<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934
For the quarter period ended: March 31, 2000
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or
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934
For the transition period from:____________ to _____________
Commission file number: 33-5902-NY
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JUSTWEBIT.COM, INC.
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(Exact name of registrant as specified in its charter)
Nevada 22-2774460
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
201 South Main Street, Suite 900, Salt Lake City, Utah 84111
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (801) 595-0104
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Superior Wireless Communications, Inc.
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Former Name of Registrant
Indicate by check mark whether the registrant (1) has filed all reports
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. Yes X No
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The number of shares outstanding of the registrant's Common Stock on
May 11, 2000 was 5,762,654.
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
The following Financial Statements of the Company and its subsidiaries
and related notes are included herein:
Consolidated Balance Sheet as of December 31, 1999 and March 31, 2000;
Consolidated Statements of Income for the three months ended March 31,
1999 and March 31, 2000;
Consolidated Statement of Cash Flows for the three months ended March
30, 1999 and March 31, 2000;
Notes to Consolidated Financial Statements.
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JUSTWEBIT.COM, INC.
BALANCE SHEETS
DECEMBER 31, 1999 AND MARCH 31, 2000
(UNAUDITED)
ASSETS DECEMBER 31, 1999 MARCH 31, 2000
- ------ ----------------- --------------
Current Assets:
Cash 172,356 189,019
Marketable Securities 246,875 74,063
Accounts Receivable 6,419 4,709
Prepaid Expenses 202,949 148,950
Stockholder Receivables 124,000 104,125
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Total Current Assets 752,599 520,866
Property, Plant & Equipment 43,448 51,818
Other Assets:
Deposits 5,377 5,377
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5,377 5,377
TOTAL ASSETS 801,424 578,061
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LIABILITIES & SHAREHOLDERS EQUITY
Current Liabilities:
Accounts Payable 71,088 56,260
Accrued Liabilities 17,960 757
Note Payable 26,375 275,444
Income Taxes Payable 0 0
Deferred Revenue 226,302 164,584
Payable - Related Parties 79,404 13,806
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Total Current Liabilities 421,129 510,851
Long-Term Debt 251,644 0
Total Liabilities 672,773 510,851
Shareholders Equity:
Common Stock, $.001 par value;
Authorized 50,000,000 shares;
Issued and Outstanding 5,383,129
at December 31, 1999 and 5,689,154
at March 31, 2000 5,383 5,689
Additional Paid-in Capital 4,856,921 5,170,683
Retained Earnings (Deficit) (4,733,653) (5,109,162)
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Total Shareholder's Equity 128,651 67,210
TOTAL LIABILITES & EQUITY 801,424 578,061
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See Notes to Financial Statements
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JUSTWEBIT.COM, INC.
STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 2000
(UNAUDITED)
THREE MONTHS THREE MONTHS
ENDED ENDED
MARCH 31, 1999 MARCH 31, 2000
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Revenues 0 113,930
Cost of Sales 0 27,372
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Gross Profit 0 86,558
Forgiveness of Debt Income 6,575 0
Receipt of Note Previously Written Off 10,000 0
Gain on Disposal of Assets from
Discontinued Business 117,299 0
Gain/Loss on Securities Sales 0 66,964
Other Income (150) 597
GENERAL & ADMINISTRATIVE EXPENSES:
Advertising & Marketing 0 91,330
Travel & Auto Expense 1,498 7,376
Postage & Delivery 129 777
Contract Labor 0 8,849
Commissions 0 460
Merchant & Licensing Fees 0 3,743
Rent 1,500 15,684
Salaries - Officers 18,000 24,000
Salaries - Others 0 152,575
Payroll Taxes 0 16,135
Office Expenses 392 3,533
Outside and Professional Services 6,276 171,022
Depreciation & Amortization 4,045 2,873
Bank Charges 59 401
Insurance 0 885
Telephone Expense 946 13,599
Computer Expense 384 4,082
Other Taxes & Licenses 89 85
Seminars & Conventions 0 2,900
Miscellaneous Expense 0 964
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Total General & Administrative Expenses 33,318 521,273
Interest Expense 55,672 8,355
State Taxes 0 0
Net Income (Loss) 44,734 (375,509)
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See Notes to Financial Statements
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<TABLE>
JUSTWEBIT.COM, INC.
STATEMENTS OF CASH FLOW
THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 2000
(UNAUDITED)
<CAPTION>
THREE MONTHS THREE MONTHS
ENDED ENDED
MARCH 31, 1999 MARCH 31, 2000
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<S> <C> <C>
OPERATING ACTIVITIES
NET INCOME (LOSS) 44,734 (375,509)
Adjustments:
Depreciation and Amortization 4,045 2,873
Changes in current accounts (237,949) 224,427
(Increase) Decrease in Notes Receivable 0 19,875
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Net Cash Required by Operating Activities (189,170) (128,334)
FINANCING ACTIVITIES
Loans 198,279 2,575
Sale of Common Stock 0 207,113
Repayment of Loans (910,886) (65,598)
Repayment of Loans with stock 900,886 907
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Net Cash Provided (Required) by Investing Activities 188,279 144,997
INVESTING ACTIVITIES
Sale of Assets
Increase (Decrease) in Cash and Cash Equivalents (891) 16,663
Cash and Cash Equivalents at
Beginning of Period 2,131 172,356
CASH AND CASH EQUIVALENTS AT
END OF PERIOD 1,240 189,019
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</TABLE>
See Notes to Financial Statements
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JUSTWEBIT.COM, INC.
AND SUBSIDIARY
A NEVADA CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 1999
AND MARCH 31, 2000
NOTE 1: BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principals for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principals for complete
financial statements. In the opinion of the Company's management, all
adjustments (consisting of normal accruals) considered necessary for a fair
presentation of these financial statements have been included.
Effective August 1, 1999, the Company acquired Media Rage of Utah, Inc. ("Media
Rage"). At this point the Company was no longer in a development stage. Since
the operations of Media Rage are reflected in the three months ended March 31,
2000 and not in the same quarter ended on March 31, 1999 and the business
operations of Media Rage have been substantially changed after the acquisition
by the Company, the financial statements have not been reported on a pro-forma
basis.
NOTE 2: CAPITALIZATION
The Company was incorporated in the State of Nevada on July 24, 1984 and
authorized 200,000,000 shares of $0.001 par value common stock. On March 16,
1994 the Company effected a 1 share for 30 share reverse stock split. The split
reduced the total outstanding shares from 32,272,000 to 1,075,807. On March 16,
1994 the Company issued 6,500,000 shares of post reverse-split stock to Marrco
Communications, Inc. in the conjunction with the purchase of all of Marrco's
assets and the assumption of all of Marrco's liabilities.
On October 25, 1996 the name of the Company was changed to Superior Wireless
Communications, Inc. and each of the 6,004,836 shares of then issued and
outstanding common stock of the Corporation were exchanged for one share of
preferred stock designated as Class A Convertible Cumulative Preferred Stock
(the "Class A Preferred Stock"), par value of $.001 per share.
Under the terms of the Class A Preferred Stock, all shares outstanding as of
October 16, 1998 automatically converted into common stock at a rate of five
shares of common stock for every one share of Class A Preferred Stock. This
resulted in the automatic conversion of 6,541,416 shares of Class A Preferred
Stock into 32,707,080 shares of common stock. The holders of the remaining
shares of Class A Preferred Stock that were issued after October 16, 1998,
totaling 3,767,501 shares, agreed to convert at the same rate of five shares of
common stock for every one share of Class A Preferred Stock.
Effective August 16, 1999, the Company effectuated a reverse stock split at a
rate of twenty-to-one. This resulted in 2,577,229 shares of common stock being
outstanding as of that date and no preferred shares are outstanding.
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As a result of additional stock being issued for services rendered, private
placement sales of the Company's common stock and through the issuance of common
stock for debt, the Company had 5,689,154 shares of its common stock outstanding
as of March 31, 2000.
NOTE 3: RELATED PARTY TRANSACTIONS
The officers and directors of the Company are involved in other business
activities and may, in the future, become involved in other business
opportunities. If a specific business opportunity becomes available, such
persons may face a conflict in selecting between the Company and their business
interests. The Company has not formulated a policy for the resolution of such
conflicts.
At March 31, 2000 the Company owed $13,806 to its President parties for expenses
paid on behalf of the Company. The Company also is owed $104,125 from
shareholders as the result of amounts due from the exercise of stock options.
This amount is expected to be collected within the next quarter.
NOTE 4: INCOME TAXES
The Company has available at March 31, 2000, net operating loss carryforwards of
approximately $4.7 million which may provide future tax benefits expiring
beginning in June of 2006.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
The Company offers a host of e-commerce solutions designed to target
and assist small to mid-sized businesses to effectively sell their products
online. The foundation of the Company's business is a free and instant
e-commerce solution for existing or new web sites through technology that allows
businesses to easily build and maintain complete e-commerce web sites. The
system allows simple point-and-click site creation, catalog deployment and
interfacing merchant accounts. As of March 31, 2000, the Company had in excess
of 7,000 customers that have signed up for this service. The Company generates
revenues from its customer base by selling a host of product upgrades and
services as well as through the sale of banner advertisements.
The Company reported a net loss of $375,509 for the three months ended
March 31, 2000. The loss in the current quarter was attributable to Selling,
General and Administrative expenses of which salaries, professional services and
marketing made up the largest portion. The salaries for the current quarter
totaled $176,575, or 34% of SG&A costs of $521,273. Professional fees of
$171,022 (33% of SG&A costs) were incurred in the current quarter. The majority
of these fees were paid either in the Company's common stock. Marketing costs
for the quarter totaled $91,330. This amounted to 18% of total SG&A costs. The
Company expects salaries and marketing costs to increase on a going forward
basis as it more heavily markets its services. It is further anticipated that
this will result in greatly increased revenues.
The Company reported $113,930 in gross income for the current quarter.
This represents a 158% increase from the previous quarter ended December 31,
1999. The Company feels that revenues from both product sales, banner
advertisements and other sources will continue to grow as its customer base is
growing at a rate in excess of 100 per day.
The Company currently has total current assets of $520,866 and total
current liabilities of $510,851, resulting in net working capital of $10,015.
Approximately 54% of total current liabilities, or $275,444, represent a note
payable due in January of 2001. Additionally, $164,584 of current liabilities
represents deferred revenue from banner advertisements that will be amortized
over the next 8 months. With exception to the two aforementioned items, the
Company has a net working capital balance of $450,043. The Company is currently
in negotiations for additional capital to finance its future growth plans.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None.
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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.
Dated: May 15, 2000
JUSTWEBIT.COM, INC.
/S/ Jon Richard Marple
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Jon Richard Marple,
President, Chairman,
Chief Executive Officer and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 189,019
<SECURITIES> 74,063
<RECEIVABLES> 4,709
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 520,866
<PP&E> 51,818
<DEPRECIATION> 0
<TOTAL-ASSETS> 578,061
<CURRENT-LIABILITIES> 510,851
<BONDS> 0
0
0
<COMMON> 5,689
<OTHER-SE> 61,521
<TOTAL-LIABILITY-AND-EQUITY> 578,061
<SALES> 113,930
<TOTAL-REVENUES> 113,930
<CGS> 27,372
<TOTAL-COSTS> 548,645
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,355
<INCOME-PRETAX> (375,509)
<INCOME-TAX> 0
<INCOME-CONTINUING> (375,509)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (375,509)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
