United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB [ X ] Quarterly report under to Section 13 Or 15(D) of the Securities Exchange Act of 1934; For the quarterly period ended: December 31, 2000 [ ] Transition report under Section 13 Or 15(D) of the Securities Exchange Act Of 1934 Commission File Number: 000-08835 Taurus Entertainment Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Colorado 84-0736215 (State or Other Jurisdiction (IRS Employer of Incorporation or Organization) Identification No.) 505 North Belt, Suite 630 Houston, Texas 77060 (Address of Principal Executive Offices) (281) 820-1181 (Issuer's Telephone Number, Including Area Code) Check whether the issuer (1) has 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. Yes[x] No[ ] APPLICABLE ONLY TO CORPORATE ISSUERS At January 25, 2000, approximately 4,310,012 shares of common stock, $.001 par value, were outstanding. Transitional Small Business Disclosure Format (Check One); Yes [ ] No [X] TAURUS ENTERTAINMENT COMPANIES, INC. TABLE OF CONTENTS ----------------- PART I FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets as of December 31, 2000 (unaudited) and September 30, 2000 (audited) Consolidated Statements of Operations for the three months ended December 31, 2000 and 1999 (unaudited) Consolidated Statements of Cash Flows for the three months ended December 31, 2000 and 1999 (unaudited) Notes to Consolidated Financial Statements Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations PART II OTHER INFORMATION Item 2. Changes in Securities Item 6. Exhibits and Reports on Form 8-K Signatures PART I FINANCIAL INFORMATION Item 1. Financial Statements TAURUS ENTERTAINMENT COMPANIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS ------ 12/31/00 9/30/00 (UNAUDITED) (AUDITED) CURRENT ASSETS Cash $ 33,866 $ 35,184 Accounts receivable 42,929 36,413 Prepaid expenses 457 4.510 Inventories 561 2,276 Land held for sale 200,000 200,000 --------------- ------------- Total current assets 277,813 278,383 --------------- ------------- PROPERTY AND EQUIPMENT Buildings, lands and leasehold improvements 1,678,915 1,678,915 Furniture & equipment 230,186 230,186 --------------- ------------- 1,909,101 1,909,101 Accumulated depreciation (162,348) (146,740) --------------- ------------- 1,746,753 1,762,361 --------------- ------------- OTHER ASSETS Other 130,519 139,839 --------------- ------------- $ 2,155,085 $ 2,180,583 =============== ============= TAURUS ENTERTAINMENT COMPANIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' EQUITY -------------------------------------------------------------- 12/31/00 9/30/00 (UNAUDITED) (AUDITED) CURRENT LIABILITIES Current portion of long term debt $ 273,843 $ 335,955 Payable to Parent 223,629 197,324 Accounts payable - trade 79,119 75,173 Accrued expenses 42,907 46,391 ---------------- ---------------- Total current liabilities 619,498 654,843 LONG TERM DEBT, LESS CURRENT PORTION Long-term debt less current portion 570,308 610,619 ---------------- ---------------- Total Liabilities 1,189,806 1,265,462 ---------------- ---------------- COMMITMENTS AND CONTINGENCIES --- --- STOCKHOLDERS' EQUITY Preferred stock - $.10 par, authorized 1,000,000 shares; none outstanding --- --- Common stock - $.001 par, authorized 15,000,000 shares issued 4,310,012 and 4,305,012 4,310 4,305 Additional paid in capital 4,026,428 4,026,383 Retained earnings (deficit) (3,065,459) (3,115,567) ---------------- ---------------- Total stockholders equity 965,279 915,121 ---------------- ---------------- $ 2,155,085 $ 2,180,583 ================ ================ TAURUS ENTERTAINMENT COMPANIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS THREE MONTHS ENDED DECEMBER 31, 2000 AND 1999 2000 1999 (UNAUDITED) (UNAUDITED) REVENUES Service revenues $ 333,181 $ 327,511 Other 46,047 47,740 ------------ ------------ 379,228 375,251 ------------ ------------ OPERATING EXPENSES Cost of goods sold 22,603 26,079 Salaries and wages 72,005 64,262 Other general and administrative Taxes and permits 33,251 46,037 Charge card fees 924 1,223 Legal and accounting 29,783 5,449 Advertising 15,284 31,839 Other 130,467 136,102 ------------ ------------ 304,317 310,991 ------------ ------------ INCOME FROM OPERATIONS 74,911 64,260 Interest Expense (24,803) (35,238) NET INCOME $ 50,108 $ 29,022 ============ ============ BASIC NET INCOME PER COMMON SHARE $ 0.02 $ 0.01 ============ ============ WEIGHTED AVERAGE SHARES OUTSTANDING 4,310,012 4,305,012 ============ ============ TAURUS ENTERTAINMENT COMPANIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS THREE MONTHS ENDED DECEMBER 31, 2000 AND 1999 2000 1999 (UNAUDITED) (UNAUDITED) CASH FLOWS FROM OPERATING ACTIVITIES: NET INCOME $ 50,108 $ 29,022 ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES: Depreciation 15,608 16,726 Changes in assets and liabilities: Accounts receivable (6,516) (2,990) Prepaid expenses 4,053 (1,203) Inventories 1,715 (748) Other Assets 9,320 (1,420) Accounts payable and accrued expenses 26,817 100,010 -------------- -------------- Net cash provided by operating activities 101,105 139,397 -------------- -------------- CASH FLOWS FROM INVESTING ACTIVITIES: Additions to property equipment --- (79,193) -------------- -------------- CASH FLOWS FROM FINANCING ACTIVITIES: Payments on long term debt (102,423) (41,979) -------------- -------------- Net cash used by financing activities (102,423) (41,979) -------------- -------------- NET INCREASE/(DECREASE) IN CASH (1,318) 18,225 CASH AT BEGINNING OF PERIOD 35,184 13,775 -------------- -------------- CASH AT END OF PERIOD $ 33,866 $ 32,000 ============== ============== CASH PAID DURING PERIOD FOR: Interest $ 24,803 $ 35,238 ============== ============== TAURUS ENTERTAINMENT COMPANIES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2000 1. BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements for the year ended September 30, 2000 included in the Company's Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-KSB. In the opinion of Management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended December 31, 2000 are not necessarily indicative of the results that may be expected for the year ending September 30, 2001. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. The following discussion should be read in conjunction with the Company's audited and unaudited consolidated financial statements and related notes thereto included in this annual report. FORWARD LOOKING STATEMENT AND INFORMATION The Company is including the following cautionary statement in this Form 10-QSB to make applicable and take advantage of the safe harbor provision of the Private Securities Litigation Reform Act of 1995 for any forward-looking statements made by, or on behalf of, the Company. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements, which are other than statements of historical facts. Certain statements in this Form 10-QKSB are forward-looking statements. Words such as "expects", "anticipates" and "estimates" and similar expressions are intended to identify forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties are set forth below. The Company's expectations, beliefs and projections are expressed in good faith and are believed by the Company to have a reasonable basis, including without limitation, management's examination of historical operating trends, data contained in the Company's records and other data available from third parties, but there can be no assurance that management's expectation, beliefs or projections will result, be achieved, or be accomplished. In addition to other factors and matters discussed elsewhere herein, the following are important factors that, in the view of the Company, could cause material adverse affects on the Company's financial condition and results of operations: the impact and implementation of the sexually oriented business ordinance in the City of Houston, competitive factors, the timing of the openings of other clubs, the integration of our operations and management with our parent, Rick's Cabaret International, Inc., the availability of acceptable financing to fund corporate expansion efforts, competitive factors, and the dependence on key personnel. The Company has no obligation to update or revise these forward-looking statements to reflect the occurrence of future events or circumstances. GENERAL We currently own and operate one adult nightclub under the name "X.T.C. Cabaret " in Austin, Texas. We own commercial income real estate and undeveloped real estate. Our revenues are derived from cover charges, and the sale of non-alcoholic beverages. RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2000 COMPARED TO THE THREE MONTHS ENDED DECEMBER 31, 1999 For the three months ended December 31, 2000, the Company had consolidated total revenues of $379,228 compared to consolidated total revenues of $375,251 for the three months ended December 31, 1999, or a increase of $3,977. The increase in revenues was due to the increase in revenues at the Company's location in Austin, Texas. The cost of goods sold for the three months ended December 31, 2000 was approximately 5.96 % of total revenues compared to approximately 6.95 % for the three months ended December 31, 1999. The decrease was due primarily to decreased cost of providing complimentary food. Payroll and related costs for the three months ended December 31, 2000 were $72,005 compared to $64,262 for the three months ended December 31, 1999. The increase was due to the increase in payroll expenses in the Austin location. Management currently believes that its labor and management staff levels are at appropriate levels. Other selling, general and administrative expenses for the three months ended December 31, 2000 were $209,709 compared to $220,650 for the three months ended December 31, 1999. The decrease in these expenses was primarily due to expense reductions. Interest expense for the three months ended December 31, 2000 was $24,803 compared to $35,238 for the three months ended December 31, 1999. The decrease was attributable to the Company's policy to pay its debts down and not to incur new debts. Net income for the three months ended December 31, 2000 was $50,108 compared to net income of $29,022 for the three months ended December 31, 1999. The increase was primarily due to drastic reduction in overall costs resulting in positive income from operations. Management currently believes that the Company is in the position to be profitable for fiscal year 2001. LIQUIDITY AND CAPITAL RESOURCES At December 31, 2000, the Company had a working capital deficit of $341,685 compared to a working capital deficit of $376,460 at September 30, 2000. The increase in working capital was primarily due to net income from operations. Net cash provided by operating activities in the three months ended December 31, 2000 was $101,055 compared to net cash provided by operating activities of $139,397 for the three months ended December 31, 1999. The decrease in cash provided by operating activities was primarily due to a large increase in accounts payable and accrued expenses in 1999. Depreciation and Amortization for the year ended December 31, 2000 were $15,608 compared to $16,726 for the year ended December 31, 1999. In the opinion of management, working capital is not a true indicator of the financial status. Typically, the Company carries current liabilities in excess of current assets because the business receives substantially immediate payment for sales, with nominal receivables, while inventories and other current liabilities normally carry longer payment terms. Vendors and purveyors often remain flexible with payment terms providing the Company with opportunities to adjust to short-term business down turns. The Company considers the primary indicators of financial status to be the long term trend, the mix of sales revenues, overall cash flow and profitability from operations, and the level of long-term debt. We have not established lines of credit other than the existing debt. There can be no assurance that we will be able to obtain additional financing on reasonable terms, if at all. Because of the large volume of cash we handle, stringent cash controls have been implemented. In the event the sexually oriented business industry is required in all states to convert the entertainers who perform from independent contractor to employee status, we have prepared alternative plans that we believe will protect our profitability. We believe that the industry standard of treating the entertainers as independent contractors provides sufficient safe harbor protection to preclude any payroll tax assessment for prior years. The sexually oriented business industry is highly competitive with respect to price, service and location, as well as the professionalism of the entertainment. Although we believe that we are well-positioned to compete successfully in the future, there can be no assurance that we will be able to maintain our high level of name recognition and prestige within the marketplace. SEASONALITY The Company is significantly affected by seasonal factors. Typically, the Company has experienced reduced revenues from April through September with the strongest operating results occurring during October through March. PART II OTHER INFORMATION Item 2. Changes in Securities In October 2000, we issued 5,000 shares of common stock to one investor for settlement of previous claim. We relied upon the exemption provided by Section 4(2) of the Securities Act for this issuance. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 99.1 -- Report of Independent Auditor on Review of Unaudited Financial Statements. (b) Reports on Form 8-K None. SIGNATURES 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 hereunto duly authorized. Taurus Entertainment Companies, Inc. _______________________________________ By: /s/ Eric S. Langan Date: February 9, 2000 Eric S. Langan President and Chief Accounting Officer