SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Quarterly Period Ended March 31, 2000
Commission File Number 33-7693
___________________________________________________________________________
DATAWORLD SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
___________________________________________________________________________
Delaware 11-2816128
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
920 Conklin Street, Farmingdale, New York 11735
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (631) 293-1610
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.
Yes _X No _______
Indicate by check mark whether the registrant 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 _X No _______
On May 1, 2000, 29,044,000 shares of common stock, $.001 par value were
outstanding.
Note: This is Page 1 of a document consisting of 15 pages.
DATAWORLD SOLUTIONS, INC.
TABLE OF CONTENTS
PART I: FINANCIAL INFORMATION
ITEM 1: UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS:
Balance Sheet - March 31, 2000 and June 30, 1999 .................... 3
Statement of Operations - Three Months Ended
March 31, 2000 and 1999............................................ 4
Statement of Operations - Nine Months Ended
March 31, 2000 and 1999............................................ 5
Statement of Cash flows for the nine months ended
March 31, 2000 and 1999............................................ 6
Notes to Condensed Consolidated Financial Statements................. 7-11
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS ..................... 12-13
PART II- OTHER INFORMATION.............................................. 14
SIGNATURES.............................................................. 15
2
DATAWORLD SOLUTIONS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
March 31, June 30,
ASSETS 2000 1999
CURRENT ASSETS:
Cash............................................. $ 23,980 $ -
Accounts receivable, net of allowance for doubtful
accounts of $42,000 and $67,000 as of March 31,
2000 and June 30, 1999, respectively........... 3,079,559 2,157,254
Inventories, net................................. 1,326,498 918,474
Prepaid expenses and other current assets........ 97,026 71,362
----------- ---------
TOTAL CURRENT ASSETS............................. 4,527,063 3,147,090
PROPERTY, PLANT AND EQUIPMENT, net................. 412,821 333,114
GOODWILL........................................... 3,486,432 3,623,280
DEFERRED CHARGES AND OTHER ASSETS.................. 80,042 74,844
---------- ----------
TOTAL ASSETS....................................... $ 8,506,358 $ 7,178,328
=========== ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current portion of long-term debt................ $ 33,881 $ 51,261
Current portion Notes payable - Affiliate........ 66,666 66,666
Cash overdraft................................... - 26,120
Notes Payable - Non-Affiliates, net.............. 280,000 -
Accounts payable and accrued expenses............ 3,180,616 2,942,923
Bankruptcy distributions payable................. 341,000 391,000
---------- ----------
TOTAL CURRENT LIABILITIES........................ 3,902,163 3,477,970
LONG-TERM DEBT, NET OF CURRENT PORTION............. 3,956,103 3,241,987
NOTES PAYABLE - AFFILIATE, net..................... 124,834 103,643
SECURED SUBORDINATED DEBENTURES, net............... 85,793 84,713
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Redeemable, Cumulative, Convertible Preferred stock,
stated value $100 per share, authorized 5,000,000
shares, 7,050 issued and outstanding, net...... 705,000 705,000
Common stock, par value $.001 per share; authorized
40,000,000 shares; issued and outstanding 27,244,000
shares ......................................... 29,044 26,824
Additional paid in capital....................... 272,215 -
Accumulated Deficit.............................. (568,794) (461,809)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY....................... 437,465 270,015
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY.......................................... $ 8,506,358 $ 7,178,328
============ ============
The accompanying notes are an integral part of these financial statements.
3
DATAWORLD SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
March 31,
2000 1999
---------- -----------
(See Note 2)
Net sales.................................. $ 3,616,823 $ 1,857,862
Cost of goods sold......................... 2,815,525 1,506,867
----------- --------------
Gross profit............................... 801,298 350,995
Selling, general and administrative expenses.. 585,472 804,676
----------- --------------
Earnings (loss) before interest and
depreciation and amortization........... 215,826 (453,681)
Interest expense........................... 115,280 64,550
----------- --------------
Earnings (loss) before depreciation and amortization. 100,546 (518,231)
Depreciation and amortization.............. 82,370 -
----------- --------------
Net income (loss).......................... $ 18,176 $ (518,231)
============= ===============
Share Information
Basic and diluted income (loss) per share.. $ .001 $ (.02)
============= ==============
Weighted average number of common shares
outstanding............................... 28,494,540 26,824,000
============= ============
The accompanying notes are an integral part of these financial statements.
4
DATAWORLD SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Nine Months Ended
March 31,
2000 1999
----------- ------------
(See Note 2)
Net sales........................................... $ 9,953,195 $ 3,302,061
Cost of goods sold.................................. 7,674,045 2,602,432
------------ ------------
Gross profit........................................ 2,279,150 699,629
Selling, general and administrative expenses........ 1,810,564 1,421,483
Aborted offering and acquisition costs.............. - 36,536
------------ -----------
Earnings (loss) before interest and depreciation
and amortization................................. 468,586 (758,386)
Interest expense.................................... 333,810 105,465
------------ -----------
Earnings (loss) before depreciation and amortization 134,776 (863,851)
Depreciation and amortization....................... 241,761 -
----------- -----------
Net loss............................................ $ (106,985) $ (863,851)
============ ============
Share Information
Basic and diluted loss per share.................... $ (.004) $ (.03)
============ ===========
Weighted average number of common shares
outstanding........................................ 27,676,000 26,824,000
============ ===========
The accompanying notes are an integral part of these financial statements.
5
DATAWORLD SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS
(Unaudited)
Nine Months Ended
March 31,
2000 1999
---------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)..................................... $(106,985) $ (863,851)
Adjustments to reconcile net loss to net cash provided
by operating activities:
Depreciation and amortization....................... 242,841 93,111
Change in operating assets and liabilities:
(Increase) decrease in accounts receivabl.e......... (922,305) (439,885)
(Increase) in inventories........................... (408,024) (314,849)
(Increase) in prepaid expenses and other current assets. (25,664) -
(Increase) in other assets.......................... (2,223) 98,031
(Decrease) increase in accounts payable and accrued
expenses......................................... 183,034 688,302
----------- ----------
Net cash used in operating activities............... (1,039,326) (935,203)
----------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures................................ (184,620) (5,955)
Acquisition of Vertex, net.......................... - (74,795)
----------- ----------
Net cash used in investing activities............... (184,620) (80,750)
----------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under debt and loan agreements.......... 9,564,244 469,499
Issuance of preferred stock........................ - 495,000
Issuance of subordinated debenture subsequently
converted to common stock (see note 5)........... 250,000 -
Loan from affiliate................................ 73,000 -
Loan from non-affiliates........................... 280,000 -
Cash overdraft..................................... - 31,454
Debt repayments.................................... (8,919,318) -
----------- ----------
Net cash provided by (used in) financing activities.. 1,247,927 995,953
----------- ----------
NET INCREASE IN CASH.................................. 23,980 (20,000)
CASH at beginning of period........................... - 20,000
---------- -----------
CASH at end of period............................ $ 23,980 $ -0-
=========== ===========
Supplemental disclosure of cash flow information:
Cash paid for:
Interest..................................... $ 332,730 $ 102,087
========== ===========
Non cash financing transaction:
Warrants issued in connection with
Subordinated debenture.......................... $ 51,000 $ -
========== ===========
6
DATAWORLD SOLUTIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
DATAWORLD SOLUTIONS, INC., (the "Company") formerly known as Vertex Computer
Cable & Products, Inc. operates primarily in one business segment - assembly
and distribution of electronic wire, cable and related products used primarily
for data communication and distribution. The principal market for the Company's
products is in the United States.
The condensed consolidated balance sheet as of March 31, 2000 and the related
consolidated statements of operations, changes in stockholders' deficiency and
cash flows for the three and nine months ended March 31, 2000 have been prepared
by the Company without audit. In the opinion of management, all adjustments
(which include only normal recurring adjustments) necessary to present fairly
the consolidated financial position, results of operations and changes in cash
flows at March 31, 2000 and for all periods presented have been made.
The comparative condensed statements of income for the nine months ended March
31, 1999 include the operations of DataWorld Solutions, Inc. ("DataWorld") and
the results of operations of Vertex Computer Cable & Products, Inc. ("Vertex")
for the period December 17, 1998 through March 31, 1999, since the merger (see
Note 2) did not conclude until December 17, 1998. Certain information and note
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been omitted.
The accompanying condensed consolidated financial statements have been prepared
assuming the Company will continue as a going concern which assumes the
realization of assets and settlement of liabilities in the normal course of
business. For the nine months ended March 31, 2000, the Company incurred a
net loss from operations of $106,985 and working capital of $904,899 is not
sufficient to fund the Company's operations. These factors raise substantial
doubt about the Company's ability to continue as a going concern. Management
is currently seeking additional sources of working capital, although no
assurances can be given that management will be successful in receiving
additional capital.
In December 1999, the Company received $250,000 from the issuance of a
subordinated debenture (see note 5) and in January 2000, the Company's lender
increased the Company's maximum borrowing limit to $5,000,000, as defined.
Certain reclassifications have been made to the prior periods amounts to conform
to the current period presentation.
7
DATAWORLD SOLUTIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. MERGER
On December 17, 1998, the Company, formerly known as Vertex Computer Cable &
Products, Inc., entered into an agreement with a privately held distributor,
DataWorld Solutions, Inc. ("Old DataWorld"), the principal shareholders of
DataWorld Solutions, Inc. who where Daniel McPhee and Christopher Francis,
TW Cable, LLC. and Edward Goodstein, the Company's then chairman and principal
shareholder. Pursuant to the agreement, (i) Vertex acquired all the outstanding
shares of Old Dataworld in exchange for the issuance of 1,500,000 shares of the
Company's common stock (ii) TW forgave approximately $2,300,000 in principal
face amount of secured subordinated debt and all accrued interest relating
thereto, (iii) TW forgave $280,000 of indebtedness, contributed $400,000 cash
and arranged for approximately $400,000 of TW funds held in escrow for the
benefit of Vertex's creditors to be released to such creditors as payment on
behalf of Vertex in exchange for 6,000 shares of the Company's newly issued
$6 Senior Cumulative Convertible Preferred Stock having a stated value of
$100 per share, and (iv) Messrs. McPhee and Francis purchased 17,000,000
shares of the Company's common stock from TW for $200,000. As a result of the
above, Messrs. McPhee and Francis collectively own approximately 69% of the
Company's common stock and effective December 18, 1998 Messrs. McPhee and
Francis became the Company's Chief Executive Officer and Chief Operating
Officer, respectively. Thereafter, in May 1999, Vertex, the surviving entity,
merged with Old DataWorld and changed its name to DataWorld Solutions, Inc.
Further, in July 1999, the Company's certificate of incorporation was amended
to reflect a change in the Company's par value for common stock from $.10 to
$.001 per share. Mr. McPhee became Chairman of the Board of Directors as a
result of DataWorld's purchase of the Vertex shares.
The merger was accounted for, under the purchase method of accounting, as a
reverse acquisition of Vertex by Old DataWorld. Accordingly, the assets
acquired and liabilities assumed of Vertex were recorded at their estimated
fair values of approximately $2,070,000 and $4,958,000, respectively. On the
date of the merger the fair value of Vertex's liabilities (after considering
the above mentioned forgiveness and capital contributions) exceeded the fair
value of net assets by approximately $2,888,000. The comparative condensed
statements of income for the three months ended December 31, 1998 include only
the operations of Old DataWorld Solutions, Inc. for the three months ended
December 31, 1998. The results of operations of Vertex are not included in
the condensed results of operations since the merger (see Note 2) did not
conclude until December 17, 1998. Pro-forma financial results as defined below,
are presented in these notes and in Management's Discussion and Analysis
section, as if Old DataWorld and Vertex had been combined as of the beginning
of the applicable period involved. This pro-forma information does not
purport to be indicative of what would have occurred had the acquisition, in
fact, occurred on the beginning date of the applicable period involved nor of
results that may occur in the future.
8
DATAWORLD SOLUTIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. MERGER (CONTINUED)
The following table summarizes the assets acquired and liabilities assumed
from Vertex:
Current Assets $(1,651,000)
Fixed Assets (383,000)
Other Assets (36,000)
Liabilities assumed 4,958,000
Deemed common stock
issued 832,000
------------
Goodwill $ 3,720,000
============
A pro-forma comparative unaudited consolidated statement of operations for the
nine months ended March 31, 2000 has been presented below as though Vertex had
been acquired as of July 1, 1998. This pro-forma information does not purport
to be indicative of what would have occurred had the acquisition been made as
of July 1, 1998 or of results which may occur in the future.
Nine-Month Period Ended
March 31, 2000
----------------
Net sales $ 5,943,000
Cost of goods sold 5,066,000
-------------
Gross Profit $ 877,000
=============
Net loss attributable
to common stock $(2,049,000)
=============
Basic loss per share $ (.08)
=============
3. INVENTORIES
Inventory consists principally of products held for sale. The Company regularly
reviews its inventory for obsolete and slow-moving items which includes reviews
of inventory levels of certain product lines and an evaluation of the inventory
based on changes in technology and markets. As of March 31, 2000 and June 30,
1999, the allowance for obsolete and slow-moving inventory was approximately
$647,000.
March 31, June 30,
2000 1999
----------- -----------
Raw Materials $ 1,246,430 $ 869,506
Work in Process 44,125 32,563
Finished Goods 35,943 16,405
----------- ------------
Inventories, net $ 1,326,498 $ 918,474
=========== ============
9
DATAWORLD SOLUTIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
4. LONG-TERM DEBT
Long-term debt consists of the following:
March 31, June 30,
2000 1999
------------ ------------
Revolving asset-based loan (a)............ $ 3,890,389 $ 3,236,129
Capitalized lease obligations............. 99,595 57,119
------------ ------------
3,989,984 3,293,248
Less current portion of long-term debt.... 33,881 51,261
------------ ------------
$ 3,956,103 $ 3,241,987
============ ============
a. The Company has a financing agreement ("Agreement") with a financial
institution that, as amended, provides for maximum borrowings of $5,000,000
through January 31, 2002. Total borrowings are limited to 85% of eligible
accounts receivable (constituting those amounts outstanding 90 days or less)
and 50% of eligible accounts receivable outstanding between 91 and 120 days,
and 40% of regular inventories and 10% of slow moving inventory. The Company
is required to pay interest at prime plus 2 1/2% and a commitment fee of 1%
per annum. Borrowings under the agreement are collateralized by all of the
assets of the Company. The agreement, as amended, requires the Company to
maintain a deficiency in tangible net worth of not more than $3,500,000 and a
deficiency in Working Capital of not more than $3,800,000, as defined.
5. SECURED SUBORDINATED CONVERTIBLE DEBENTURE
On December 16, 1999, the Company issued to a non-affiliated party a Convertible
Debenture for a principal amount of $250,000. The debenture accrues interest at
a rate of 2 1/4% over prime rate and is payable semi-annually commencing on June
1, 2000. The entire principal balance plus any accrued and unpaid interest
shall be payable on November 30, 2004 (the "Maturity Date"). In connection with
the issuance of the convertible debenture, the debenture holder was granted
warrants, expiring November 30, 2004, which permit the holder to purchase up
to a maximum of three hundred thousand (300,000) shares of the Company's
common stock at fifty ($.50) cents per share. The Company has recorded the
estimated fair value of the warrants ($51,000) and will recognize such amount
as additional interest expense. Such warrants are exercisable until the
earlier of: (i) the Maturity Date, (ii) thirty (30) days after the Company
sends a notice to the debenture holder advising the debenture holder that the
principal balance of this Debenture will be automatically converted to common
stock of the Company at $1.00 per share or (iii) thirty (30) days after the
Company sends a notice to the debenture holder, as defined. If at anytime
prior to the Maturity Date, the common stock of the Company reaches or exceeds
an average bid price of $1.50 per share over a period of thirty (30)
consecutive business days, as quoted on any exchange or electronic market on
which the stock is regularly quoted, then the principal amount of the
debenture then outstanding shall automatically be converted into fully paid
and non-assessable shares of common stock of the Company at a conversion price
of $1.00 per share. In January 2000, the debentures were automatically
converted to common stock after the average bid price exceeded $1.50 for 30
consecutive business days per the agreement as defined above.
10
DATAWORLD SOLUTIONS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
6. COMMON STOCK ISSUANCES
On January 25, 2000, the Company issued 1,800,000 shares of commons stock valued
at $360,000 (fair value at the date of issuance) in exchange for business
consulting services in product development, distribution, E-Commerce site
construction, E-Commerce test and marketing, and the procurement of internet
traffic and strategic alliances in the E-Commerce industry.
11
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
Nine Months Ended March 31, 2000
Old DataWorld Solutions, Inc. was incorporated on January 7, 1998 and commenced
operations on March 1, 1998, therefore the Company can provide limited
comparative financial information with respect to the separate results of Old
DataWorld and Vertex. For the purposes of additional comparative analysis, the
Company has included in its Notes to Condensed Consolidated Financial
Statements, pro-forma comparative results that include the historical results
of Vertex for all periods presented.
Net sales for the nine months ended March 31,2000 were approximately $9,953,000.
Net sales for the nine months ended March 31,1999 were approximately $3,302,000.
This increase is a result of Old DataWorld merging with Vertex, as well as an
increase in sales of distribution products from Old DataWorld.
Gross profit for the nine months ended March 31, 2000 was approximately
$2,279,000. Gross profit as a percentage of sales was 22.9% for the nine months
ended March 31, 2000. Gross profit for the period ended March 31, 1999 was
approximately $700,000. This increase in gross profit is a result of increased
sales volume in the current period.
Selling, general and administrative expenses were approximately $1,811,000 or
18.2% for the nine months ended March 31, 2000. For the period ended March
31, 1999 selling, general and administrative expenses were approximately
$1,421,000 or 43.0%. The increase is a result of Old DataWorld merging with
Vertex in December 1999, which increased expenses for administrative personnel,
sales personnel, insurance expenses and professional fees. The decrease in
percentage of sales is a result of an increase in sales volume for the nine
months ended March 31, 2000.
Interest expense for the nine months ended March 31, 2000 was approximately
$334,000. This interest was incurred by to the Company's revolving credit
facility.
Results of Operations
Quarter Ended March 31, 2000
Net sales for the quarter ended March 31, 2000 were approximately $3,617,000.
Net sales for the quarter ended March 31, 1999 were approximately $1,858,000.
This increase is a result of Old DataWorld merging with Vertex, as well as an
increase in sales of distribution products from Old DataWorld.
Gross profit for the quarter ended March 31, 2000 was approximately $801,000.
Gross profit as a percentage of sales was 22.1% for the quarter ended March 31,
2000. Gross profit for the period ended March 31, 1999 was approximately
$351,000. This increase in Gross profit is a result of increased sales volume
in the current period as well as the Company continued efforts to streamline
costs and its enhanced purchasing capabilities.
Selling, general and administrative expenses were approximately $585,000 or
16.2% for the quarter ended March 31, 2000. For the period ended March 31,
1999 selling, general and administrative expenses were approximately $805,000.
The increase is a result of Old DataWorld merging with Vertex, which increased
expenses for administrative personnel, sales personnel, insurance expenses and
professional fees.
Interest expense for the quarter ended March 31, 2000 was approximately
$115,000. This interest was incurred by to the Company's revolving credit
facility.
12
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Financial Condition
As of March 31, 2000
Current assets at March 31, 2000 were approximately $4,527,000 and working
capital of approximately $624,000 at March 31, 2000. The working capital at
March 31, 2000 is not sufficient to meet the Company's current liquidity needs.
Under the Vertex Plan of Reorganization, the Company is required to pay the
unsecured creditors under a payment arrangement. Currently the Company has
made a payment of approximately $50,000 and has agreed with the creditors
committee to modify the payment terms, subject to court approval.
The Company is also exploring opportunities to further reduce
operating costs and to obtain additional sources of working capital. However,
there can be no assurances that new management will be successful in further
reducing operating costs or obtaining additional sources of working capital.
The Company has an Agreement with a financial institution that, as amended,
provides for maximum borrowings of $5,000,000 through January 31, 2002. Total
borrowings are limited to 85% of eligible accounts receivable (constituting
those amounts outstanding 90 days or less) and 50% of eligible accounts
receivable outstanding between 91 and 120 days, and 40% of regular inventories
and 10% of slow moving inventory. The Company is required to pay interest at
prime plus 2 1/2% and a commitment fee of 1% per annum. Borrowings under the
agreement are collateralized by all of the assets of the Company. The
agreement, as amended, requires the Company to maintain a deficiency in
tangible net worth of not more than $3,500,000 and a deficiency in Working
Capital of not more than $3,800,000, as defined.
On December 16, 1999, the Company issued to a non-affiliated party a Convertible
Debenture for a principal amount of $250,000. The debenture accrues interest at
a rate of 2 1/4% over prime rate and is payable semi-annually commencing on June
1, 2000. The entire principal balance plus any accrued and unpaid interest
shall be payable on November 30, 2004 (the "Maturity Date"). The debenture
holder was granted warrants which shall permit the holder to purchase up to a
maximum of three hundred thousand (300,000) shares of the Company's common
stock at fifty ($.50) cents per share. If at anytime prior to the Maturity
Date, the common stock of the Company reaches or exceeds an average bid price
of $1.50 per share over a period of thirty (30) consecutive business days, as
quoted on any exchange or electronic market on which the stock is regularly
quoted, then the principal amount of the debenture then outstanding shall
automatically be converted into fully paid and non-assessable shares of common
stock of the Company at a conversion price of $1.00 per share. In January
2000, the debentures were automatically converted to common stock after the
average bid price exceeded $1.50 for 30 consecutive business days per the
agreement as defined above.
13
PART II- OTHER INFORMATION
Item 1. Legal Proceedings
NONE
Item 5. Other Information
NONE
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Schedule
(b) Reports on Form 8-K
None
14
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.
DATAWORLD SOLUTIONS, INC.
By: /s/ Daniel McPhee
Chief Executive Officer
By: /s/ Nicholas T. Hutzel
V.P. & Controller
Dated: May 15, 2000
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