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 September 30, 1997
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[ ] 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
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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'stelephone 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
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: November 7, 1997:
11,923,556 shares of common stock
Transitional Small Business Disclosure Format (check one): Yes__ No [X]
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INDEX
Page
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Part I
Condensed Balance Sheets 3
Statement of Operations 4
Statement of Cash Flows 5
Management's Discussion and Analysis or Plan of Operations 6
Part II
Item 1. Legal Proceedings 7
Item 2. Changes in Securities 7
Item 3. Defaults Upon Senior Securities 7
Item 4. Submission of Matters to a Vote of Security Holders 7
Item 5. Other Information 7
Item 6. Exhibits and Reports on Form 8-K 7
Signatures 9
2
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
Balance Sheet
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Current Yr
---------- Prior Yr
30-Sep-97 Dec. 31, 1996
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Current Assets
Cash 1,336 32,079
A/R
Other Receivables 21,428 21,428
Total Current Assets 22,764 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 250,500
Other Investments
Total Other Assets 283,175 32,675
Total Assets 334,712 114,955
Liabilities
A/P 250,500
Notes Payable 16,667 16,667
Accrued Expenses
Line Credit
Total Liabilities 267,167 16,667
Shareholders' Equity
Preferred Stock 17,248 17,248
Common Stock 3,445 3,445
Additional Paid in Capital 1,539,426 1,496,676
Retained Earnings (1,492,574) (1,419,081)
Total Equity 67,545 98,288
Total Liabilities & Equity 334,712 114,955
See Accountant's Compilation Report
3
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
STATEMENT OF OPERATIONS
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<TABLE>
<CAPTION>
3 Months Ended 9 Months Ended
Sept. 30, Sept. 30,
(Unaudited) (Unaudited)
1997 1996 1997 1996
<S> <C>
Revenues - - 12,400
Operating Expenses
General & Administrative 16,541 9,095 73,493 44,884
Video Production 25,670 36,598
Marketing 444 13,660
Total Operating Expenses 16,541 35,209 73,493 95,142
Net Profit/(Loss) (16,541) (35,209) (73,493) (82,742)
</TABLE>
See Accountant's Compilation Report
4
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Algorythm Technologies Corporation
(Formerly Nitros Franchise Corporation and Digimedia USA, Inc.)
Cash Flow
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
30-Sep 30-Sep
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1997 1996 1997 1996
<S> <C> <C> <C> <C>
Cash Flows From Operations (20,291) (35,209) (77,243) (82,742)
Cash Flows From Investing Activities:
Purchase of Property and Equipment - (659)
Increase (Decrease) Other Liabilities (10,946) (27,553)
Net Cash Provided by Investing Activities (10,946) (28,212)
Cash Flows From Financing Activities:
Receipt of Proceeds from Stock Sales - - 46,500 113,990
Net Cash Provided by Financing Activities - - 46,500 113,990
Net Increase (Decrease) in Cash (20,291) (46,155) (30,743) 3,036
</TABLE>
See Accountant's Compilation Report
5
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Item 2. Management Discussion and Analysis or Plan of Operations
Results of Operations
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During the three month period ended September 30, 1997 the Company had
no revenues and had no revenues during the three month period ended September
30, 1996. During the nine month period ended September 30, 1997 the Company had
no revenues against revenues of $12,400 during the nine month period ended
September 30, 1996. During the three month period ended September 30, 1997 the
Company had general and administrative expenses of $16,541 as against $9,095
during the three month period ended September 30, 1996; and in the nine month
period ended September 30, 1997 the Company had general and administrative
expenses of $73,493 as against $44,884 during the nine month period ended
September 30, 1996.
Liquidity and Capital Resources
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The Company's cash on hand decreased by $19,291 during the three month
period ended September 30, 1997 and decreased by $30,743 during the nine month
period ended September 30, 1997. The Company's accounts payable has increased
from $0 to $250,500 in the three month and nine month periods ended September
30, 1997 The $250,500 increase in the accounts payable in the three month period
ended September 30, 1997 is attributable to the aquisition of the rights to the
Nitros Franchise theme restaurant concept.
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
businesses. 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. Subsequent to the peroid ended September 30, 1997, the Company
acquired ADS Advertising Corporation a/k/a The Smith Agency, a fully integrated
marketing and advertising firm.
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Part II
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
On July 18, 1997 the Company issued 1,000,000 shares of its Common
Stock to Telephonetics International, Inc. in connection with the acquisition of
Telephonetics' subsidiary, Algorhythm Technologies, Inc. The shares were issued
pursuant to Sec. 4(2) of the Securities Act of 1933, as amended.
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
On November 7, 1997, the acquisition by the Registrant of ADS
Advertising Corporation a/k//a the Smith Agency ("ADS") was completed. ADS is in
the business of electronic advertising, has been in business since 1983 and is a
fully integrated marketing and advertising firm. The acquisition was effected by
the exchange of 6,500 shares of ADS for 2,300,000 shares of the Registrant which
were issued to Andrew Smith, the principal of ADS. The financial statements will
be filed within 60 days of the acquisition. Upon the completion of the
acquisition the following changes in the management of the Registrant were
effected: Andrew Smith was appointed President (in place of David Bawarsky) and
a director; David Bawarsky was appointed Secretary, in addition to being CEO and
a director; Alan Kvares resigned as Secretary and a director; Parker Yates
resigned as a director; Jason Sherman resigned as a director, but continues as
Vice President and Treasurer. Mr. Kvares and Mr. Yates resigned to devote more
time to their firm Telephonetics International, Inc.
On November 17, 1997 Dr. Bohdan S. Moroz was appointed to the board of
directors.
Item 6. Exhibits and Reports on Form 8-K
A. Exhibit 2.2 - Acquisition Agreement Between Algorhythm Technologies
Corporation and ADS Advertising Corporation, dated October 30, 1997 incorporated
by reference to the Registrant's 10-QSB for the period ended September 30, 1997.
Exhibit 10.1 - Employment agreement between ADS Advertising
Corporation and Andrew Smith, dated October 30, 1997 incorporated by reference
to the Registrant's 10-QSB for the period ended September 30, 1997.
B. In its 10Q-SB for the period ended June 30, 1997 the Registrant
stated that it had been advised by the previous management that two reports on
Form 8-K had been filed during the period ended June 30, 1997, but for some
reason, they were not shown as filed by the SEC. The reports were refiled in
August 1997 and concern the following:
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May 8, 1997: reducing the authorized shares from 75,000,000 to
10,714,275 which effected a reverse split of 7 to 1.
May 14, 1997: the merger of Nitros Franchise Corporation with the
Registrant; the change of name of the Registrant to Nitros Franchise
Corporation; the resignation of the officers and directors and the appointment
of David Bawarsky, Alan Kvares and Jason Sherman as directors and David Bawarsky
as President and CEO.
During the period ended September 30, 1997, the Registrant also filed
the following 8Ks:
8K dated August 1, 1997: the change in control by the transfer of
4,675,889 shares of common stock in the aggregate by David Bawarsky and Alan J.
Kvares to Telephonetics International, Inc. ("Telephonetics"); the issuance of
1,000,000 shares of common stock by the Registrant to Telephonetics in
connection of the acquisition by the Registrant of Telephonetics' subsidiary
Algorhythm Technologies, Inc. Under Other Events the reporting of the
termination of the proposed merger between the Registrant's subsidiary, Quicklab
Multimedia Centers, Inc. (a Nevada Corporation) and Quicklab Multimedia Centers,
Inc. (a Florida corporation); the change of name of the Registrant to Algorhythm
Technologies Corporation.
8K dated August 20, 1997, reporting under Other Events the signing of
the letter of intent for the acquisiton by the Registrant of ADS Advertising
Corporation.
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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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