UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2000 [] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _________ to _________ Commission file number 0-21991 ADVANCED GAMING TECHNOLOGY, INC. (Exact name of small business issuer as specified in its charter) Wyoming 98-0152226 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) P O BOX 46855 LAS VEGAS, NEVADA 89114 (Address of principal executive offices) (702) 227-6578 Issuer's telephone number APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDING 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 a court. Yes [X] 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 practical date: June 30, 2000 25,000,000 Transitional Small Business Disclosure Format (check one). Yes [ ] No [X] PART I - FINANCIAL INFORMATION Item 1. Financial Statements The unaudited condensed consolidated financial statements presented herein have been prepared by the Company in accordance with the instructions to Form10-QSB and do not include all of the information and note disclosures required by generally accepted accounting principles. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Form 10-KSB for the year ended December 31, 1999. The accompanying financial statements have not been examined by independent accountants in accordance with generally accepted auditing standards, but in the opinion of management such financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the Company's financial position and results of operations. The results of operations for the three and six months ended June 30, 2000 may not be indicative of the results that may be expected for the year ending December 31, 2000. 2 Advanced Gaming Technology, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) June 30, December 31, ASSETS: 2000 1999 - --------- ----------- ----------- Current Assets Cash and cash equivalents $ 326,489 $ 440,561 Prepaid expenses 1,000 1,000 Inventory 20,000 20,000 ----------- ----------- Total current assets 347,489 461,561 Property and Equipment, net 109,740 141,740 Intangible and other assets 156,333 1,906,333 ----------- ----------- Total assets $ 613,562 $ 2,509,634 =========== =========== 3 Advanced Gaming Technology, Inc. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) June 30, December 31, 2000 1999 LIABILITIES AND STOCKHOLDER'S DEFICIT ----------- ----------- - ---------------------------------------- Current Liabilities Accounts payable and accrued liabilities $ 204,915 $ 140,510 Current portion of long term debt 10,000 104,000 ----------- ----------- Total current liabilities 214,915 244,510 Long term obligations, net of current portion 896,748 2,535,019 ----------- ----------- Total liabilities 1,111,663 2,779,529 ----------- ----------- Stockholders' Deficit: - ----------------------- Preferred Stock-10% cumulative, $.10 par value; authorized 4,000,000 shares; issued - nil -- -- Common Stock - $.005 par value; authorized 150,000,000 shares; issued and outstanding 25,000,000 on June 30, 2000 and December 31, 1999 125,000 125,000 Additional paid-in capital -- -- Accumulated deficit (623,101) (394,895) ----------- ----------- Total stockholders' deficit (498,101) (269,895) ----------- ----------- Total liabilities and stockholders deficit $ 613,562 $ 2,509,634 =========== =========== The accompanying notes are an integral part of the condensed consolidated financial statements. 4 Advanced Gaming Technology, Inc. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) For the Three Months For the Six Months Ended June 30, Ended June 30, 2000 1999 2000 1999 ---------- ---------- ---------- ---------- Revenues $ -- $ 87,501 $ 15,163 $ 175,002 Cost of revenues -- -- -- -- ---------- ---------- ---------- ---------- Gross margin -- 87,501 15,163 175,002 Expenses 102,245 150,653 201,181 252,542 ---------- ---------- ---------- ---------- Loss from operations 102,245 63,152 186,017 77,540 Other income (expense), net (10,831) -- (42,188) (96,500) ---------- ---------- ---------- ---------- Net Loss $ 113,076 63,152 $ 228,206 $ 174,040 ========== ========== ========== ========== Net loss per common share $ -- $ -- $ (.01) $ (.01) ========== ========== ========== ========== Weighted average common shares outstanding 25,000,000 25,000,000 25,000,000 25,000,000 The accompanying notes are an integral part of the condensed consolidated financial statements. 5 Advanced Gaming Technology, Inc. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the Six Months Ended June 30, 2000 1999 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (228,206) $ (174,040) Adjustments to Reconcile Net Loss to Net Cash Provided by (Used in) Operating Activities: Depreciation and amortization 32,000 141,517 Change in operating assets and liabilities: Accounts receivable -- (158,910) Accounts payable and accrued liabilities (29,595) 96,500 ----------- ----------- Net cash used in operating activities (225,801) (94,933) Cash Flows From Investing Activities: Other assets 1,750,000 -- Purchase of property and equipment -- -- ----------- ----------- Net Cash (Used in) provided by Investing Activities 1,750,000 -- Cash Flows From Financing Activities: Repayment of debt and notes (1,638,271) -- ----------- ----------- Net cash provided by financing activities (1,638,271) -- Net change in cash and cash equivalents (114,072) (94,933) Cash and cash equivalents at beginning of period 440,561 109,824 ----------- ----------- Cash and cash equivalents at end of period $ 326,489 $ 14,891 Supplemental Disclosure of Cash Flow Information: Cash paid during the period for interest 31,368 $ -- Supplemental Disclosure of Non-Cash The accompanying notes are an integral part of the condensed consolidated financial statements. 6 Advanced Gaming Technology, Inc. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND 1999 (Unaudited) 1. Interim Reporting The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles and Form 10-QSB requirements. 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 considered necessary for a fair presentation have been included. Operating results for the three and six month periods ended June 30, 2000, are not necessarily indicative of the results that may be expected for the year ending December 31, 2000. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended December 31, 1999. 7 Item 2. Management's Discussion and Analysis General - This discussion should be read in conjunction with Management's Discussion and Analysis of Financial Condition and Results of Operations in the Company's annual report on Form 10-KSB for the year ended December 31, 1999. The Company's shares of capital stock are registered under Section 12 of the Securities Exchange Act of 1934. The Company became a reporting issuer in March 1997. This quarterly report on Form 10-QSB and the information incorporated by reference herein contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include, but are not limited to, projected sales, gross margin and net income figures, the availability of capital resources, plans concerning products and market acceptance. Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which may not even be anticipated. Future events and actual results, financial and otherwise, could differ materially from those set forth in or contemplated by the forward-looking statements herein and any forward looking statements should be considered accordingly. Results of Operations - 2000 Compared to 1999 The net loss for the six months ended June 30, 2000 was $228,206 compared to a loss of $174,040 for the same period in 1999. The prior year included $172,000 of revenue related to settlement of a dispute regarding product royalties. The Company completed a Chapter 11 bankruptcy reorganization in the third quarter of 1999. Since that time the company has focused efforts on executing the new business plan. A priority is to build new relationships with potential distributors of the electronic bingo products. This effort has proven to be a challenge as the marketplace is very competitive and most distributors are aligned with one or more of these competitors. Despite these difficulties the Company has successfully placed Max Lite handheld units with certain distributors. Revenue from client installations should be realized in the third quarter of 2000. However, The magnitude of such product placements and related revenue is expected to be limited. Management remains optimistic that the Max Lite product can gain market share over the next 12 months. In addition to repositioning the Max Lite product, in January of 2000 the Company formed the Internet travel provider TravelSwitch.com. This venture accepts room reservations for the Las Vegas market from the Internet address www.777LasVegas.com. The venture also handles all forms of retail travel through the dba's Imperial Travel, Play Vegas.com and Speedway Travel. The Company holds a 22% interest in TravelSwitch. This investment diversifies operations and gives the Company a presence in the booming market surrounding Internet commerce. It also serves to allow management to stay in touch with the growth opportunities in the red-hot Las Vegas gaming market. Although the Company believes it is building equity in this venture, it is not likely that TravelSwitch will provide cash flow for some time. Cash excesses, if any, will likely be utilized toward building additional market share. 8 The Company is also considering introducing a new patented game to the bingo market during the third quarter of 2000. This yet to be named game can be installed along with any existing bingo game and introduces four exciting progressive jackpots to customers. The game is currently under development. A market study is underway to determine the potential for market penetration. No funds have been expended on this concept to date. Expenses for the first six months of 2000 were $201,181 compared to $252,542 in the prior year. Some of this expense in 2000 includes management salary that has been deferred voluntarily. Management is cautiously guarding expenses until cash flow from product placements can be generated. Expenses for the second quarter were $102,245 compared to $150,653 in 1999. Other income (expense) consisted of an expense of $42,188 for the first six months of 2000 compared to an expense of $96,500 in 1999. Liquidity and Capital Resources - The Company received operating capital in the amount of $1 million in conjunction with the reorganization. Much of this new capital was utilized to pay court approved administrative expenses and priority claims. The company is optimistic that placement of the Max Lite units will produce cash flow during the third quarter. However, there is no guarantee that such efforts will be enough to fund future operations. Additional capital may be necessary. There is no guarantee that such capital will be readily available. The company's debt was restructured in conjunction with the chapter 11 process. Debt in excess of $10 million at June 30, 1998 has been reduced to one note for $900,000 at June 30, 2000. This note is convertible at the option of the holder at a rate of $.53 per share. Debt service requirements are minimal through 2007. Inflation and Regulation - The Company's operations have not been, and in the near term are not expected to be, materially affected by inflation or changing prices. The Company encounters competition from a variety of firms offering similar products in its market area. Many of these firms have long standing customer relationships and are well staffed and well financed. The Company believes that competition in the industry is based on competitive pricing, although the ability, reputation and technical support of a concern is also significant. The Company does not believe that any recently enacted or presently pending proposed legislation will have a material adverse effect on its results of operations. 9 PART II - OTHER INFORMATION Item 1. Legal Proceedings None. 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 None. Item 6. Exhibits and Reports on Form 8-K None. 10 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. ADVANCED GAMING TECHNOLOGY, INC. (Registrant) DATE: August 8, 2000 By: /s/ DANIEL H. SCOTT ------------------------------ Daniel H. Scott President, Chief Operating Officer and Director (Principal executive and accounting oficer) 11