UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
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Commission file number: 000-26297
GAME DATA, INC.
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(Exact name of small business issuer as specified in its charter)
NEVADA 88-0315075
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1575 DELUCCHI LANE, #115 RENO, NEVADA 89502
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(Address of principal executive offices)
(775) 829-7077
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(Issuer's telephone number)
Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [x] No [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of November 11, 1999, the
Registrant had 3,962,000 shares of its no par value common stock outstanding.
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GAME DATA, INC.
FORM 10-QSB
TABLE OF CONTENTS
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PAGE
PART I - FINANCIAL INFORMATION:
Item 1. Condensed Financial Statements:
Condensed Balance Sheet as of September 30, 1999 1
Condensed Statement of Operations for the Three- and
Nine-Month Periods Ended September 30,1999 and 1998,
and for the Period from February 8, 1994
(Inception) through September 30, 1999 2
Condensed Statements of Cash Flows for the Nine-Month
Periods Ended September 30, 1999 and 1998, and for
the Period from February 8, 1994
(Inception) through September 30, 1999 3
Note to Condensed Financial Statements 4
Item 2. Plan of Operation 5
PART II - OTHER INFORMATION -
Signatures 6
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GAME DATA, INC.
(A Development Stage Company)
CONDENSED BALANCE SHEET
SEPTEMBER 30, 1999
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ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 562,572
Prepaid expenses and other 996
Inventory 38,860
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Total current assets 602,428
COMPUTER EQUIPMENT, Net of accumulated depreciation of $3,243 18,113
INTANGIBLE ASSET 12,500
LONG-TERM NOTE RECEIVABLE - RELATED PARTY 6,000
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TOTAL $ 639,041
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LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accounts payable $ 14,294
Accrued expenses 168
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Total current liabilities 14,462
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LONG-TERM NOTE PAYABLE - RELATED PARTY, Net of discount of $159,445 640,555
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STOCKHOLDERS' DEFICIT:
Common stock, no par value; 10,000,000 shares authorized;
3,962,000 shares issued and outstanding 1,717,726
Additional paid-in capital 682,918
Deficit accumulated during the development stage (2,416,620)
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Total stockholders' deficit (15,976)
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TOTAL $ 639,041
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See note to condensed financial statements.
GAME DATA, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF OPERATIONS
THREE- AND NINE-MONTH PERIODS ENDED SEPTEMBER 30, 1999 AND 1998, AND THE
PERIOD FROM FEBRUARY 8, 1994 (INCEPTION) THROUGH SEPTEMBER 30, 1999
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Period from
February 8,
1994
Three-Month Periods Nine-Month Periods (INCEPTION)
Ended September 30, Ended September 30, through
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1999 1998 1999 1998 1999
OPERATING EXPENSES:
Research and development $ 51,830 $ 98,483 $ 253,738 $ 290,085 $ 759,009
General and administrative 166,202 124,265 510,169 365,158 1,121,790
Compensation expense for warrants issued 225,196 475,196
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Total operating expenses 218,032 222,748 763,907 880,439 2,355,995
OTHER (INCOME) EXPENSE:
Interest expense 20,541 19,515 60,824 30,134 110,717
Interest income (8,584) (7,233) (28,156) (14,465) (50,092)
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NET LOSS $ (229,989) $ (235,030) $ (796,575) $ (896,108) $ (2,416,620)
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LOSS PER SHARE - BASIC AND DILUTED $ (0.06) $ (0.07) $ (0.20) $ (0.26) $ (0.75)
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WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 3,962,000 3,480,000 3,894,889 3,457,222 3,216,309
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See note to condensed financial statements.
GAME DATA, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
NINE-MONTH PERIODS ENDED SEPTEMBER 30, 1999 AND 1998, AND THE
PERIOD FROM FEBRUARY 8, 1994 (INCEPTION) THROUGH SEPTEMBER 30, 1999
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Period from
February 8,
1994
Nine-Month Periods (Inception)
Ended September 30, through
---------------------------- September 30,
1999 1998 1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (796,575) $ (896,108) $ (2,416,620)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and amortization 2,733 353 3,243
Interest imputed on long-term note 24,824 11,694 44,277
Common stock issued for services 30,000
Compensation expense for warrants issued 225,196 475,196
Changes in assets and liabilities:
Increase in intangible assets (12,500) (12,500)
Increase in inventory (38,860) (38,860)
(Increase) decrease in prepaid expenses and other 2,702 (34,948) (996)
(Decrease) increase in accounts payable (19,934) (158) 14,294
(Decrease) increase in accrued expenses (7,877) (1,332) 168
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Net cash used in operating activities (845,487) (695,303) (1,901,798)
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CASH FLOWS FROM INVESTING ACTIVITIES -
Purchases of property and equipment (19,004) (21,356)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock and warrants 1,205,000 130,000 1,691,726
Issuance of related party notes receivable (6,000)
Proceeds from issuance of notes payable 800,000 800,000
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Net cash provided by financing activities 1,205,000 930,000 2,485,726
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NET INCREASE IN CASH AND CASH EQUIVALENTS 340,509 234,697 562,572
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 222,063 232,827 -
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CASH AND CASH EQUIVALENTS, END OF PERIOD $ 562,572 $ 467,524 $ 562,572
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See note to condensed financial statements.
GAME DATA, INC.
(A Development Stage Company)
NOTE TO CONDENSED FINANCIAL STATEMENTS
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1. GENERAL
INTERIM FINANCIAL STATEMENTS - The accompanying condensed financial
statements as of September 30, 1999 and for the three- and nine-month
periods ended September 30, 1999 and 1998 and for the period from February
8, 1994 (inception) through September 30, 1999 have been prepared by the
Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Accordingly, certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted for such periods. In the opinion of management, all
adjustments (consisting only of normal recurring adjustments) necessary
for a fair presentation of financial condition, results of operations, and
cash flows have been included. The results of operations for the interim
periods should not be considered indicative of results for a full calendar
year.
These statements should be read in conjunction with the audited financial
statements and notes thereto for the year ended December 31, 1998 included
in the Company's Amended Registration Statement on Form 10-SB dated
October 6, 1999.
GAME DATA, INC.
(A Development Stage Company)
ITEM 2. PLAN OF OPERATION
The Company is not expected to generate operating revenues until the first
quarter of 2000 at the earliest and potentially not until the second quarter of
2000. During the next twelve months, the Company's primary activities will
continue to consist of research and development regarding existing and new
products. Specifically, the Company anticipates that adjustments and
improvements will be made to its initial products based on the LIVE platform and
that significant development resources will be devoted to bringing along the
Company's slot-based products. The Company's primary expenditures are expected
to be incurred in pursuit of such research and development activities, further
patent and trademark protection for the Company's assets, and regulatory
approval of its games, concepts, individuals, and the corporate entity in the
State of Nevada and other appropriate jurisdictions. The Company's cash and cash
equivalents balance at September 30, 1999 was $562,572. The Company is currently
conducting a limited private offering of its capital stock to raise additional
funds to support its ongoing operations. The maximum size of such offering will
be $3,000,000, although no assurance can be made that such maximum amount will
be sold. As of September 30, 1999, exclusive of amounts reflected in the
December 31, 1998 cash balance, the Company has raised $1,205,000 in such
offering. Based upon the Company's existing cash resources and the funds raised
to date from such private offering, the Company does not anticipate the need for
any additional equity or debt financing in the next twelve months. As of
September 30, 1999, the Company had no material commitments for capital
expenditures and the Company does not expect any significant changes in the
number of employees over the next twelve months.
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SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934, the
Registrant caused this first amendment to the registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
GAME DATA, INC.
By: /s/ Frank A. Roide
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Date: November 15, 1999. Frank A. Roide
Chief Financial Officer,
Secretary - Treasurer