SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A-1 [X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1997 [ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission file number 0-25276 QUIKBIZ INTERNET GROUP, INC. - -------------------------------------------------------------------------------- Exact name of small business issuer as specified in its charter Nevada 88-0320364 ------ ---------- (State or other jurisdiction I.R.S. Employer Identification No. of incorporation) 5310 NW 33rd Avenue, Suite 212, Ft. Lauderdale, FL 33309 -------------------------------------------------------- (Address of principal executive offices and Zip code) (954) 739-7005 -------------- (Issuer's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) 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. [ x ] Yes [ ] No 1 APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS 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 Court. Yes___ 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 practicable date: July 31, 1997: 9,603,556 shares of common stock Transitional Small Business Disclosure Format (check one): Yes__ No [X] Item 2. Management Discussion and Analysis or Plan of Operations Results of Operations - --------------------- During the three month period ended June 30, 1997 as well as the three month period ended June 30, 1996 the Company had no revenues and had no revenues during the six month period ended June 30, 1997 as against revenue of $12,400.00 during the six month period ended June 30, 1996. The lack of revenue was a result of the Company phasing out of its video production business and considering a new direction. During the three month period ended June 30, 1997 the Company had general and administrative expenses of $28,449 as against $32,874 for the three months ended June 30, 1996, and in the six month period ended June 30, 1997 had general and administrative expenses of $56,952 as against $35,789 for the six month period ended June 30, 1996. Liquidity and Capital Resources - ------------------------------- The Company's cash on hand decreased by $10,452 during the six month period ended June 30, 1997. During the three month period ended June 30, 1997 the Company realized $46,500 from the exercise of stock options and applied the funds to working capital. As a result of the merger with Nitros Franchise Corporation in May 1997 and the change in management as a result of the merger, the Company is considering a new direction, including the focusing on internet related business. The Company upon the expiration of its current contract obligations will discontinue its CD Rom training division. The Company in order to implement its new business plan and meet its obligations will seek to raise capital and/or make acquisitions. There is no assurance that the Company will be successful in obtaining capital or in making any acquisition. 2 Algorythm Technologies Corporation (Formerly Nitros Franchise Corporation and Digimedia USA, Inc.) Balance Sheet Current Yr Prior Yr 30-Jun-97 Dec. 31, 1996 Current Assets Cash 21,627 32,079 A/R Other Receivables 21,428 21,428 Total Current Assets 43,055 53,507 Fixed Assets Net Property & Equipment 835 835 Copyright 32,236 32,236 Accum Amort (4,298) (4,298) Total Fixed Assets 28,773 28,773 Other Assets Org Cost 52,668 52,668 Accum Amort (21,068) (21,068) Security 1,075 1,075 Goodwill Franchise Rights Other Investments Total Other Assets 32,675 32,675 Total Assets 104,503 114,955 Liabilities A/P Notes Payable 16,667 16,667 Accrued Expenses Line Credit Total Liabilities 16,667 16,667 Shareholders' Equity Preferred Stock 17,248 17,248 Common Stock 3,445 3,445 Additional Paid in Capital 1,543,176 1,496,676 Retained Earnings (1,476,033) (1,419,081) Total Equity 87,836 98,288 Total Liabilities & Equity 104,503 114,955 See Accountants' Compilation Report 3 Algorythm Technologies Corporation (Formerly Nitros Franchise Corporation and Digimedia USA, Inc.) INCOME STATEMENT 3 Months Ended 6 Months Ended June 30, June 30, (Unaudited) (Unaudited) 1997 1996 1997 1996 Revenues - - 12,400 Operating Expenses General & Administrative 28,449 32,874 56,952 35,789 Video Production 10,928 10,928 Marketing 13,216 13,216 Total Operating Expenses 28,449 57,018 56,952 59,933 Net Profit/(Loss) (28,449) (57,018) (56,952) (47,533) See Accountants' Compilation Report 4 Algorythm Technologies Corporation (Formerly Nitros Franchise Corporation and Digimedia USA, Inc.) Cash Flow Three Months Ended Six Months Ended 30-Jun 30-Jun 1997 1996 1997 1996 Cash Flows From Operations (28,449) (57,018) (56,952) (47,533) Cash Flows From Investing Activities: Purchase of Property and Equipment (659) (659) Increase (Decrease) Notes Off (16,607) (16,607) (16,607) Net Cash Provided By Investing Activities (17,266) (17,266) Cash Flows From Financing Activities: Receipt of Proceeds from Stock Sales 46,500 113,990 46,500 113,990 Net Cash Provided by Financing Activities 46,500 113,990 46,500 113,990 Net Increase (Decrease) in Cash 18,051 39,706 (10,452) 49,191 See Accountants' Compilation Report 5 Part II Item 1. Legal Proceedings None Item 2. Changes in Securities Item 3. Defaults Upon Senior Securities Not Applicable Item 4. Submission of Matters to a Vote of Security Holders 1. A special meeting of shareholders was held on May 12, 1997. The following action was approved by holders of a majority of the shares entitled to vote: Amending the Certificate of Incorporation to authorize the Registrant to issue 10,714,285 shares of common stock, par value $.00467 per share. Thereby giving effect to 7:1 reverse split adopted by the Board of Directors on May 7, 1997. 2. A special meeting of shareholders was held on May 13, 1997. The following action of the Board of Directors was approved by the holders of a majority of the shares entitle to vote: 1) approval of the Plan of Merger between the Registrant and Nitros Franchise Corporation; 2) the change of name of the Registrant to Nitros Franchise Corporation; 3) the appointment of Jason Sherman and Alan J. Kvares as directors in place of Kirk J. Girbach and Gene Farmer. 3. A special meeting of shareholders was held on May 30, 1997. The following action was approved by the holders of a majority of the shares entitled to vote: The amendment of the Certificate of Incorporation changing the number of shares of common stock authorized to be issued and the par value to 25,000,000 shares of common stock, par value $.002 per share. Item 5. Other Information On May 14, 1997 as a result of the merger between the Registrant and Nitros Franchise Corporations David Bawarsky received 2,400,889 shares, Alan J. Kvares received 2,150,889 shares and Jason Sherman received 2,150,889 shares of the Registrant in exchange for their shares of Nitros Franchise Corporation. This transaction resulted in a change of management. David Bawarsky was appointed President, CEO and a director, Alan J. Kvares was appointed Secretary and 6 a director, and Jason Sherman was appointed Vice President and a director. Thereafter on July 18, 1997, Telephonetics International, Inc. acquired 2,600,000 shares from Mr. Bawarsky and 2,075,889 shares from Mr. Kvares. This transaction was reported in a Form 8-K dated August 1, 1997. The table below represents the information as to security ownership set forth in that filing. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table sets forth information as of July 23, 1997 of the Company's Common Stock with respect to the shares owned by its officers, directors, both individually and as a group, and by the record and/or beneficial owners of more than 5% of the outstanding amount of such stock. Name and Address Amount and nature of of beneficial owner beneficial ownership Percentage of Class - ------------------- -------------------- ------------------- David Bawarsky 6,803,378(1) 68.69% 6184 Vista Linda Lane Boca Raton, FL 33433 President, CEO, Director Alan J. Kvares 5,677,489(2) 59.1% 4330 NW 207th Drive Miami, FL 33055 Secretary, Director Jason Sherman 1,119,889 11.66% 558402 Arbor Club Way Boca, Raton, FL 33055 Vice President, Director Telephonetics International, Inc. 5,677,489 59.1% 4330 NW 207th Drive Miami, FL 33055 Officers and Directors 6,803,378(1)(2) 80.0% as a group (5 persons) - ----------------- 1. Includes 5,677,489 shares owned by Telephonetics International, Inc. and 300,000 shares that Mr. Bawarsky has options to purchase. Mr. Bawarsky is the President, and a director of Telephonetics International Inc. and he along with Mr. Kvares are the controlling shareholders of Telephonetics International, Inc. 2. Includes 5,677 4899 shares owned by Telephonetics International, Inc. Mr. Kvares is the CEO and a director of Telephonetics International Inc. and he along with Mr. Bawarsky are the controlling shareholders of Telephonetics International, Inc. 7 Item 6. Exhibits and Reports on Form 8-K A. Exhibit 2.1 - Agreement and Plan of Merger Between DigiMedia USA, Inc. and Nitros Franchise Corporation, dated May 14, 1997, incorporated by reference to the Registrant's 10-QSB for the period ended June 30, 1997. B. The Registrant has been advised by the previous management that two reports on Form 8-K had been filed during the period, but for some reason, they are not shown as filed by the SEC. The reports are being refiled. 8 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. QUIKBIZ INTERNET GROUP, INC. ---------------------------- Registrant Date: December 23, 1998 /s/ ANDREW SMITH ---------------------------- Andrew Smith, President Date: December 23, 1998 /s/ KIRK GIRRBACH ---------------------------- Kirk Girrbach, Treasurer 9