<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-18303
GOLF ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 11-2990598
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2500 Northwinds Parkway
Three Northwinds Center, Suite 175
Alpharetta, Georgia 30004-2245
(Address of principal executive offices)
(Zip Code)
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 [ ]
There were 6,130,044 shares of Common Stock ($0.01 par value) outstanding as of
October 10, 2000.
<PAGE> 2
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
For the Quarter ended September 30, 2000
<TABLE>
<CAPTION>
Page Number
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Independent Accountants' Report - Goldstein
Golub Kessler LLP 3
Consolidated Balance Sheets at September 30, 2000 and
December 31, 1999 (Unaudited) 4-5
Consolidated Statements of Operations for the nine
months ended September 30, 2000 and 1999 (Unaudited) 6
Consolidated Statements of Cash Flows for the nine
months ended September 30, 2000 and 1999 (Unaudited) 7
Notes to Consolidated Financial Statements (Unaudited) 8-10
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11-13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 2. Submission of Matters to a Vote of Securities Holders 14
Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 15
</TABLE>
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Independent Accountants' Report
The Board of Directors and Stockholders
Golf Entertainment, Inc.
We have reviewed the accompanying consolidated balance sheet of Golf
Entertainment, Inc. and Subsidiaries as of September 30, 2000, and the related
consolidated statements of operations, and cash flows for the nine month period
then ended. These financial statements are the responsibility of the company's
management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
statements consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit in accordance with
generally accepted auditing standards, the objective of which is the expression
of an opinion regarding the financial statements taken as a whole. Accordingly,
we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.
/s/ Goldstein Golub Kessler LLP
New York, New York
November 3, 2000
3
<PAGE> 4
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
(Unaudited) (Audited)
------------- ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 594 $ 23,945
Prepaid expenses 34,549 --
Notes and accounts receivable-other -- 329,833
---------- ----------
Total Current Assets 35,143 353,778
---------- ----------
FURNITURE AND EQUIPMENT-net of accumulated
depreciation of $154,651 and $124,611 at September
30, 2000 and December 31, 1999, respectively 136,624 226,075
---------- ----------
OTHER ASSETS
Assets related to discontinued operations 334,503 1,030,033
---------- ----------
TOTAL ASSETS $ 506,270 $1,609,886
========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
4
<PAGE> 5
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
(Unaudited) (Audited)
------------- ------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 193,828 $ 82,710
Accrued expenses 39,889 168,597
Current maturities of long-term debt 18,441 2,636
------------ ------------
Total Current Liabilities 252,158 253,943
------------ ------------
LONG-TERM DEBT 10,772 12,930
------------ ------------
OTHER LIABILITIES
Liabilities related to discontinued operations 150,750 667,675
Other liabilities 57,254 57,254
------------ ------------
Total Other Liabilities 208,004 724,929
------------ ------------
TOTAL LIABILITIES 470,934 991,802
------------ ------------
STOCKHOLDERS' EQUITY
Series A preferred stock, $0.01 par value, 1,000,000
shares authorized, 380,000 shares issued, 228,516
shares outstanding 2,285 2,285
Common stock, $0.01 par value, 25,000,000 shares
authorized, 6,130,044 and 3,201,711 shares issued
and outstanding at September 30, 2000 and December
31, 1999, respectively 61,300 32,017
Additional paid-in capital 11,700,267 10,914,470
Accumulated deficit (11,628,516) (10,330,688)
Deferred Compensation (100,000) --
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 35,336 618,084
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 506,270 $ 1,609,886
============ ============
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
5
<PAGE> 6
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
------------------------------ ------------------------------
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenue $ -- $ -- $ -- $ --
------------ ------------ ------------ ------------
Cost of revenue -- -- -- --
Selling, general and administrative 266,732 -- 802,397 --
Settlement of legal proceedings -- -- 292,433 --
Depreciation and amortization 12,776 -- 42,927 --
Interest expense, net 156 -- 2,580 --
------------ ------------ ------------ ------------
279,664 -- 1,140,337 --
------------ ------------ ------------ ------------
Loss from continuing operations (279,664) -- (1,140,337) --
Discontinued operations:
Income/(loss) from discontinued
operations (94,275) 14,810 (173,221) (729,178)
Gain/(loss) on discontinued operations (107) -- 15,730 --
------------ ------------ ------------ ------------
Net income/(loss) $ (374,046) $ 14,810 $ (1,297,828) $ (729,178)
============ ============ ============ ============
Loss per share from continuing
operations $ (0.05) $ -- $ (0.24) $ --
Income/(loss) per share from
discontinued operations $ (0.01) $ 0.01 $ (0.03) $ (0.37)
Net Income/(loss) per common share-
basic and diluted $ (0.06) $ 0.01 $ (0.27) $ (0.37)
Weighted average shares outstanding 5,991,457 2,711,046 4,894,303 1,988,090
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
6
<PAGE> 7
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
------------------------------
Sept. 30, Sept. 30,
2000 1999
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (1,297,828) $ (729,178)
Adjustments to reconcile net loss to net cash provided by
(used in) operating activities:
Depreciation and amortization 71,885 100,937
Issuances of stock for services and settlements 135,080 --
Increase in deferred compensation 100,000 --
Inventory obsolescence reserve 50,000 --
Write-off of notes receivable 261,250 --
Change in assets and liabilities due to operating activities:
Decrease in accounts receivable -- 1,958,483
Decrease in inventory -- 396,809
Increase in prepaid expenses (34,549) --
Decrease in accounts payable 111,118 (674,374)
Decrease in accrued liabilities (128,708) (426,666)
Decrease in assets disposed of 387,373 --
Decrease in liabilities disposed of (376,734) --
Decrease/(increase) in all other operating activities -- (4,248)
------------ ------------
Total adjustments 576,715 1,350,941
------------ ------------
Net cash provided by (used in) operating activities (721,113) 621,763
CASH FLOWS FROM INVESTING ACTIVITIES:
Change in net assets to be disposed of -- (884,308)
Proceeds from sales of furniture and equipment 47,700 --
Purchases of furniture and equipment (1,176) (30,048)
Decrease (increase) in notes receivable 68,583 (21,783)
Sales-type and direct financing lease rentals received 229,199 --
------------ ------------
Net cash provided by (used in) investing activities 344,306 (936,139)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable 19,500 --
Payments on notes payable (146,044) (117,875)
Proceeds from sale of stock 480,000 230,830
------------ ------------
Net cash provided by financing activities 353,456 150,455
------------ ------------
Net decrease in cash (23,351) (163,921)
Cash at beginning of period 23,945 379,043
------------ ------------
Cash at end of period $ 594 $ 215,122
============ ============
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ 14,781 $ 1,114,645
Income taxes $ -- $ --
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
7
<PAGE> 8
GOLF ENTERTAINMENT, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements are
condensed and do not include all information required by generally accepted
accounting principles to be included in a full set of financial statements. The
unaudited condensed consolidated financial statements include the accounts of
Golf Entertainment, Inc. and its wholly owned subsidiaries, collectively
referred to as the "Company".
All material intercompany accounts and transactions have been
eliminated. Certain reclassifications have been made to prior periods' amounts
to conform to current period presentation. The information furnished reflects
all adjustments, which are, in the opinion of the Company, necessary to present
fairly its financial position, the results of its operations and its cash flows
for the three months and nine months ended September 30, 2000 and 1999. It is
suggested that this report be read in conjunction with the Company's audited
financial statements included in the Annual Report on Form 10-K for the fiscal
year ended December 31, 1999. The operating results and cash flows for the
three-month and nine-month periods presented are not necessarily indicative of
the results that will be achieved for the full fiscal year or for future
periods.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial reporting period and the reported amount of revenue and
expenses. Actual results could differ from those estimates.
Note 2. Earnings per Common Share
Earnings per common share are based on the weighted average number of
common shares outstanding during each period presented. Vested and unvested
options, warrants and convertible preferred stock were not included in the
computation of dilutive EPS because the effect of doing so would be
antidilutive.
8
<PAGE> 9
Note 3. Notes Payable
Notes payable consist of the following at:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
<S> <C> <C>
Term note payable to Northwinds
Center, LP, payments of $340 including
interest at 10%, due October 31, 2004 $ 13,613 $ 15,566
Term note payable to Imperial Premium
Finance, Inc., payments of $1,842 including
interest at 14.8%, due June 25, 2001 15,600 --
-------- --------
$ 29,213 $ 15,566
======== ========
</TABLE>
Note 4. Assets and Liabilities Related to Discontinued Operations
Upon the sale of the leasing portfolio on December 31, 1999, certain assets and
liabilities were retained from its former leasing line of business. The assets
and liabilities related to the discontinued operations are as follows:
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
------------- ------------
<S> <C> <C>
Inventory, net of reserve for obsolescence $ 97,700 $ 150,000
Investment in leased assets, sales-type 236,803 466,002
Furniture and equipment, net of accumulated
depreciation -0- 370,795
Other assets -0- 43,236
---------- ----------
$ 334,503 $1,030,033
========== ==========
Accounts payable and accrued expenses $ -0- $ 223,938
Notes payable 150,750 443,737
---------- ----------
$ 150,750 $ 667,675
========== ==========
</TABLE>
On May 24, 2000, Traditions Acquisition Corporation, a wholly owned subsidiary
of Golf Entertainment, Inc., ceased doing business. Traditions Acquisition
Corporation ceased all operations of the Traditions Golf Club in Edmond,
Oklahoma and began procedures to dissolve. Traditions Acquisition Corporation
filed a formal Notice of Intent to Dissolve with the State of Georgia on August
10, 2000. The subsidiary's recorded assets of $387,353 and recorded liabilities
of $403,190 were written down to $-0-. Pursuant to the terms of the lease
agreement, by which Traditions Acquisition Corporation had leased the Traditions
Golf Club facility, all future lease payments would become due from Traditions
Acquisition Corporation upon termination of that lease. The owner of the
facility terminated the lease agreement effective May 23, 2000. The total
remaining lease liability of Traditions Acquisition Corporation is $888,000.
This liability is not guaranteed by Golf Entertainment, Inc. Traditions
Acquisition Corporation is currently in the process of dissolution.
9
<PAGE> 10
Note 5. Supplemental Disclosures of Noncash Financing Activities
During the nine months ended September 30, 2000, the Company issued 75,000
shares of common stock in exchange for services valued at $73,830 and 215,000
shares of common stock in settlement of an outstanding legal proceeding valued
at $61,250. The Company issued 1,000,000 shares of common stock in lieu of
compensation for the Chief Executive Officer for the six months, July 1, 2000
through December 31, 2000, valued at $200,000.
10
<PAGE> 11
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
General
Golf Entertainment, Inc. and its subsidiaries, unless otherwise noted,
(collectively, the "Company" or "Golf") is currently in the business of
developing and acquiring businesses in the golf industry as it relates to the
Internet ".com" sector.
Mr. Ronald G. Farrell introduced in late 1998 a plan to re-orient the
Company from the equipment leasing business to the golf industry, including
owning and operating golf courses, as well as other golf related businesses. On
February 17, 1999, the stockholders of the Company approved the issuance of
convertible debentures to an investment company managed by Mr. Farrell, as well
as the change of the Company's name to Golf Entertainment, Inc. The Company sold
substantially all of the assets associated with its former line of business
(business equipment leasing) in December 1999. In mid 1999, the Company acquired
an interest in a golf facility in Edmond, Oklahoma, which the Company dissolved
in the second quarter 2000. The Company has refocused its golf business in the
first quarter of 2000 to emphasize opportunities relating to the sale of golf
businesses through the Internet.
Results of Operations
For the nine months and three months ended September 30, 2000, the
selling, general and administrative costs of the corporate headquarters were
$802,397 and $266,732, respectively. Included in the selling, general and
administrative costs are expenses related to the Company's web site development
and sales and marketing plan were $41,179 and $34,649 for the nine months and
three months ended September 30, 2000, respectively. Depreciation related to
corporate operations was $42,927 and $12,776, respectively. Interest expense,
net of interest income, related to corporate operations was $2,580 and $156,
respectively. Management is maintaining a cost control plan which went into
place during the first quarter of 2000 which will reduce overhead expenses
further.
During the nine months ended September 30, 2000, management has been
successful in settling substantially all outstanding legal proceedings. The
total settlement costs of $292,433 are a combination of cash to be paid over the
balance of the year, the issuance of common stock and the cancellation of
certain promissory notes. See PART II, Item 1 - Legal Proceedings.
On June 1, 2000, the Company sold certain of its office furniture and
equipment to a company whose principal shareholder is Ronald G. Farrell. The
office furniture and equipment was sold for $47,700 in cash. The sale price was
equal to the net carrying value of the assets, which approximated the true
market value. The Company did not realize a gain or loss on the transaction.
Subsequently, the Company entered into a rental agreement for the office
furniture and equipment with Mr. Farrell's company on a month-to-month basis.
11
<PAGE> 12
For the nine months and three months ended September 30, 2000, the
Company sold some of its off-lease inventory and received financing income from
payments made by the lessor of its remaining sales-type leases. The Company
reported income of $13,272 and $6,541, respectively, from the results of these
transactions. During the three months ended September 30, 2000, the Company was
notified by the purchaser of its leasing portfolio of additional obligations
regarding the leasing portfolio. Under terms of the Purchase and Sale Agreement,
Golf Entertainment, Inc. transferred title to the leasing portfolio free of all
encumbrances. The additional obligation presented by Somerset Capital was
approximately $60,000. Management released Somerset from the remaining note
receivable balance in lieu of cash payment. Additionally, Management elected to
reserve $50,000 for obsolescence for off-lease equipment. These amounts are in
included in Discontinued Operations.
On May 23, 2000, the owner of the Traditions Golf Club facility in
Edmond, Oklahoma terminated the operating lease for the facility. Traditions
Acquisition Corporation ceased doing business as of May 24, 2000. For the
twenty-one weeks ended May 23, 2000, the revenues from the Company's golf
facility in Edmond, Oklahoma were $253,234. The cost of revenue for the same
period was $42,690. The overhead expenses, depreciation and interest related to
the golf facility were $262,713, $28,958 and $9,663, respectively. These amounts
are included in Discontinued Operations. Substantially all of Traditions
Acquisition Corporation's liabilities are not guaranteed by Golf Entertainment,
Inc. or any of its other subsidiaries. Traditions Acquisition Corporation is
currently in the process of dissolution. Traditions Acquisition Corporation
filed a formal Notice of Intent to Dissolve with the State of Georgia on August
10, 2000.
As a result of the foregoing, the Company recorded a net loss of
$1,297,828 and $374,046 for the nine months and three months ended September 30,
2000, respectively, as compared to a net loss of $729,178 and net income of
$14,810 for the nine months and three months ended September 30, 1999,
respectively.
Management believes that with the disposition of its leasing and golf
course and range business that the Company is poised for increased growth
through its current operations and future acquisitions.
Liquidity and Capital Resources
The Company's cash requirements for operations and capital expenditures
during the nine months ended September 30, 2000 were financed through the
proceeds from the sale of common stock, lease rental and note receivable
payments, sale and subsequent leaseback of furniture and equipment, and
operations of the golf course facility.
Secondly, the Company may sell the remaining $600,000 of an original
$1,500,000 offering of 6% Convertible Debentures to LEC Acquisition LLC, whose
managing member is the president of the Company.
Thirdly, the Company entered into an agreement in June 2000 with Sports
M&A.com, Inc., whose Chief Executive Officer is the president of the Company,
for the sale of $1,500,000 of 6% Convertible Debentures.
12
<PAGE> 13
Fourthly, the Company's Chairman and Chief Executive Officer elected to
take 1,000,000 shares of the Company's stock in lieu of compensation for third
and fourth quarters of fiscal 2000.
The Company anticipates proceeds from the sale of these debentures
during the second half of fiscal 2000. Thus management believes that it will
have adequate capital resources to continue its operations at the present level
for at least the next twelve months.
Future Plans
The Company has begun to focus on the Internet business as it relates
to the golf industry. The Company has developed its own web site and is
evaluating other opportunities for acquisition. The Company has engaged an
Internet development company to design and host its first web site, GolfBZ.com.
GolfBZ.com's business objective is to market golf related business on the
Internet on a fee basis. The Company will list business for sale and market them
to potential buyers. The Company launched the web site on July 21, 2000 with
more than $20,000,000 in listings. As of October 11, 2000, the Company has over
$112,000,000 in listings. To fully develop the golf Internet business, the
Company will need substantially more cash. The Company expects to obtain those
funds from public or private sources of equity investment or debt issuances, or
combinations thereof. Failure to raise additional capital will adversely affect
the Company's plans.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Certain statements herein and in the future filings by the Company with
the Securities and Exchange Commission and in the Company's written and oral
statements made by or with the approval of an authorized executive officer
constitute "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934,
and the Company intends that such forward-looking statements be subject to the
safe-harbors created thereby. The words and phrases "looking ahead", "we are
confident", "should be", "will be", "predicted", "believe", "expect" and
"anticipate" and similar expressions identify forward-looking statements. These
and other similar forward-looking statements reflect the Company's current views
with respect to future events and financial performance, but are subject to many
uncertainties and factors relating to the Company's operations and business
environment which may cause the actual results of the Company to be materially
different from any future results expressed or implied by such forward-looking
statements. Examples of such uncertainties include, but are not limited to,
changes in customer demand and requirements, the availability and timing of
external capital, interest rate fluctuations, changes in federal income tax laws
and regulations, competition, unanticipated expenses and delays in the
integration of newly-acquired businesses, industry specific factors and
worldwide economic and business conditions. With respect to economic conditions,
a recession can cause customers to put off leisure time activities and adversely
affect the Company's revenue. The Company undertakes no obligation to publicly
update or revise any forward-looking statements whether as a result of new
information, future events or otherwise.
13
<PAGE> 14
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On July 1, 1999, the former chief executive officer of the Company and
another former employee of the Company filed a Complaint for Arbitration before
the American Arbitration Association. On May 3, 2000, the Company agreed to
settle the arbitration, without admitting liability, for $30,000 in cash and
175,000 shares of the Company's common stock and cancellation of certain
promissory notes issued by one of the plaintiffs. As of July 14, 2000, the
Company has paid the settlement in full.
During the second quarter of 1999, disputes with two former owners of
one of the Company's subsidiaries were settled and the Company issued 210,000
shares of common stock. In addition, the Company has an additional accrual
reserves for the cash portion of the settlement of $3,850 and $10,000 as of
September 30, 2000 and December 31, 1999, respectively. On April 14, 2000, a
judgement was entered in favor of one of the former owners of one of the
Company's subsidiaries that is included in discontinued operations for $11,350.
The Company has a liability remaining of $3,850 as of October 11, 2000.
During the second quarter of 2000, a former creditor of the Company
filed suit against the Company seeking an unspecified amount of approximately
$150,000 for unpaid invoices. During the third quarter of 2000, the Company
reached a settlement agreement with the plaintiff's attorney to issue the
plaintiff 40,000 shares of the Company's stock, valued at $17,500, as full
settlement of claims made against the Company related to the suit.
The Company is also involved in legal proceedings from time to time in
the ordinary course of its business. There are no such currently pending
proceedings, which are expected to have a material adverse effect on the
Company.
Item 2. Submission of Matters to a Vote of Securities Holders
None.
14
<PAGE> 15
Item 5. Other Information
Since February 4, 1999, LEC Acquisition LLC has exercised warrants to
purchase $839,000 face amount of 6% Convertible Debentures and immediately
exercised its option to convert such debentures into 2,797,932 shares of the
Company's restricted common stock. As of October 11, 2000, LEC Acquisition LLC
is the registered owner of 2,797,932 shares of the Company's common stock. Mr.
Farrell, as the managing member of LEC Acquisition LLC, exercises voting control
over shares held by LEC Acquisition LLC. Additionally, pursuant to the terms of
the operating agreement of the LLC, RGF Investments, Inc., a member of the LLC,
will receive and Mr. Farrell may receive shares of Common Stock at such time as
the LLC distributes shares of Common Stock to its members. Mr. Farrell has
disclaimed beneficial ownership of shares owned by LEC Acquisition, LLC.
Since September 19, 2000, Sports M&A.com, Inc. has exercised warrants
to purchase $23,000 face amount of 6% Convertible debentures and immediately
exercised its option to convert such debentures into 115,000 shares of the
Company's restricted common stock. As of October 11, 2000, Sports M&A.com, Inc.
is the registered owner of 115,000 shares of the Company's common stock. Mr.
Farrell, as the Chairman of the Board and Chief Executive Officer of Sports
M&A.com, Inc., exercises voting control over shares held by Sports M&A.com, Inc.
On August 17, 1999, the Company was notified by the Nasdaq SmallCap
Market that the Company did not comply with the bid price requirement, as set
forth in Nasdaq Marketplace Rule 4310 (c) (04). On January 28, 2000, the
Company's common stock was delisted and became immediately eligible to trade on
the OTC Bulletin Board. Currently, the Company's common stock is trading on the
Nasdaq OTC Bulletin Board.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
EX-27.1 Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K
None.
15
<PAGE> 16
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.
GOLF ENTERTAINMENT, INC.
(Registrant)
Date: November 6, 2000 /s/ RONALD G. FARRELL
----------------------------
Ronald G. Farrell
Chief Executive Officer
(Principal Executive Officer)
Date: November 6, 2000 /s/ SCOTT A. LANE
----------------------------
Scott A. Lane
Chief Financial Officer
(Principal Financial and Accounting Officer)
16
