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 quarterly period ended September 30, 1999 ____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _______ Commission file number: 001-15301 EQUITYALERT.COM, INC. --------------------- (exact name of registrant as specified in its charter) NEVADA 58-2377963 - ------ ---------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) Suite 214 - 1628 West 1st Ave, Vancouver, British Columbia V6J 1G1 - --------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (604) 659-5009 -------------- Indicate by check mark whether the registrant: (1) has filed all reports required by Section 13 or 15 (d) of 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 The number of shares of the Registrant's Common Stock, $0.00001 par value, as of November 5, 1999: 41,391,186 ---------- 1 EQUITYALERT.COM, INC. FORM 10-QSB, QUARTER ENDED SEPTEMBER 30, 1999 INDEX PART I FINANCIAL INFORMATION Item 1 Financial Statements Consolidated Balance Sheet.................................................... 3 Consolidated Statement of Operations...........................................4 Consolidated Statement of Stockholder's Equity.................................5 Consolidated Statement of Cash Flows...........................................7 Interim Consolidated Statement of Cash Flows. .................................8 Notes to Consolidated Financial Statements . . . . . ..........................9 All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto. Item 2 Management's Discussion and Analysis . . . . . . . . . . . . . . . .10 PART II OTHER INFORMATION Item 1 Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Item 2 Changes in Securities . . . . . . . . . . . . . . . . . . . . . . . . 12 Item 3 Defaults Upon Senior Securities . . . . . . . . . . . . . . . . . . . 12 Item 4 Submission of Matters to a Vote of Security Holders . . . . . . . . . 12 Item 5 Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Item 6 Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . 12 Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 2 Item 1 Financial Statements - -------------------------------------- EQUITYALERT.COM, INC. CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 1999 AND DECEMBER 31, 1998 September 30, December 31, 1999(Unaudited) 1998 (Audited) ASSETS Current Assets Cash and Cash Equivalents $ 755,586 $ 3,551 Stock Subscription Receivables - 100,000 Other Receivable Prepaid Expenses 21,917 Total Current Assets 777,503 103,551 Fixed Assets Computer Equipment 9,955 0 Total Assets $ 787,458 $ 103,551 ============ =========== LIABILITIES AND STOCKHOLDERS' EQUIITY Current Liabilities Accounts Payable $ 17,152 $ 21,458 Other Advances $ 10,000 $ 10,000 Total Current Liabilities $ 27,152 $ 31,458 Stockholders' Equity Preferred Stock: $0.001 Par Value; Authorized 1,000,000 shares Issued and Outstanding, NONE 0 0 Common Stock: $0.00001 Par Value, Authorized 100,000,000 shares; Issued and Outstanding, 41,391,186 and 26,382,186 at September 30, 1999 and December 31, 1998, respectively 414 264 Additional Paid In Capital 1,554,534 711,684 Loss Accumulated During the Development Stage (794,642) (639,855) Total Stockholders' Equity 760,306 72,093 Total Liabilities and Stockholder's Equity $ 787,458 $ 103,551 ================ =========== 3 EQUITYALERT.COM, INC. CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED SEPTEMBER 30, 1999 AND 1998 AND FOR NINE PERIOD ENDED SEPTEMBER 30, 1999 AND 1998 The Three The Three The Nine The Nine Accumulated Months Months Months Months During The Period Ended Period Ended Period Ended Period Ended Development Sept 30,1999 Sept 30,1998 Sept 30,1999 Sept 30,1998 Stage Revenues $0 $0 $0 $0 $0 Operating Expenses General and Administrative $137,808 $840 $179,383 $ 67,778 819,661 Operating Loss ($137,808) ($840) ($179,383) ($67,778) ($819,661) Other Income Interest Income 10,752 0 24,596 $ 1 25,019 Net Loss Available to Common ($127,056) ($840) ($154,787) ($67,777) ($794,642) ============= ============== ============= ============== ========== Loss Per Weighted Average Share of Stock (0.00) (0.00) (0.04) (0.00) (0.19) ============= ============== ============= ============== ============ Weighted Average Number of Outstanding Shares 41,391,186 26,382,186 4,139,186 26,382,186 4,139,186 ============= ============= ============ ============= =========== 4 EQUITYALERT.COM, INC. CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE PERIOD FROM INCEPTION (JANUARY 13, 1997) THROUGH SEPTEMBER 30, 1999 Loss Accumulated Additional During the Preferred Stock Common Stock Paid In Development Shares Amounts Shares Amounts Capital Stage Total Issuance of Common Stock For Services Rendered, 60,000 $ 1 $ 2,999 $ 3,000 January 13, 1997 Issuance of Common Stock For Cash, February 28, 1997 0 75,000 75,000 Conversion of Debt to Equity, June 16, 1997 0 84,691 84,691 Issuance of Common Stock For - Cash, June 16, 1997 0 14,586 14,586 Issuance of Common Stock For Services, June 16, 1997 1 205,722 205,723 Issuance of Common Stock For Cash, August 12, 1997 0 25,000 25,000 Issuance of Common Stock For Services, Rendered, August 0 75,000 75,000 12, 1997 Conversion of Debt to Equity, December 31, 1997 0 63,948 63,948 Loss, From Inception (January 13, 1997) to December 31, 1997 (510,395) (510,395) Balance, December 31, 1997 0 0 $ 2 546,946 $ (510,395) 36,553 5 EQUITYALERT.COM, INC. CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE PERIOD FROM INCEPTION (JANUARY 13, 1997) THROUGH SEPTEMBER 30, 1999 Loss Accumulated Additional During the Preferred Stock Common Stock Paid In Development Shares Amounts Shares Amounts Capital Stage Total Issuance of Common Stock For Cash, August 15, 1998 200,000 $ 2 $ 4,998 $ 5,000 Cancellation of Common Stock Issued, August 17, 1998 0 0 0 Issuance of Common Stock For Cash, December 11, 1998 4,000,000 40 99,960 100,000 Issuance of Common Stock For Services, December 11, 1998 2,000,000 20 49,980 50,000 Issuance of Common Stock For Services Rendered, December 31, 200 9,800 10,000 1998 Loss, Year Ended December 31, 1998 (129,460) (129,460) Balance, December 31, 1998 0 0 264 711,684 (639,855) 72,093 Common Stock Issued For Cash, March 31, 1999 150 824,850 825,000 Loss, Six Months Period Ended June 30,1999 (27,731) (27,731) Balance, June 30, 1999 0 0 414 1,536,534 (667,586) 869,362 Common Stock Options Exercised, September 15, 1999 4,000 0.04 7999.96 8,000 Common Stock Options Exercised, September 20, 1999 5,000 0.05 9999.95 10,000 Loss, Nine Months Period Ended 0 September 30, 1999 (127,056) (127,056) Balance, September 30, 1999 0 0 $ 414 $ 1,554,534 $ (794,642) 760,306 ============================================================================================ 6 EQUITYALERT.COM, INC. CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 1999 AND 1998 AND FROM INCEPTION (JANAUARY 13, 1997) TO SEPTEMBER 30, 1999 Nine Months Nine Months From Inception Ended Ended To Sept 30 Sept 30, 1999 Sept 30, 1998 1999 Cash Flows From Operating Activities: Net Loss $ (154,787) $ (67,777) $ (794,642) Adjustments to Reconcile Net Loss to Net Cash Used By Operating Activities Common Stock Issued For Services 343,723 Changes in Assets and Liabilities Depreciation - (Increase) Decrease in Other Receivable 6,744 - (Increase) Decrease in Deposits Increase (Decrease) in Accounts Payable (4,306) 17,152 (Increase) Decrease in Prepaid Expenses (21,917) (21,917) Total Adjustments (26,223) 6,744 338,958 Net Cash Used In Operating Activities (181,010) (61,033) (455,684) Cash Flows From Investing Activities Purchase of Equipment (9,955) 0 (9,955) Net Cash Flows Used In Investing Activities (9,955) (9,955) Cash Flows From Financing Activities Proceed From Sale of Common Stock 925,000 18,196 1,044,586 Proceed From Exercise of Common Stock 18,000 18,000 Advances From Related Parties 0 158,639 Net Cash Provided By Financing Activities 943,000 18,196 1,221,225 Increase (Decrease) in Cash and Cash Equivalents 752,035 (42,837) 755,586 Cash and Cash Equivalents at Beginning of Period 3,551 47,069 0 Cash and Cash Equivalents at End of Period $ 755,586 $ 4,232 $ 755,586 ================ ================ =============== 7 EQUITYALERT.COM, INC. INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE NINE MONTH PERIOD ENDED SEPTEMBER 30, 1999 AND 1998 AND FROM INCEPTION (JANUARY 13, 1999) TO SEPTEMBER 30, 1999 From Nine Months Nine Months Inception to Ended Sep 30, Ended Sep 30, Sept 30, 1999 1998 1999 Supplemental Disclosure of Cash Flow Information: Cash paid for: Interest $0 $0 $0 ============= ============= ============ Income Taxes $0 $0 $0 ============= ============= ============ Noncash Investing and Financing Activities: Issuance of Common Stock for Services $0 $60,000 $283,723 ============= ============= ================== Common Stock Issued to Satisfy Current Liabilities $0 $0 $148,639 ============= ============= ================== 8 EQUITYALERT.COM, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 1999 AND 1998 1. PRESENTATION OF INTERIM INFORMATION The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting practices and in the opinion of management of EquityAlert.Com, Inc. (the Company), include all normal adjustments considered necessary to present fairly the financial position as of September 30, 1999, and the results of operations for the nine months ended September 30, 1999 and 1998. These results have been determined on the basis of generally accepted accounting principles and practices and applied consistently with those used in the preparation of the Company's audited consolidated financial statements and notes for the year ended December 31, 1998. Certain information and footnote disclosures normally included in the financial statements presented in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that the accompanying unaudited interim consolidated financial statements be read in conjunction with the financial statements and notes thereto incorporated by reference in the Company's 1998 audited consolidated financial statements. Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations - -------------------------------------------------------------------------------- When used in this discussion, the words "believes", "anticipates", "expects" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures made by the Company which attempt to advise interested parties of the factors which affect the Company's business, in this report, as well as other reports filed with the Securities and Exchange Commission. Overview - -------- On June 7, 1999, the Company launched www.equityalert.com, which provides pro-active online investors a broad range of financial information. The Company 9 is a development stage company, as defined in Financial Accounting Standards Board No. 7. The Company is devoting substantially all of its present efforts in securing and establishing its business, and although its planned operations have commenced there have been no revenues derived from operations. The Company's website offers stock market and trading information, including, IPO information, stock quotes, public company news and news alerts, earnings surprises and announcements, stock buy backs, stock splits, SEC filings, news headlines, analyst coverage, upgrades and downgrades, interactive charting system, and comprehensive trading screens involving up to 26 different data fields, such as earnings growth, weekly price changes, short interest, insider and institutional ownership, market cap, and others. Additionally EquityAlert.com provides commentary on the biggest movers of the day and displays a compilation of investor sentiment or expectations of on various public companies. As of September 30, 1999, the Company has not generated any revenues from EquityAlert.com due to the early stage nature of the Company's business, and has incurred ongoing operating losses due to costs related to research, business development, website development, management and staff recruitment, and other costs associated with establishing corporate infrastructure necessary for developing an online asset such as EquityAlert.com. Results of Operations - --------------------- Revenues. Due to the early stage of the Company's business, the Company has not generated any revenues for the nine month period ending September 30, 1999, nor for the nine month period ending September 30 1998. To date, the Company has not relied on revenues for funding. General and Administrative Expenses. During the three months ended September 30, 1999, the Company incurred $137,808 in general and administrative expenses, an increase of 16,305% from third quarter 1998 expense of $840. This increase is due primarily to costs related to additional staffing needs and expenses related to website development. General and administrative expenses for the nine month period ended September 30, 1999 increased 165% to $179,383, as compared to $67,778 for the same nine period in 1998. The increase in the third quarter is primarily attributable to additional salary and operating expenses related to the development of the Company's business. Interest Income. Interest income was $10,752 and $0 for the quarters ended September 30, 1999 and 1998, respectively. Interest income for the nine month period ended September 30, 1999 increased from $1 to $24,596. The increase is primarily attributable to higher amounts of cash invested in interest bearing accounts during 1999. Interest earned in the future will be dependent on Company funding cycles and prevailing interest rates. Provision for Income Taxes. As of September 30, 1999, the Company's accumulated deficit was $794,642. Accordingly, the Company has recorded a full valuation allowance against any income tax benefit to date. Liquidity and Capital Resources - ------------------------------- As of September 30, 1999, the Company's cash balance was $755,586, compared to $3,551 as at December 31, 1998. The Company has financed its operations primarily through private placement of Common Shares and the exercise of Stock Options. The Company's future funding requirements will depend on numerous factors. Among these factors include the Company's ability to establish and profitably operate the Company's current business, to recruit and train qualified management and technical personnel, compete against any potential technological advances in the field of online financial services and the Company's ability to compete against other better capitalized corporations who offer similar services. 10 The Company expects to incur losses as it expands its business. The Company may raise additional funds through private or public equity investment in order to expand the range and scope of its business operations. Year 2000 - --------- The Year 2000 issue arose because many existing computer programs use only the last two digits to refer to a year. Therefore, these computer programs do not properly recognize a year that begins with 20 instead of 19. If not corrected, many computer applications could fail or create erroneous results. Management has initiated a comprehensive program to prepare the company's systems for the year 2000. The company is actively engaged in testing and fixing applications to ensure they are Year 2000 ready. The company does not separately track the internal costs incurred for the Year 2000 project but such costs are principally the related payroll costs for certain corporate staff. The company currently does not expect remediation costs to be material nor does it expect any significant interruption to its operations because of Year 2000 problems. 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 Signature Page - -------------- 11 Pursuant to the requirements of section 13 or 15(d) 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. EQUITYALERT.COM, INC. /s/ Harmel S. Rayat ------------------- Harmel S. Rayat Director Dated: November 9, 1999 12