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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 December 31, 2000.
Or
[ ] Transition Report pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934 for the transition period from _________ to _________ .
Commission File No. 000-25275
SalesRepCentral.com, Inc.
(Exact Name of Registrant as Specified in its Charter)
Nevada 91-1918742
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
8930 E. Raintree Drive, Suite 100
Scottsdale, Arizona 85260
(Address of Principal Executive Offices) (Zip Code)
480-444-2021
(The Registrant's telephone number, including area code)
16099 N. 82nd Street, Suite 81, Scottsdale, AZ 85260
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Former Name, Former Address and Former Year, If Changed Since Last Report:
Former Year - December 31, 1999
Indicate by checkmark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) if 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 [ ]
As of December 31, 2000, the registrant had 15,117,512 shares of common
stock outstanding.
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SALESREPCENTRAL.COM
QUARTERLY REPORT ON FORM 10-QSB FOR THE QUARTER ENDED DECEMBER 31, 2000
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
PAGE
----
Item 1 Financial Statements - Unaudited:
Balance Sheets as of December 31, 2000 and June 30, 2000............ 3
Statements of Operations for the three and six months
ended December 31, 2000 and 1999.................................... 4
Statements of Changes in Stockholder's Equity for the year
ended June 30, 1999 and for the six month period ended
December 31, 2000................................................... 5
Statements of Cash Flows for the three and six months ended
December 31, 2000 and 1999.......................................... 6
Notes to Financial Statements....................................... 7
Item 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations........................................... 9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings................................................... 11
Item 2. Changes in Securities and Use of Proceeds........................... 11
Item 3. Defaults Upon Senior Securities..................................... 11
Item 4. Submission of Matters to a Vote of Security Holders................. 11
Item 5. Other Information................................................... 11
Item 6. Exhibits, Financial Statement Schedules and Reports on Form 8-K..... 11
Signatures ................................................................. 12
2
PART I
ITEM 1. FINANCIAL INFORMATION
SALESREPCENTRAL.COM, INC.
Balance Sheets
As of December 31, 2000 (Unaudited) and June 30, 2000
12/31/2000 6/30/2000
---------- ---------
(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents $ 1,914 $ 62,631
Accounts Receivable - Trade 250,086 --
Inventory 4,664 12,075
Other current assets 2,768 12,312
Due from related parties 78,000 100,584
----------- -----------
TOTAL CURRENT ASSETS 337,432 187,602
PROPERTY AND EQUIPMENT, NET (NOTES 1 AND 2) 126,403 116,150
OTHER ASSETS:
Certificate of deposit 20,000 20,000
----------- -----------
TOTAL ASSETS $ 483,835 $ 323,752
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable -trade $ 111,750 $ 125,955
Note payable - current portion 6,828 8,091
Accrued liabilities and other current liabilities 46,327 20,730
----------- -----------
TOTAL CURRENT LIABILITIES 164,905 154,776
LONG-TERM LIABILITIES:
Notes payable-long-term portion 7,408 9,943
----------- -----------
COMMITMENTS: 0 0
TOTAL LIABILITIES 172,313 164,719
----------- -----------
STOCKHOLDERS' EQUITY:
Preferred Stock 15 15
Common stock 15,117 15,117
Additional paid-in capital 1,757,979 1,727,979
Accumulated Deficit (1,461,589) (1,584,078)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 311,522 159,033
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 483,835 $ 323,752
=========== ===========
The Accompanying Notes are an Integral Part of the Financial Statements
3
SALESREPCENTRAL.COM, INC.
Statements of Operations
For the three and six month periods ending December 31, 2000 and 1999
(Unaudited)
3 MONTHS ENDED 6 MONTHS ENDED
DECEMBER 31, DECEMBER 31,
---------------------------- -----------------------------
2000 1999 2000 1999
------------ ------------ ------------ ------------
(Unaudited) (Unaudited)
Revenues $ 404,635 $ -- $ 813,303 $ --
Cost of Revenues 72,565 90,772 194,301 90,772
------------ ------------ ------------ ------------
Gross Profit 332,070 (90,772) 619,002 (90,772)
General and administrative expenses 213,088 163,297 496,421 224,337
------------ ------------ ------------ ------------
Income (Loss) from Operations 118,982 (254,069) 122,581 (315,109)
------------ ------------ ------------ ------------
Other Expenses - Interest 65 -- (92) --
Net Income (Loss) $ 119,047 $ (254,069) $ 122,489 $ (315,109)
============ ============ ============ ============
Basic earnings per common share $ 0.01 $ (0.03) $ 0.01 $ (0.03)
============ ============ ============ ============
Weighted average shares outstanding 15,117,512 9,798,150 15,117,512 9,798,150
============ ============ ============ ============
Diluted earnings (loss) per common share $ 0.00 $ (0.03) $ 0.00 $ (0.03)
============ ============ ============ ============
Weighted average shares outstanding 29,642,512 9,798,150 29,642,512 9,798,150
============ ============ ============ ============
The Accompanying Notes are an Integral Part of the Financial Statements
4
SALESREPCENTRAL.COM, INC.
Statement of Changes in Stockholder's Equity
For the year ended June 30, 2000, and
For the six month period ended December 31, 2000 (Unaudited)
PREFERRED COMMON ADDITONAL STOCK
----------------- ------------------ PAID-IN SUBSCRIPTION ACCUMULATED
SHARES AMOUNT SHARES AMOUNT CAPITAL RECEIVABLE DEFICIT TOTAL
------ ------ ------ ------ ------- ---------- ------- -----
BALANCE AT JUNE 30, 1999 14,525 $15 9,798,150 $ 9,798 $ 1,240,187 $(1,130,000) $ (74,325) $ 45,675
Reverse merger with Van
American Capital, Ltd. -- -- 4,826,251 4,826 (4,826) -- -- --
Sale of common stock -- -- 376,000 376 375,624 -- -- 376,000
Collection of stock
subscription receivable -- -- -- -- -- 1,130,000 -- 1,130,000
Collection of stock
subscription receivable
Issuance of common stock
for services -- -- 117,111 117 116,994 -- -- 117,111
Net loss for the year ended
June 30, 2000 -- -- -- -- -- -- (1,509,753) (1,509,753)
------ --- ---------- ------- ----------- ----------- ----------- -----------
Balance at June 30, 2000 14,525 15 15,117,512 15,117 1,727,979 -- (1,584,078) 159,033
Additional capital contributed -- -- -- -- 30,000 -- -- 30,000
Net income for the six month
period ended December 31, 2000
(unaudited) -- -- -- -- -- -- 122,489 122,489
------ --- ---------- ------- ----------- ----------- ----------- -----------
BALANCE AT DECEMBER 31, 2000
(UNAUDITED) 14,525 $15 15,117,512 $15,117 $ 1,757,979 $ -- $(1,461,589) $ 311,522
====== === ========== ======= =========== =========== =========== ===========
The Accompanying Notes are an Integral Part of the Financial Statements
5
SALESREPCENTRAL.COM, INC.
Statements of Cash Flows
For the three and six month periods ending December 31, 2000 and 1999
(Unaudited)
3 MONTHS ENDED 6 MONTHS ENDED
DECEMBER 31, DECEMBER 31,
--------------------- -----------------------
2000 1999 2000 1999
------- ------- -------- --------
(Unaudited) (Unaudited)
Cash and cash equivalents provided (used) by operating activities $ 5,147 $35,701 $(61,572) $(38,703)
------- ------- -------- --------
Cash used by investing activities (3,248) -- (25,347) (13,556)
------- ------- -------- --------
Cash provided (used) by financing activities (1,900) -- 26,202 30,000
------- ------- -------- --------
Increase (decrease) in cash and cash equivalents (1) 35,701 (60,717) (22,259)
Cash and cash equivalents at beginning of period 1,915 7,575 62,631 65,535
------- ------- -------- --------
Cash and cash equivalents at end of period $ 1,914 $43,276 $ 1,914 $ 43,276
======= ======= ======== ========
The Accompanying Notes are an Integral Part of the Financial Statements
6
SALESREPCENTRAL.COM, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
- --------------------------------------------------------------------------------
NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, NATURE OF OPERATIONS
AND USE OF ESTIMATES:
- --------------------------------------------------------------------------------
BASIS OF PRESENTATION AND INTERIM FINANCIAL STATEMENTS
The accompanying financial statements of SalesRepCentral.com, Inc. (the
"Company") have been prepared, pursuant to the rules and regulations of the
Securities and Exchange Commission, and are unaudited. Accordingly, they do not
include all the information and footnotes required by GAAP for complete
financial statements. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary for a fair presentation of
the results for the interim periods presented have been made. The results for
the six-month period ended December 31, 2000 may not be indicative of the
results for the year ending June 30, 2001. These financial statements should be
read in conjunction with the Company's Annual Report on Form 10-KSB/A for the
fiscal year ended June 30, 2000.
EARNINGS (LOSS) PER COMMON AND COMMON EQUIVALENT SHARE
Basic earnings per share include no dilution and are computed by dividing income
available to common stockholders by the weighted average number of shares
outstanding for the period.
Diluted earnings per share amounts are computed based on the weighted average
number of shares actually outstanding plus the shares that would be outstanding
assuming the exercise of dilutive convertible preferred stock, which are
considered to be common stock equivalents.
7
SALESREPCENTRAL.COM, INC.
NOTES TO FINANCIAL STATEMENTS - Continued
(UNAUDITED)
- --------------------------------------------------------------------------------
NOTE 2
EARNINGS (LOSS) PER SHARE:
- --------------------------------------------------------------------------------
3 MONTHS ENDED 6 MONTHS ENDED
DECEMBER 31, DECEMBER 31,
------------------------ --------------------------
2000 1999 2000 1999
------- ------- -------- --------
BASIC EARNINGS (LOSS) PER SHARE
Net income (loss) $ 119,047 $ (254,069) $ 122,489 $ (315,109)
=========== =========== =========== ===========
Weighted average number of shares outstanding 15,117,512 9,798,150 15,117,512 9,798,150
Basic earnings (loss) per share $ 0.01 $ (0.03) $ 0.01 $ (0.03)
=========== =========== =========== ===========
DILUTED EARNINGS (LOSS) PER SHARE
Net income (loss) 119,047 (254,069) 122,489 (315,109)
=========== =========== =========== ===========
Weighted average number of shares outstanding 15,117,512 9,798,150 15,117,512 9,798,150
Effect of dilutive securities:
Convertible perferred stock 14,525,000 -- 14,525,000 --
----------- ----------- ----------- -----------
Total common shares and assumed conversions 29,642,512 9,798,150 29,642,512 9,798,150
=========== =========== =========== ===========
Per share amount $ 0.00 $ (0.03) $ 0.00 $ (0.03)
=========== =========== =========== ===========
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
THE FOLLOWING DISCUSSION AND ANALYSIS OF OUR FINANCIAL CONDITION AND
RESULTS OF OPERATIONS SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL
STATEMENTS AND RELATED NOTES CONTAINED IN ITEM 1 OF THIS REPORT. THIS DISCUSSION
CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE
SECURITIES ACT AND SECTION 21E OF THE EXCHANGE ACT. WE MAY IDENTIFY THESE
STATEMENTS BY THE USE OF WORDS SUCH AS "BELIEVE", "EXPECT", "ANTICIPATE",
"INTEND", "PLAN" AND SIMILAR EXPRESSIONS. THESE FORWARD-LOOKING STATEMENTS
INVOLVE SEVERAL RISKS AND UNCERTAINTIES. OUR ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THOSE ANTICIPATED IN THESE FORWARD-LOOKING STATEMENTS AS A
RESULT OF VARIOUS FACTORS, INCLUDING THOSE PREVIOUSLY DESCRIBED UNDER THE
CAPTION "RISK FACTORS" IN " ITEM 1. BUSINESS" ABOVE. THESE FORWARD-LOOKING
STATEMENTS SPEAK ONLY AS OF THE DATE OF THIS REPORT, AND WE CAUTION YOU
NOT TO RELY ON THESE STATEMENTS WITHOUT ALSO CONSIDERING THE RISKS AND
UNCERTAINTIES ASSOCIATED WITH THESE STATEMENTS AND OUR BUSINESS ADDRESSED IN
THE ANNUAL REPORT.
OVERVIEW
SalesRepCentral.com, Inc. (SalesRepCentral/The Company) was incorporated in
May of 1999. SalesRepCentral is an online sales community and content provider
of online B2B Internet resources for the corporate sales team. Our content is
specifically designed to provide comprehensive sales resources, daily training
articles, and other features that meet the needs of the sales-professional. We
have designed our products and services to enhance interaction and communication
within the sales-team by offering a complete on-line sales solution.
Our web-portal was developed exclusively for the sales community including
professional sales-representatives, sales-managers and corporate executives. The
site is designed to create a user-friendly, informative and personalized
experience while providing members with the convenience of transacting business
on-line. The portal was designed by former sales-professionals and provides all
of the latest tools used by sales-professionals to facilitate the sales process.
SalesRepCentral's web-site features 11 content "channels" offering
exclusive products and services that also provide "value-added" features
allowing the sales-professional to perform his job more effectively. Visitors to
our web-site will find comprehensive content developed specifically for the
sales-professional combining education, sales tools and resources, services and
strategic partnerships in one easy-to-use location. Other features of our
Internet-site include employment and job-placement, a full-service travel
agency, leasing and lending services and sales leads. Our web-site also provides
banner advertising, promotional spotlights and channel sponsorships.
RESULTS OF OPERATIONS:
REVENUES
Total revenues for the three months ending December 31, 2000 increased to
$404,635 compared to zero for the three months ending December 31, 1999. For the
six months ending December 31, 2000, total revenues increased to $813,303 from
zero for the six months ending December 31, 1999. SalesRepCentral commenced
operations in May of 1999. Revenue components for the three months ending
December 31, 2000 are broken out as follows:
* Approximately $39,614 or 9.8% were generated from advertising and
promotional activities.
* Approximately $33,734 or 8.3% were generated from the activities of The
Company's travel agency.
* Approximately $309,987 or 76.6% were generated from The Company's web
hosting activities.
* Approximately $7,500 or 1.9% were generated from team room licensing.
* Approximately $13,800 or 3.4% were generated from retail sales.
9
COST-OF-SALES
Total cost-of-sales for the three months ending December 31, 2000 decreased
to $72,565 from $90,772 for the three months ending December 31, 1999, a
reduction of 20%. For the six months ending December 31, 2000, total
cost-of-sales increased to $194,301 from $90,772 for the six-month period ending
December 31, 1999, an increase of 114%. SalesRepCentral commenced operations in
May of 1999. The components of cost-of-sales for the three months ending
December 31, 2000 are broken out as follows:
* Approximately $24,378 or 33.6% was incurred to operate The Company's travel
agency.
* Approximately $33,000 or 45.5% was incurred for the development and
operations of web hosting activities.
* Approximately $15,187 or 20.9% was incurred for the merchandise sold at
retail.
GENERAL AND ADMINISTRATIVE EXPENSES
Total general and administrative expenses for the three months ending
December 31, 2000 were $213,088 compared to $163,297 for the three months ending
December 31, 1999, an increase of 30%. Total general and administrative expenses
for the six months ending December 31, 2000 were $496,421 compared to $224,337
for the six months ending December 31, 1999, an increase of 121%. The major
components of general and administrative expense for the three months ending
December 31, 2000 are broken out as follows:
* Approximately $9,076 or 4.2% was incurred for advertising, promotional and
marketing activities.
* Approximately $92,853 or 43.6% was incurred for salaries and benefits.
* Approximately $61,066 or 28.7% was incurred for general office related
expenses.
* Approximately $17,638 or 8.3% was incurred for legal, accounting and
consulting fees.
* Approximately $22,372 or 10.5% was incurred for facilities rent.
* Approximately $10,083 or 4.7% was incurred for travel related expenses.
NET INCOME
The Company's net income for the three months ending December 31, 2000 was
$119,047 compared to a net loss of $254,069 for the three months ending December
31, 1999, an increase of approximately $373,051. The Company's net income for
the six months ending December 31, 2000 was $122,489 compared to a net loss of
$315,109 for the six months ending December 31, 1999. This is an increase of
approximately $437,600 in net income between the two periods. The net income for
the three and six month periods ending December 31, 2000 are due primarily to
SalesRepCentral ramping-up its sales operations as outlined in its business
plan.
LIQUIDITY AND CAPITAL RESOURCES
Since inception, SalesRepCentral has financed operations primarily through
private sales of equity. At December 31, 2000, the principal source of liquidity
was $1,914 in cash and $250,086 in trade receivables as compared to $62,600 in
cash at June 30, 2000. We believe that we have the financial resources and sales
activity needed to meet our presently anticipated business requirements,
including capital expenditures and strategic operating programs for the current
year. Thereafter, if cash generated by operations is insufficient to satisfy our
liquidity requirements, we may need to seek alternative financing such as
selling additional equity or debt securities or obtaining additional credit
facilities. However, depending on market conditions, we may consider alternative
financing even if our financial resources are adequate to meet presently
anticipated business requirements. The sale of additional equity or convertible
debt securities may result in additional dilution to our stockholders. Financing
may not be available on terms acceptable to us or at all.
10
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
SalesRepCentral was not involved in any legal proceedings during the period
covered by this filing.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
We did not enter into any agreements, which would result in the sale or
issuance of any potentially dilutive securities during the period covered by
this filing.
ITEM 3. DEFAULTS UPON DEBT SECURITIES
Item not applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY VOTERS
No matters were submitted to a vote of security holders during the period
covered by this filing.
ITEM 5. OTHER INFORMATION
Item not applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None
11
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this annual report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Date: February 14, 2001 SalesRepCentral.com
By: /s/ Ralph Massetti
-------------------------------------
Ralph Massetti
President and Chief Executive Officer
12