U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: June 30, 2000
Commission File Number: 0-29987
UNITED TRADING.COM
(Exact name of small business issuer as specified in its charter)
Nevada 88-0106514
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
440-10816 Macleod Trail South, # 201
Calgary, Alberta Canada
(Address of principal executive offices)
T2J5N8
(Zip Code)
(403) 271-0669
(Issuer's Telephone Number)
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(Former name, former address and former fiscal year,
if changed last report)
United Casino Corporation
17612 Jordan Ave, #1A
Irvine, CA 92612
Check whether the issuer (1) filed all reports required to be filed by
Section13 or 15(d) of the Securities Exchange Act of 1934 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 of the registrant's only class of common stock issued and
outstanding, as of June 30, 2000, was 12,999,368 shares.
1
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PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the three month and six month periods
ended June 30, 2000, are attached hereto.
2
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<TABLE>
<CAPTION>
UNITED TRADING.COM
(Formerly United Casino Corporation)
(A Development Stage Enterprise)
CONSOLIDATED BALANCE SHEET
June 30, 2000
(Unaudited)
ASSETS
------
June 30, 2000
---------------
<S> <C> <C>
CURRENT ASSETS
Cash $ 39,915
-------------
Total Current Assets 39,915
PROPERTY AND EQUIPMENT
Fixed Assets (Net of depreciation of
$2,998) 15,757
-------------
Total Property and Equipment 15,757
OTHER ASSETS
Software for Licensing 513,718
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Total Assets $ 569,390
=============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Accounts payable $ 500
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Total current Liabilities 500
OTHER LIABILITIES
Deposits against Software Licenses 50,000
-------------
50,500
STOCKHOLDERS' EQUITY
Common Stock (50,000,000 shares authorized
and 12,999,368 issused and outstanding)
(see Note 3) 12,999
Additional Paid-in Capital 1,005,480
Retained Deficit - accumulated during
Development Stage (499,589)
-------------
Total Stockholders' Equity 518,890
------------
Total Liabilities and
Stockholders' Equity $ 519,390
=========
See Accompanying Notes
</TABLE>
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<TABLE>
<CAPTION>
UNITED TRADING.COM
(Formerly United Casino Corporation)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
For the For the For the Period
Six Months Six Months Inception thru
June 30, 2000 June 30, 1999 June 30, 2000
<S> <C> <C> <C>
-------------- -------------- --------------
REVENUES
Consulting Fees $ $ $ 544,894
Interest Income 3,764
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Total Revenues 548,658
EXPENSES
General and Administrative 38,982 7,331 663,264
Allowance for Uncollectable Debt 0 0 160,937
Depreciation and Amortization 1,975 0 39,518
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Total Expenses 40,957 7,331 863,719
Income (Loss) from activities of
NetBet, Inc. (See Note 1) 0 (118,250)
Loss on sale of NetBet Stock 0 0 (66,278)
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Net Income (Loss) ($40,957) ($7,331) ($499,589)
=========== ============ ==========
Loss per Common Share, basic and diluted ($0.004) ($0.020) ($0.413)
=========== ============ ==========
Weighted Average number of Common
Shares outstanding, basic and diluted
adjusted for 1/50 reverse split in 1999 9,745,469 368,060 1,209,430
=========== =========== ===========
See Accompanying Notes
</TABLE>
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<TABLE>
<CAPTION>
UNITED CASINO CORPORATION
(Formerly United Casino Corporation)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
For the For the
Three Months Three Months
June 30, 2000 June 30, 1999
<S> <C> <C>
-------------- --------------
REVENUES
Consulting Fees $ $
Interest Income
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Total Revenues
EXPENSES
General and Administrative 20,231 6,742
Depreciation and Amortization 1,301 0
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Total Expenses 21,532 6,742
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Net Income (Loss) ($21,532) ($6,742)
=========== ============
Loss per Common Share, basic and diluted ($0.002) ($0.006)
=========== ============
Weighted Average number of Common
Shares outstanding, basic and diluted
adjusted for 1/50 reverse split in 1999 12,999,368 1,209,430
=========== ===========
See Accompanying Notes
</TABLE>
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<TABLE>
<CAPTION>
UNITED CASINO CORPORATION
(A Development Stage Enterprise)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
For the For The For the Period
Six Months Six Months Inception thru
<S> <C> <C> <C>
June 30, 2000 June 30, 1999 June 30, 2000
-------------- -------------- --------------
OPERATING ACTIVITIES
----------------------------------
Net Loss ($40,957) ($7,331) ($499,589)
Adjustments to reconcile Net Loss to Cash
provided (used) by operating activities:
Depreciation and Amortization 1,975 0 15,973
Changes in operating assets and liabilities:
Decrease (increase) in Deferred
Offering Costs 15,550 0 0
Increase (decrease) in Accounts Payable (27,083) 0 500
(Increase) decrease in Advances 1,411
(Increase) decrease in Deposits 50,000 0 50,000
---------- ---------- ----------
Net cash provided by Operating Activities (515) (5,920) (433,116)
INVESTMENT ACTIVAITIES
--------------------------------------
Decrease (increase) in Property and
Equipment (2,346) 0 (36,253)
Decrease (increase) in Software for
License (391,131) (34,500) (513,718)
Decrease (increase) in Organization Costs (1,190)
---------- ---------- ----------
Net cash (used) by Investment activities (393,477) (34,500) (551,161)
FINANCING ACTIVITIES
---------------------------------
Disposal of Computer Equip 5,714 5,714
Increase (decrease) in Common Stock 430,450 34,500 1,018,479
---------- ---------- ----------
Net cash provided by Financing Activities 430,450 40,214 1,024,193
---------- ---------- ----------
Increase (decrease) in Cash 36,458 (206) 39,916
Cash at Beginning of Period 3,458 291 0
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Cash at End of Period $ 39,916 $ 85 $ 39,916
========== ========== ==========
See Accompany Notes
</TABLE>
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UNITED TRADING.COM
(Formerly Untied Casino Corporation
(A Development Stage Enterprise)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2000
1. ORGANIZATION
-------------------------
United Trading.Com (Formerly Casino Corporation - hereinafter referred to
as "the Registrant") was formed as a corporation under the laws of the State of
Nevada in 1952 under the name "Blue Jacket Mining Company". In December 1994
the Registrant's shareholders approved a reverse merger with United Casino
Corporation, a Nevada Corporation, and the Registrants name was changed at that
time to United Casino Corporation, and on July 17, 2000 the shareholders
approved the name change to United Trading.Com. The Registrant has since pursued
the general business objectives of providing consulting and product support for
the entertainment industry particularly as applied to the world wide Internet,
and continues to concentrate on Internet related activities through the
development of software for Internet activities and the development of Internet
sites to expand its e-commerce exposure.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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a. Investments
Investments are carried at cost except, where in the opinion of management,
there has been a loss in value other than a temporary decline in which case the
carrying value is reduced to its estimated value.
b. Software for Licensing
Expenditures incurred for the acquisition of and development of computer
software for licensing to third parties has been capitalized and will be
amortized over a 5 year period from July 12, 2000 following the first licensing
of the software, Which was effective July 11, 2000 .
c. Income Taxes
The Company utilizes the asset and liability method of accounting for income
taxes as set forth in FASB Statement No. 109, "Accounting for Income Taxes."
Under the asset and liability method, deferred taxes are determined based on the
difference between the financial statement and tax basis of assets and
liabilities using enacted tax rates in effect in the years in which the
differences are expected to reverse.
3. COMMON STOCK
-----------------------------
The Company effected a reverse split of its common stock $0.001 par value
on November 2, 1999 on the basis of one share of common stock $0.001 par value.
The authorized capitalization of the Company remained unchanged, with 50,000,000
(par value $0.001) common shares and 20,000,000 (par value $0.001) preferred
stock authorized. At June 30, 2000, there were 12,999,368 common shares and no
preferred shares outstanding.
4. PROVISION FOR INCOME TAXES
------------------------------------------------
Since the Company has generated no accounting taxable income which would
require a tax provision, and due to the uncertainty as to the timing of the
realization of tax benefits from accumulated losses, no tax credit is being
claimed at this time.
7
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATIONS
The following discussion should be read in conjunction with the Financial
Statements and notes thereto included herein.
The Company generated no revenues during the three or six month periods
ended June 30,2000.
Forward Looking Statements
In connection with, and because it desires to take advantage of, the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995, the
Company cautions readers regarding certain forward looking statements in the
following discussion and elsewhere in this report and in any other statement
made by, or on the behalf of the Company, whether or not in future filings with
the Securities and Exchange Commission. Forward looking statements are
statements not based on historical information and which relate to future
operations, strategies, financial results or other developments. Forward
looking statements are necessarily based upon estimates and assumptions that are
inherently subject to significant business, economic and competitive
uncertainties and contingencies, many of which are beyond the Company's control
and many of which, with respect to future business decisions, are subject to
change. These uncertainties and contingencies can affect actual results and
could cause actual results to differ materially from those expressed in any
forward looking statements made by, or on behalf of, the Company. The Company
disclaims any obligation to update forward looking statements.
Plan of Operation
The Registrant plans to continue development of its software applicable to niche
e-commerce Internet applications for licensing and to intensify its marketing
efforts for already developed software during the next 12-month period.
The Registrant has utilized and will continue to utilize the proceeds of its
sale of its securities in February and March, 2000 to fund its operation,
including the software being developed, over the remainder of the current year.
In addition, the Registrant has received the initial funds from its revenue
sharing agreement with Malt Ltd. and the initial funds from the sale in July of
two licenses of its software, and expects to continue to receive monthly
payments on the remaining balances due over the next two years. If additional
funds are required during the next twelve months the Registrant would plan to
obtain funds through one or more of the following sources; loans to the
Registrant, sale of additional common stock and / or additional profits from
operations. There can be no assurances that such funding will be available on
terms acceptable to Registrant or available at all.
The Registrant plans to procure approximately $32,000 in computers and related
equipment during the remainder of the year.
The Registrant does not plan to hire any new full time employees during the next
12 months. All additional work is planned to be performed by outside consultants
who are currently available to the Registrant.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS - NONE
ITEM 2. CHANGES IN SECURITIES
a) NONE
b) NONE
c) There were no sales of securities made by the Company during the quarter
ended June 30, 2000.
d) None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES - NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
a) Annual Shareholders meeting with majority action of shareholders held July
17, 2000
b) The following directors were elected at the meeting:
Norman Wright
Ian Anderson
Gary Tate
c) The following items were voted upon at the meeting:
1) To approve proposed amendments to the Articles of Incorporation of the
Company, to: a) change the name of the Company from UNITED CASINO CORPORATION to
UNITED TRADING.COM; and b) change the number of directors authorized from the
current "3", to be "1 to 9."
2)To elect three persons, Norman Wright, Ina Anderson and Gary Tate, to the
Company's Board of Directors to serve until the next annual general meeting of
shareholders and until their respective successors are elected and qualify.
3)To appoint William E. Costello, CPA to be the Company's Auditor.
Under the majority action, all matters and each individual received 12,600,000
affirmative votes representing 96% of the outstanding eligible voting shares.
No shares were voted against the matters or were withheld.
d) none
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ITEM 5. OTHER INFORMATION -
The shareholders of the Company on July 17, 2000 approved the name change
from United Casino Corporation to Untied Trading.Com effective with the filing
of such change with the Nevada Secretary of State on July 24, 2000, and the
trading symbol was changed to OTCBB:"UDDT" (CUSIP number 913083 10 1). The
company's new mailing address is 440-10816 Macleod Trail South, # 201, Calgary,
Alberta Canada, T2J5N8.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K - NONE
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.
UNITED TRADING.COM
Date: June 14, 2000 By:/S/IAN ANDERSON
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IAN ANDERSON, CORP. SECRETARY
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