com, Inc.
[A Development Stage Company]
Formerly
Tecon, Inc.
Condensed Financial Statements
June 30, 1999
<PAGE>
<TABLE>
BuyIt.com, Inc.
[A Development Stage Company]
Formerly
Tecon, Inc.
Condensed Balance Sheet
(Unaudited)
<CAPTION>
ASSETS
June 30, 1999
<S> <C>
Current Assets
Cash $ 710,471
Prepaid expense 44,400
Total Current Assets 754,871
Equipment, net 110,009
Other Assets 8,350
TOTAL ASSETS $ 873,230
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ -0-
Total Current Liabilities -0-
Stockholders' Equity
Common stock 12,168
Additional paid in capital 1,235,379
Accumulated deficit (374,317)
Total Stockholders' Equity 873,230
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 873,230
</TABLE>
See accompanying notes and Independent Accountants' report
<TABLE>
BuyIt.com, Inc.
[A Development Stage Company]
Formerly
Tecon, Inc.
Condensed Statements of Operations
(Unaudited)
<CAPTION>
For the Three For the Three
Months Ended Months Ended
June 30, 1999 June 30, 1998
<S> <C> <C>
Revenues $ -0- $ -0-
Sales, general and
administrative expense 366,475 -0-
Operating Loss (366,475) -0-
Other Income 2,075
Net Loss $ (364,400) $ -0-
Net Loss per Share $ (0.03) $ (0.00)
Weighted Average
Number of Shares
Outstanding 12,167,580 1,199,962
</TABLE>
See accompanying notes and Independent Accountants' report
<TABLE>
BuyIt.com, Inc.
[A Development Stage Company]
Formerly
Tecon, Inc.
Condensed Statements of Cash Flows
(Unaudited)
<CAPTION>
For the Three For the Three
Months Ended Months Ended
June 30, 1999 June 30, 1998
<S> <C> <C>
Cash Flows Used for Operating
Activities:
Net Loss $ (364,400) $ -0-
Adjustments to reconcile
net loss to net cash used
for operating activities:
Depreciation 5,790
Increase in other current
assets (51,800)
Increase (decrease) in
current liabilities 0
Net Cash Flows Used for
Operating Activities (410,410) -0-
Cash Flows Used for Investing
Activities:
Purchase of equipment (114,599)
Net Cash Flows Used for
Investing Activities (114,599) -0-
Cash Flows Provided by Financing
Activities:
Principal reduction
shareholder loan (12,067)
Proceeds issuance of stock 1,247,547
Net Cash Flows
Provided by Financing
Activities 1,235,480 -0-
Net Increase (Decrease) in
Cash 710,471 -0-
Beginning Cash Balance -0- -0-
Ending Cash Balance $ 710,471 $ -0-
</TABLE>
See accompanying notes and Independent Accountants' report
BuyIt.com, Inc.
[A Development Stage Company]
Formerly
Tecon, Inc.
Notes to Condensed Financial Statements
June 30, 1999
PRELIMINARY NOTE
The accompanying condensed consolidated financial statements have been
prepared without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted. It is suggested that these condensed financial
statements be read in conjunction with the financial statements and
notes thereto included in the Company's Annual Report on Form 10-KSB for
the year ended March 31, 1999.
ORGANIZATION AND MERGER
BuyIt.com, Inc. ("BuyIt" or "Company") incorporated under the laws of
the State of California in January, 1999. From inception through March
31, 1999, the Company engaged in preliminary activities related to the
set up of an Internet auction business. On April 16, 1999, the Company
entered into an Agreement and Plan of Reorganization ("Plan") with
Tecon, Inc. ("Tecon"), a Utah Corporation, wherein all of the
outstanding shares and subscriptions of BuyIt were exchanged for
8,500,000 shares (for the outstanding shares) of common stock of
Tecon, and 245,997 shares (for the outstanding subscriptions)(reduced
from the original amount of 257,666 shares as stated in the Plan) of
common stock of Tecon. At the conclusion of all the transactions
contemplated in the Plan, BuyIt shareholders and subscribers owned
8,745,997 shares of total outstanding shares of 12,167,580, or 71.8%.
The survivor in the aforementioned combination is Tecon. However, the
name of the surviving company was changed to BuyIt.com, Inc,
simultaneously with the Plan. The combination of these two entities has
been accounted for as a purchase.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
- ------------------
The only product or service of the Company is "The BuyIt Auction,"
which was founded in 1997, and has been going through its final live beta
tests for the past several months.
The BuyIt Auction can best be described as being in the business
of conducting online person-to-person auctions. In recent times, key
strengths have been commitment to customer service and ability to provide
users with a simple, easy to operate auction site with the features and
functionality that are sorely missing from competitive products and services.
The BuyIt Auction's target market includes antique dealers,
collectibles dealers, collectors and the general public. The most typical
customers for services are individuals who are currently involved or have
interest in the areas of antiques and collectibles. The BuyIt Auction has over
1,000 categories of items for sale, including Antiques, Memorabilia, Disney,
Jewelry, Advertising, Housewares, Porcelain, Sports Trading Cards, Toys,
Beanie Babies, Barbie and Hot Wheels and many others, ensuring that there is
something to offer for almost anyone.
During the next 12 months, the Company plans to increase its
existing online auction presence and to open an online specialty mall.
Current cash resources are not sufficient for the Company's next 12
months of operations. The Company anticipates meeting these needs through
equity or debt financing.
Results of Operations.
- ----------------------
At June 30, 1999, the Company had $754,871 in assets and $0 in
liabilities. The Company had no revenues for the three months ended June
30, 1999 and 1998, with $2,075 in other income June 30, 1999, and with
$366,475 and $0 in expenses, for net losses of ($364,400) and $0.
Liquidity
- ---------
At June 30, 1999, the Company had $754,871 in current assets, with
total current liabilities of $0. Total stockholder's equity was $873,230.
Year 2000.
- ---------
Management believes that the Company's hardware and software are
fully compliant with Year 2000 issues.
The Company can give no assurance that third parties with whom it
does business will ensure Year 2000 compliance in a timely manner or that, if
they do not, their computer systems will not have an adverse effect on the
Company. However, the Company does not believe that Year 2000 compliance
issues of such third parties will result in a material adverse effect on its
financial condition or results of operations.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of the Company's security holders
during the first quarter of the calendar year covered by this Report or
during the two previous calendar years.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
None.
(b) Reports on Form 8-K.
8-K Current Report dated April 16, 1999, filed with the
Securities and Exchange Commission on May 6, 1999.
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.
BUYIT.COM, INC.
Date: 8/13/99 By /s/ Sandip Seth, Director
and President
Date: 8/13/99 By /s/ Peter A. Yollin, Director
Secretary and Chairman
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this Report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated:
BUYIT.COM, INC.
Date: 8/13/99 By /s/ Sandip Seth, Director
and President
Date: 8/13/99 By /s/ Peter A. Yollin, Director
Secretary and Chairman
Date: 8/13/99 By /s/ Edgar Cayce, Director
and Vice President
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-2000
<PERIOD-END> JUN-30-1999
<CASH> 710471
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 754871
<PP&E> 115799
<DEPRECIATION> 5790
<TOTAL-ASSETS> 873230
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 12168
<OTHER-SE> 861062
<TOTAL-LIABILITY-AND-EQUITY> 873230
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 366475
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (364400)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (364400)
<EPS-BASIC> (0.03)
<EPS-DILUTED> (0.03)
</TABLE>
