U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
-------------------------------------
FORM 10-QSB
(mark one)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13
OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
[ ] TRANSITION REPORT UNDER SECTION 13
OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-16355
----------------------------------
PRINCETON MEDIA GROUP, INC.
(Name of Small Business Issuer in its Charter)
Ontario, Canada 98-0082860
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
214 Brazilian Avenue, Suite 300, Palm Beach, Florida 33480
(Address of principal executive offices)
561/659-0121
(Issuer's telephone number)
-----------------------------------------
Securities registered under Section 12(b) of the Act: None.
Securities registered under Section 12(g) of the Exchange Act as of September
30, 1999:
Common Stock, no par value.
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 registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
YES [X] NO [ ]
The number of shares outstanding of the issuer's common stock, no par value,
as of November 14, 1999 was 4,178,722.
Transitional Small Business Disclosure Format (check one):
Yes [ ] No [ X ]
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
All financial information is expressed in United States dollars.
INDEX TO FINANCIAL STATEMENTS
Balance Sheet September 30, 2000
Statements of Operations and Accumulated Deficit
for the Nine Months Ended September 30, 2000 and 1999
and for the Three Months Ended September 30, 2000 and 1999
Statements of Cash Flows
for the Nine Months Ended September 30, 2000 and 1999
Notes to Financial Statements
Item 2. Management's Discussion and Analysis
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Signatures
<PAGE>
<TABLE>
PRINCETON MEDIA GROUP, INC.
Balance Sheet
September 30, 2000
(Unaudited)
<S>
<C>
Assets
Current assets
Cash $ 883
Marketable securities 2,929
Total current assets 3,812
Property and equipment, cost 43,408
Less accumulated depreciation (25,126)
Property and equipment, net 18,282
Total assets $ 29,194
Liabilities and Shareholders' Equity (Deficit)
Current liabilities:
Accounts payable $ 226,829
Accrued expenses 50,000
Advances payable - related parties 69,657
Note payable on demand 250,000
Accrued interest 1,684
Total current liabilities 598,170
Shareholders' equity (deficit):
Series A Preference Shares 28,923
Series C Preference Shares 739,696
Common Stock 21,297,570
Accumulated deficit (22,635,165)
Total shareholders' equity (deficit) ( 568,976)
Total liabilities and shareholders' equity $ 29,194
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PRINCETON MEDIA GROUP, INC.
Statements of Operations and Accumulated Deficit
(Unaudited)
<TABLE>
Three Months Ended Nine Months Ended
September 30, September 30,
2000 1999 2000 1999
<S> <C> <C>
Costs and operating
expenses:
Selling and
administrative $ 834 $ 1,174 $ 5,131 $ 30,829
Depreciation 2,170 1,850 6,510 5,869
Income (loss) from
operations ( 3,004) ( 3,024) (11,641) ( 36,698)
Other income
Gain on reduction of
guaranteed note payable - - - 72,055
Net income (loss) ( 3,004) ( 3,024) (11,641) 35,537
Accumulated deficit,
beginning of
period (22,629,450) (22,669,928) (22,623,524) (22,738,309)
Accumulated deficit,
end of period $(22,632,454) $(22,702,952) $(22,635,165) $(22,702,952)
Basic and diluted
gain (loss)
per share $ 0.00 $ ( 0.01) $ ( 0.01) $ 0.01
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE> PRINCETON MEDIA GROUP, INC.
Statements of Cash Flows
(Unaudited)
<TABLE>
Nine months ended September 30,
<S> <C> <C>
2000 1999
Cash flows from operating activities:
Net income (loss) $ (11,641) $ 35,357
Adjustments to reconcile net loss
to net cash used in
operating activities
Depreciation 6,510 5,869
Gain on reduction of guaranteed payment - ( 72,055)
Changes in assets and liabilities
Increase (decrease) in:
Accounts payable - 11,829
Net cash used in operating
activities ( 5,131) (19,000)
Cash flows from investing activities:
Net cash provided by (used in)
investing activities - -
Cash flows from financing activities:
Proceeds from note payable - affiliate 7,814 19,387
Payments to affiliate 1,800 -
Net cash provided by
financing activities 6,014 19,387
Net increase in cash 883 387
Cash, December 31, 1999 and 1998 - -
Cash, September 30, 2000 and 1999 $ 883 $ 387
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
PRINCETON MEDIA GROUP, INC.
NOTES TO FINANCIAL STATEMENTS
1. Basis for Presentation
The accompanying unaudited interim financial statements include the accounts
of Princeton Media Group, Inc. ("Princeton"). On October 27, 1998, Princeton
Publishing, Inc. and Firestone Publishing, Inc., wholly-owned subsidiaries of
Princeton Media Group, Inc., and Kingston Press, Inc., a wholly-owned
subsidiary of Princeton Publishing, Inc., each filed an Assignment for the
Benefit of Creditors (the Assignment(s)), a proceeding governed under the laws
of the State of Florida. The Assignments were filed with the Court of the
11th Judicial Circuit in and for Miami-Dade County, Florida on October 27,
1998. The Assignment proceeding gives creditors the opportunity to file
proofs of claims. The Assignments were filed in order to expedite an orderly
sale and disposition of the assets of the entities and pay claims in order of
priority. As of the end of 1998, Princeton had no operations.
In the opinion of management, the accompanying unaudited interim financial
statements contain all adjustments (consisting only of normal recurring
accruals) necessary to present fairly the financial position as of September
30, 2000, and the results of operations for the three months ended and nine
months ended September 30, 2000 and 1999 and their cash flows for the nine-
month periods ended September 30, 2000 and 1999. The results of operations for
the nine months ended September 30, 1999 are not necessarily indicative of the
results to be expected for the full year. These statements should be read in
conjunction with the Company's annual report on Form 10-KSB for the year ended
December 31, 1999.
2. Basic and Dilutive Loss Per Share
Net loss per share is computed using the weighted average number of shares of
common stock outstanding. Common equivalent shares from stock options and
warrants, and additional shares assuming the conversion of debentures and
preferred shares, are excluded from the computation as their effect is
antidilutive.
For the nine months ended September 30, 2000 and 1999, cumulative dividends of
$33,000, respectively, related to preferred Series C have been added to net
loss in the loss per share computation.
The following table sets forth the computation of basic and diluted loss per
share as of September 30, 2000 and 1999:
2000 1999
Net loss from operations $ ( 11,641) $( 36,698)
Preferred dividends - Series C $ ( 33,000) ( 33,000)
Net loss to common shareholders - operations $ ( 24,711) $( 69,698)
Extraordinary item:
Gain on reduction of guaranteed note - 72,055
Net income (loss)to common shareholders $ ( 24,711) $ 2,357
Weighted average common shares outstanding 4,178,722 4,178,722
Basic and diluted loss per share:
Before extraordinary item $ ( .01) $( .02)
Gain on reduction of guaranteed note - .02
Basic income (loss) per share $ ( .01) $ .00
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Forward-looking Statements
Statements contained in this Form 10-QSB regarding the Company's future
prospects or profitability constitute forward-looking statements and as such,
must be considered with caution and with the understanding that various
factors could cause actual results to differ materially from those in such
forward-looking statements. Such factors include but are not limited to
failure of pending or anticipated acquisitions to be consummated.
General
Year 2000 Reporting
On August 4, 1998, the SEC issued expanded requirements for disclosure
regarding the international computer programming problems whereby certain
computer programs will not be able to properly recognize the date in the year
2000. Management believes the Company has no material exposure from the year
2000 problem. The Company's management information systems department reports
that because the Company's system was originally designed to be unaffected by
year 2000 problem, the Company has no exposure to the problem within its own
system. Because the Company has discontinued operations, the Company has no
vendors and suppliers whose non-compliance with correction of the problem
could cause material damage to the Company.
CURRENT PLANS
During 2000, management of the Company intends to pursue a plan of attempting
to identify an acquisition that could provide stable operations in order to
restore shareholder value.
Results of Operations
The Company has discontinued operations. Net loss from operations for the
period consists of minor office expenses, audit fees, and depreciation.
The nine months ended September 30, 2000 compared to the nine months ended
September 30, 1999:
There were no revenues for the nine months ended September 30, 2000 or for
the nine months ended September 30, 1999.
Costs and expenses for the nine months ended September 30, 2000 were $3,004
compared to $36,698 for the nine months ended September 30, 1999.
The Company had guaranteed a note related to the operations of the assigned
subsidiaries. Per the terms of the note, the note was reduced by receipts to
the holder of the note from publications of the former subsidiaries of
Princeton. During the first quarter of 1999, the note was reduced by
$72,055 from proceeds of publications of the former subsidiaries of Princeton.
Net loss for the nine months ended September 30, 2000 was $3,004 comprised of
administrative maintenance costs. Net income for the nine months ended
September 30, 1999 was $35,357 consisting of the extraordinary item of gain
from reduction of the guaranteed note of $72,055 and the loss from operations
of $36,698.
Liquidity and Capital Resources
Liquidity and capital resources are discussed in three broad categories:
operating activities, investing activities and financing activities.
During the nine-month periods ending September 30, 2000 and 1999 there were
no interest expenses charged to operations.
Cash increased $883 to $883 at September 30, 2000 from $-0- at December 31,
1999. Net cash used in operating activities was $5,131 during the nine
months ended September 30, 2000 compared to net cash used of $19,000 during
the nine months ended September 30, 1999. The decrease in net cash used in
operating activities in the first nine months of 2000 compared to the first
nine months of 1999 is a result of the one-time gain on the reduction of a
guaranteed note, together with minor accounting expenditures.
During the nine-month periods ending September 30, 2000 and 1999, there was
no net cash provided by or used in investing activities.
During the nine months ended Septenber 30, 2000, net cash provided by financing
activities was $6,014 compared to $19,387 net cash provided by financing
activities during the nine months ended September 30, 1999. The cash provided
by financing activities is a result of the advances made by related parties to
cover minimal operating expenses and audit fees.
PART II. OTHER INFORMATION
Item 3: Legal
The Company was named as defendant in an action filed in the Circuit Court
of Waukesha County, Wisconsin on August 8, 2000. The plaintiffs in the action
are three individuals who were officers and managers of the Company's
previously-owned subsidiaries. The Company has engaged counsel who is
assisting the Company in ascertaining the possible effects of the action.
The Company intends to seek a resolution to the matter either through
negotiation or legal defense of the action.
Item 5: Certain Relationships and Related Transactions
The Company shares corporate headquarters office space with Celebrity.
During 2000 and 1999, advances were made to the Company by certain related
parties on short-term bases at nominal interest rates to cover maintenance
costs during the period that management of the Company is seeking new
operations.
Item 6: Exhibits and Reports on Form 8-K.
(a) Exhibits - None.
(b) Reports on Form 8-K: None.
SIGNATURES
In accordance with Section 13 and 15 (d) of the Exchange Act of 1934,
the Registrant caused this report to be signed on its behalf by the
undersigned,thereunto duly authorized.
Date: November 14, 2000
PRINCETON MEDIA GROUP, INC.
/s/ James J. McNamara
By: James J. McNamara,
Chairman of the Board and
Acting Chief Executive Officer
