SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A-1
[X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
[ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file number 0-25276
QUIKBIZ INTERNET GROUP, INC.
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Exact name of small business issuer as specified in its charter
Nevada 88-0320364
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(State or other jurisdiction I.R.S. Employer Identification No.
of incorporation)
5310 NW 33rd Avenue, Suite 212, Ft. Lauderdale, FL 33309
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(Address of principal executive offices and Zip code)
(954) 739-7005
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(Issuer's telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last
report)
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.
[ x ] Yes [ ] No
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APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check 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 Court. Yes___ No___
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: July 31, 1997: 9,603,556
shares of common stock
Transitional Small Business Disclosure Format (check one): Yes__ No [X]
Item 2. Management Discussion and Analysis or Plan of Operations
Results of Operations
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During the three month period ended June 30, 1997 as well as the three
month period ended June 30, 1996 the Company had no revenues and had no revenues
during the six month period ended June 30, 1997 as against revenue of $12,400.00
during the six month period ended June 30, 1996. The lack of revenue was a
result of the Company phasing out of its video production business and
considering a new direction. During the three month period ended June 30, 1997
the Company had general and administrative expenses of $28,449 as against
$32,874 for the three months ended June 30, 1996, and in the six month period
ended June 30, 1997 had general and administrative expenses of $56,952 as
against $35,789 for the six month period ended June 30, 1996.
Liquidity and Capital Resources
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The Company's cash on hand decreased by $10,452 during the six month
period ended June 30, 1997.
During the three month period ended June 30, 1997 the Company realized
$46,500 from the exercise of stock options and applied the funds to working
capital.
As a result of the merger with Nitros Franchise Corporation in May 1997
and the change in management as a result of the merger, the Company is
considering a new direction, including the focusing on internet related
business. The Company upon the expiration of its current contract obligations
will discontinue its CD Rom training division.
The Company in order to implement its new business plan and meet its
obligations will seek to raise capital and/or make acquisitions. There is no
assurance that the Company will be successful in obtaining capital or in making
any acquisition.
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
Balance Sheet
Current Yr Prior Yr
30-Jun-97 Dec. 31, 1996
Current Assets
Cash 21,627 32,079
A/R
Other Receivables 21,428 21,428
Total Current Assets 43,055 53,507
Fixed Assets
Net Property & Equipment 835 835
Copyright 32,236 32,236
Accum Amort (4,298) (4,298)
Total Fixed Assets 28,773 28,773
Other Assets
Org Cost 52,668 52,668
Accum Amort (21,068) (21,068)
Security 1,075 1,075
Goodwill
Franchise Rights
Other Investments
Total Other Assets 32,675 32,675
Total Assets 104,503 114,955
Liabilities
A/P
Notes Payable 16,667 16,667
Accrued Expenses
Line Credit
Total Liabilities 16,667 16,667
Shareholders' Equity
Preferred Stock 17,248 17,248
Common Stock 3,445 3,445
Additional Paid in Capital 1,543,176 1,496,676
Retained Earnings (1,476,033) (1,419,081)
Total Equity 87,836 98,288
Total Liabilities & Equity 104,503 114,955
See Accountants' Compilation Report
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
INCOME STATEMENT
<TABLE>
<CAPTION>
3 Months Ended 6 Months Ended
June 30, June 30,
(Unaudited) (Unaudited)
1997 1996 1997 1996
<S> <C>
Revenues - - 12,400
Operating Expenses
General & Administrative 28,449 32,874 56,952 35,789
Video Production 10,928 10,928
Marketing 13,216 13,216
Total Operating Expenses 28,449 57,018 56,952 59,933
Net Profit/(Loss) (28,449) (57,018) (56,952) (47,533)
</TABLE>
See Accountants' Compilation Report
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
Cash Flow
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
30-Jun 30-Jun
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Cash Flows From Operations (28,449) (57,018) (56,952) (47,533)
Cash Flows From Investing Activities:
Purchase of Property and Equipment (659) (659)
Increase (Decrease) Notes Off (16,607) (16,607) (16,607)
Net Cash Provided By Investing Activities (17,266) (17,266)
Cash Flows From Financing Activities:
Receipt of Proceeds from Stock Sales 46,500 113,990 46,500 113,990
Net Cash Provided by Financing Activities 46,500 113,990 46,500 113,990
Net Increase (Decrease) in Cash 18,051 39,706 (10,452) 49,191
</TABLE>
See Accountants' Compilation Report
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Part II
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
1. A special meeting of shareholders was held on May 12, 1997. The
following action was approved by holders of a majority of the shares entitled to
vote: Amending the Certificate of Incorporation to authorize the Registrant to
issue 10,714,285 shares of common stock, par value $.00467 per share. Thereby
giving effect to 7:1 reverse split adopted by the Board of Directors on May 7,
1997.
2. A special meeting of shareholders was held on May 13, 1997. The
following action of the Board of Directors was approved by the holders of a
majority of the shares entitle to vote: 1) approval of the Plan of Merger
between the Registrant and Nitros Franchise Corporation; 2) the change of name
of the Registrant to Nitros Franchise Corporation; 3) the appointment of Jason
Sherman and Alan J. Kvares as directors in place of Kirk J. Girbach and Gene
Farmer.
3. A special meeting of shareholders was held on May 30, 1997. The
following action was approved by the holders of a majority of the shares
entitled to vote: The amendment of the Certificate of Incorporation changing the
number of shares of common stock authorized to be issued and the par value to
25,000,000 shares of common stock, par value $.002 per share.
Item 5. Other Information
On May 14, 1997 as a result of the merger between the Registrant and
Nitros Franchise Corporations David Bawarsky received 2,400,889 shares, Alan J.
Kvares received 2,150,889 shares and Jason Sherman received 2,150,889 shares of
the Registrant in exchange for their shares of Nitros Franchise Corporation.
This transaction resulted in a change of management. David Bawarsky was
appointed President, CEO and a director, Alan J. Kvares was appointed Secretary
and
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a director, and Jason Sherman was appointed Vice President and a director.
Thereafter on July 18, 1997, Telephonetics International, Inc. acquired
2,600,000 shares from Mr. Bawarsky and 2,075,889 shares from Mr. Kvares. This
transaction was reported in a Form 8-K dated August 1, 1997. The table below
represents the information as to security ownership set forth in that filing.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT
The following table sets forth information as of July 23, 1997 of the
Company's Common Stock with respect to the shares owned by its officers,
directors, both individually and as a group, and by the record and/or beneficial
owners of more than 5% of the outstanding amount of such stock.
<TABLE>
<CAPTION>
Name and Address Amount and nature of
of beneficial owner beneficial ownership Percentage of Class
- ------------------- -------------------- -------------------
<S> <C> <C>
David Bawarsky 6,803,378(1) 68.69%
6184 Vista Linda Lane
Boca Raton, FL 33433
President, CEO, Director
Alan J. Kvares 5,677,489(2) 59.1%
4330 NW 207th Drive
Miami, FL 33055
Secretary, Director
Jason Sherman 1,119,889 11.66%
558402 Arbor Club Way
Boca, Raton, FL 33055
Vice President, Director
Telephonetics International, Inc. 5,677,489 59.1%
4330 NW 207th Drive
Miami, FL 33055
Officers and Directors 6,803,378(1)(2) 80.0%
as a group (5 persons)
</TABLE>
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1. Includes 5,677,489 shares owned by Telephonetics International, Inc.
and 300,000 shares that Mr. Bawarsky has options to purchase. Mr.
Bawarsky is the President, and a director of Telephonetics
International Inc. and he along with Mr. Kvares are the controlling
shareholders of Telephonetics International, Inc.
2. Includes 5,677 4899 shares owned by Telephonetics International, Inc.
Mr. Kvares is the CEO and a director of Telephonetics International
Inc. and he along with Mr. Bawarsky are the controlling shareholders of
Telephonetics International, Inc.
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Item 6. Exhibits and Reports on Form 8-K
A. Exhibit 2.1 - Agreement and Plan of Merger Between DigiMedia USA,
Inc. and Nitros Franchise Corporation, dated May 14, 1997, incorporated by
reference to the Registrant's 10-QSB for the period ended June 30, 1997.
B. The Registrant has been advised by the previous management that two
reports on Form 8-K had been filed during the period, but for some reason, they
are not shown as filed by the SEC. The reports are being refiled.
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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.
QUIKBIZ INTERNET GROUP, INC.
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Registrant
Date: December 23, 1998 /s/ ANDREW SMITH
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Andrew Smith, President
Date: December 23, 1998 /s/ KIRK GIRRBACH
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Kirk Girrbach, Treasurer
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