SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
For the Quarter ended March 31, 1999.Commission File No. 33-27652-NY
BusinessNet Holdings Corp.
(Exact name of registrant as specified in its charter)
Delaware 22-2946374
(State or other jurisdiction of
incorporation or organization) (IRS Employer Identification No.)
1 Bannisters Wharf, Newport, RI 02840
(Address of Principal Executive Offices)
Registrant's telephone number, including area code:(401) 841-5294
Securities registered pursuant to Section 12 (b) of the Act: None
Securities registered pursuant to Section 12 (g) of the Act: None
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 shorter period that the registrant was
required to file such report), and (2) has been subject to such filing
requirements forthe past 90 days.
Yes: _ No: X
Transitional Small Business Disclosure Format:
Yes: X No:
The number of shares outstanding of the registrant's common stock, $.01 par
value on March 31, 1999 was 776,482.
<PAGE>
BusinessNet Holdings Corp.
(Formerly BusinessNet International, Inc.)
INDEX
Page
Part I Financial Information
Balance Sheet - March 31, 1999 2
Statements of Operations - Three Months Ended
March 31, 1999 and Three Months Ended
March 31, 1998 3
Statements of Cash Flows - Three Months Ended
March 31, 1999 4
Notes to Financial Statements 5
Management's Discussion and Analysis of financial
Conditions and results of operations 6
Part II Other Information
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of
Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
Signature Page 9
<PAGE>
BUSINESSNET HOLDINGS CORP.
CONDENSED BALANCE SHEET
March 31
1999
(Unaudited)
ASSETS
Current assets
Cash $ 129,680
Prepaid expenses 1,500
Total current assets 131,180
TOTAL ASSETS $ 131,180
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts Payable and Accrued expenses 25,555
Total current liabilities 25,555
Stockholders' equity
Common Stock, $.001 Par Value,
50,000,000 shares authorized;
776,482 issued and outstanding
At May 11, 1999 7,765
Additional Paid-In Capital 202,507
Retained Deficit Subsequent to
Reorganization (12/31/97) (104,647)
Total stockholders' equity 105,625
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $ 131,180
* See Notes to Financial Statements
<PAGE>
BUSINESSNET HOLDINGS CORP.
STATEMENT OF INCOME
(Unaudited)
Three Months Ended
March 31,
1998 1999
Income from Operations $ - $ -
Total income - -
Selling, general and administrative expenses 24,875 4,500
Interest expense - -
Depreciation and amortization - -
Total expenses 24,875 4,500
Income (loss) before income taxes (24,875) (4,500)
Income taxes - -
Net income (loss) $ (24,875)$ (4,500)
Per share data:
Earnings (Loss) $ (.0785)$ (.0057)
Average number of common
shares outstanding 316,480 776,482
* See Notes to Financial Statements
BUSINESSNET HOLDINGS CORP.
STATEMENT OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
1998 1999
Cash flows from operating activities:
Net loss $ (24,875) $ 4,500
Adjustments for non-cash items
Increase in prepaid expenses 1,050 (1,500)
Issuance of common stock 23,750 -
Changes in assets and liabilities
Increase in accounts payable - 80
Net cash (used in) operations (75) (5,820)
Net increase (decrease) in cash (75) (5,820)
Cash, beginning of period 647 135,500
Cash, end of period $ 572 $ 129,680
* See Notes to Financial Statements
BUSINESSNET HOLDINGS CORP.
(Formerly BusinessNet International, Inc.)
Notes to Consolidated Financial Statements
March 31, 1999
NOTE A. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10QSB and Article 10 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
For further information, refer to the financial statements and footnotes
thereto included in the Registrant Company annual report on form 10-K for
the year ended December 31, 1998.
NOTE B. DURING THE YEAR, THE COMPANY ADOPTED FASB STATEMENT NO. 130 -
REPORTING COMPREHENSIVE INCOME.
Statement No. 130 required the reporting of comprehensive income and its
components in addition to net income from operations. Comprehensive
income is a more inclusive financial reporting methodology that includes
disclosure of certain financial information that historically has not been
recognized in the calculation of net income. To date, FASB Statement No.
130 does not have a material effect on the Company's financial position or
the results of operations.
NOTE C. RELATED PARTY TRANSACTIONS
The issuance of stock in the quarter ended March 31, 1998 was to the
Company's acting president for services. The Company leases its
administration offices from the Company's president for $5,000 on a
monthly basis, of which $1,250 was included in expense for the quarter
ended March 31, 1999.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial position and operating
results during the periods included in the accompanying condensed consolidated
financial statements.
GENERAL INTRODUCTION
BusinessNet Holdings Corp. is presently structured as an inactive holding
company which is seeking to acquire and/or develop start-up companies providing
Information Technology Services and Applications including Internet Services,
and telecommunication services to the United States and International business
communities.
Recent Reorganization
On June 5, 1996, the Registrant acquired 100% of the issued and outstanding
stock of BusinessNet U.K. Limited (formerly, Dubesco U.K. Limited), a United
Kingdom corrporation from Morten Skjelborg and affiliates. BusinessNet Europe
was subsequently established as a holding company 100% owned by the Registrant,
and Mr. Skjelborg became Chairman of the Registrant.
During 1997, a financial reorganization of the Registrant's foreign subsidiaries
was required as a result of the failure of subsidiary Options Invest Danmark A/S
to obtain a required financial services license from the Government of Denmark.
As a result of this financial reorganization, the Registrant has discontinued
its European business operations effective for the year ended December 31, 1997.
The Registrant at present has no administrative or operating control of any of
the former subsidiary operations.
Consequently, the business operations of the Registrant are presently limited to
its administrative operations, although it is currently reviewing its legal
options with respect to recouping a portion of its investment in BusinessNet
Europe, Ltd.
On August 1, 1998 the Registrant changed its name to BusinessNet Holdings Corp.,
and undertook a reverse-split of its Common Stock on the basis of one new Share
for each fifty (50) issued and outstanding shares.
The Registrant maintains executive and administrative offices at 1 Bannister's
Wharf, Newport, RI 02840. The telephone number is (401) 841-5294.
Future Business Operations
Management of the Registrant is presently undertaking to explore various options
to acquire and/or develop new business operations for the Registrant, including
mergers with or acquisitions of other business corporations.
RESULTS OF OPERATIONS
Three Months Ended March 31, 1999 vs. March 31, 1998
The Company's business activities were inactive during the three months ended
March 31, 1999 as well as the three months ended March 31, 1998 except for
administrative and legal functions to assure the continuation of corporate
status. The Company had no revenues during this period.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS
(Continued)
Plan of Operations
The Company has raised its present working capital from private equity
transactions and has formed a subsidiary, Omnicast Corporation (in May of 1999)
for the purpose of acquiring entertainment rights to market media productions
and media related products. The Company, through its subsidiary, also has
opened its website, www.Omnicast.com. As a holding company, the Company
believes it can maintain sufficient capital to fund the projects of its
subsidiary during the next twelve months.
EFFECT OF INFLATION ON OPERATION
The Registrant is at present undertaking no business operations and therefore is
not subject to the potential effects of inflation.
SEASONALITY
The Registrant is at present undertaking no business operations and therefore is
not subject to seasonal fluctuations.
CAPITAL RESOURCES AND LIQUIDITY
During the year ended December 31, 1997, the Company discontinued the operations
of its foreign operating subsidiaries. As of March 31, 1999, the Company had a
working capital surplus of $105,625.
The Company had no material financial commitments at March 31, 1999. The
Company expects that it will develop and/or acquire new business operations in
the future, and that it will finance its capital requirements in the future
through equity offerings, cash generated from acquired operations and borrowings
from possible new credit facilities.
Based upon the financial condition at March 31, 1999 and the present lack of
business operations or financial commitments, management believes that the
Registrant's financial condition is adequate for the foreseeable future.
There can be no future assurance, that the Registrant's future business
operations will generate sufficient cash flow from operations or that future
working capital borrowings will be available in sufficient amounts and required
time frames to accomplish all of the Registrant's potential future operating
requirements.
SUBSEQUENT EVENT:
ACQUISITION OF OMNICAST CORP.
On May 11, 1999, the Company announced that it had acquired a 60% controlling
interest in Omnicast Corp., developer of omnicastlive.com, an Internet
entertainment content producer and web site. In exchange for its controlling
interest, the Company has agreed to provide its subsidiary Omnicast Corp. with
up to $2 million in working capital to launch on the Internet its full-time,
video-based transactional network via on-line services. The Company does not
anticipate difficulty in raising the required capital. Through a license
agreement with The Classic Rock Network, and other prospective licensing
agreements, omnicastlive.com will provide scheduled on-line video events such as
live concerts, interviews with classic rock artists, concert videos-on-demand,
and an e-commerce component to market music and music-related products as well
as sponsor advertising.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Registrant is presently not engaged in any legal proceedings, nor is
management aware of any existing claim or controversy which could result
in legal proceedings against the Registrant. However, management is
currently reviewing its legal options with respect to recouping some
portion of its investment in BusinessNet Europe, Ltd.
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
Item 5. Other Information
SEE "Subsequent Event: Acquisition of Omnicast Corp.")
Item 6. Exhibits and Reports on Form 8-K
NONE
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BUSINESSNET HOLDINGS CORP.
(Registrant)
Date:August 31, 1999 By:/s/ Rounsevelle W. Schaum
Rounsevelle W. Schaum, President
Date:August 31, 1999 By:/s/ Kenneth Brown
Kenneth Brown, Secretary
.
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