U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
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( ) 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 1-13478
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QUIKBIZ INTERNET GROUP, INC.
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(Exact name of small business issuer as specified in its charter)
Nevada 88-0320364
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
6801 Powerline Road, Ft. Lauderdale, Florida 33309
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(Address of principal executive offices)
(954) 970-3553
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(Issuer's telephone number including area code)
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(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.
Yes No X
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The issuer has not filed (i) a report on Form 8-K/A containing the
financial statements required by Item 7 of Form 8-K with respect to the
acquisition by the issuer of QuikLAB Multimedia Centers, Inc. on July 9,
1998; (ii) an annual report on Form 10-KSB for the year ended December 31,
1998; and (iii) a current report on Form 8-K with respect to the
acquisition by the issuer of substantially all of the assets of Gallaspy &
Lobel, Inc. on August 31, 1999. The issuer intends to file such reports in
the near future.
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date. As of February 28, 2000, the issuer
had outstanding 14,273,736 shares of Common Stock, par value $.002 per share.
QUIKBIZ INTERNET GROUP, INC. AND SUBSIDIARIES
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Part I. Financial Information
Item I. Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheets - December 31, 1998 and
March 31, 1999......................................................3
Condensed Consolidated Statements of Operations - Three Months
Ended March 31, 1998 and 1999.......................................4
Condensed Consolidated Statements of Cash Flows - Three Months
Ended March 31, 1998 and 1999.......................................5
Notes to Condensed Consolidated Financial Statements................6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations...........................................7
Part II. Other Information
Item 1. Legal Proceedings................................................9
Item 2. Changes in Securities and Use of Proceeds.......................9
Item 3. Defaults Upon Senior Securities.................................9
Item 6. Exhibits and Reports on Form 8-K................................9
Signatures...............................................................10
2
QuikBIZ Internet Group, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
Assets
December 31, 19981 March 31, 1999
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(Unaudited)
Current Assets
Cash $ 18,059 $ 21,628
Accounts receivable 136,340 283,411
Other 38,969 37,810
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Total current assets 193,368 342,849
Property and equipment
Furniture and equipment 68,647 76,772
Leasehold improvements 44,862 44,862
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113,509 121,634
Less accumulated depreciation (40,706) (48,740)
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Depreciated cost 72,803 72,894
Intangible assets 595,300 578,457
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Total assets $ 861,471 $ 994,200
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Liabilities and Shareholders' Equity
December 31, 1998 March 31, 1999
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Current liabilities
Accounts payable and accrued expenses $ 483,291 $ 500,295
Current maturities of long-term debt 59,397 60,000
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Total current liabilities 542,688 560,295
Long-term debt 242,685 317,210
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Total liabilities 785,373 877,505
Shareholders' equity
Preferred stock; $.001 par value, 3,000 shares
authorized; 261 shares issued and
outstanding 10,208 10,208
Common stock; $.002 par value; 25,000,000
shares authorized; 13,090,571 and
13,407,484 shares issued and outstanding,
respectively 26,179 26,813
Additional paid-in capital 2,692,419 2,828,785
Accumulated deficit (2,392,723) (2,528,023)
Unearned compensation on restricted stock (259,985) (221,088)
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Total shareholders' equity 76,098 116,695
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Total liabilities and shareholders' equity $ 861,471 $ 994,200
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See accompanying notes
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1 The balance sheet at December 31, 1998 has been derived from the audited
consolidated financial statements at that date.
3
QuikBIZ Internet Group, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
March 31,
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1998 1999
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Revenue
Advertising $ 310,696 $ 367,089
Multimedia services and products - 317,537
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Total revenue 310,696 684,626
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Operating expenses
Direct costs 176,618 408,331
Selling, general and administrative
expenses 183,780 378,874
Depreciation and amortization 44,620 27,510
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Total operating expenses 405,018 814,715
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(Loss) from operations (94,322) (130,089)
Interest expense 2,417 5,211
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Net loss $ (96,739) $ (135,300)
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Weighted average number of common shares
outstanding 12,846,194 13,279,580
Basic (loss) per common share $ (0.008) $ (0.010)
See accompanying notes
4
QuikBIZ Internet Group, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended March 31,
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1998 1999
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Operating activities
Net (loss) $ (96,739) $ (135,300)
Adjustments to reconcile net (loss) to net cash
used in operating activities:
Depreciation and amortization 44,620 27,510
Amortization of unearned compensation - 38,897
Changes in operating assets and liabilities,
net of effects of acquisition:
(Increase) in accounts receivable (41,142) (147,071)
(Increase) in other current assets (15,102) (1,474)
(Increase in accounts payable and
accrued expenses 82,346 17,004
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Net cash (used in) operating activities (26,017) (200,434)
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Investing activities
Purchases of property and equipment
- (8,125)
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Net cash (used in) provided by investing
activities - (8,125)
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Financing activities
Proceeds from notes payable, including $15,900
from a director in 1998 19,874 75,128
Issuance of common stock 9,600 137,000
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Net cash provided by financing activities 29,474 212,128
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Net increase in cash 3,457 3,569
Cash, beginning of period 2,310 18,059
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Cash, end of period 5,767 21,628
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Supplemental disclosures of cash flow information:
Cash paid for interest $ 2,417 $ 5,211
See accompanying notes
5
QuikBIZ Internet Group, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
Note A - Business
QuikBiz Internet Group, Inc. and subsidiaries (formerly Algorithm Technologies
Corporation)(the "Company") have two reportable segments, both of which sell
their products and services in the Southeastern United States. One segment
provides its clients with internet site design, television commercial and radio
commercial development and production, print advertisement development and
production, public relations and promotions. The other segment offers audio,
video, multimedia and Internet services and products. It also produces and
assists companies in creative content for corporate communications including
sales, training, public relations and promotion.
During 1999, the Company commenced development of the QuikBiz Mall, a virtual
mall on the Internet that offers corporate communications products, services and
supplies online. Start-up costs with regards to this are expensed as incurred.
Note B - Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Article 10 of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month period ended March 31, 1999
are not necessarily indicative of the results that may be expected for the year
ending December 31, 1999. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Company's Annual
Report on Form 10-KSB.
Forward-Looking Statements
This report contains, in addition to historical information, forward-looking
statements regarding the Company that involve risks and uncertainties. The
Company's actual results could differ materially. For this purpose, any
statements contained in this report that are not statements of historical fact
may be deemed to be forward- looking statements. Without limiting the generality
of the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "intend," "could," "estimate," or "continue" or the negative or
other variations thereof or comparable terminology are intended to identify
forward-looking statements. Factors that could cause or contribute to such
difference include, but are not limited to, history of operating losses and
accumulated deficit; possible need for additional financing; competition;
dependence on management; risks related to proprietary rights; government
regulation; and other factors discussed in this report and the Company's other
filings with the Securities and Exchange Commission.
6
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Three Months ended March 31, 1999 Compared to Three Months ended March 31,
1998.
Revenues.
Revenues were $310,696 for the three months ended March 31, 1998 and grew
to $684,626 for the three months ended March 31, 1999, an increase of 120%. The
increase in revenues reflected our acquisitions in 1998, growing demand for
Internet professional services and the introduction of new strategy, creative
and technology services to the marketplace.
Direct Costs.
Direct costs were $176,618 for the three months ended March 31, 1998 and
grew to $408,331 for the three months ended March 31, 1999, an increase of 131%.
As a percentage of revenues, direct costs increased slightly and were 57% for
the three months ended March 31, 1998 and 60% for the three months ended March
31, 1999. The increase in absolute dollars and percentage terms was primarily
attributable to higher costs relating to acquired businesses.
Selling General and Administrative Expenses.
Selling, general and administrative expenses were $183,780 for the three
months ended March 31, 1998 and grew to $378,874 for the three months ended
March 31, 1999, an increase of 106%. As a percentage of revenues, general and
administrative expenses decreased from 59% for the three months ended March 31,
1998 to 55% for the three months ended March 31, 1999. The decrease in
percentage terms was primarily attributable to improved economies of scale. The
increase in selling, general and administrative expenses in absolute dollar
terms was the result of the expansion of our infrastructure to support growth.
Amortization of Goodwill.
Amortization of goodwill was $16,843 for the three months ended March 31,
1998 and $16,843 for the three months ended March 31, 1999. As a percentage of
revenues, amortization of goodwill represented 5% of revenues in the first three
months of 1998 and 2% of revenues in the first three months of 1999.
Depreciation and Amortization.
Depreciation and amortization expenses were $44,620 for the three months
ended March 31, 1998 and decreased to $27,510 for the three months ended March
31, 1999, a decrease of 38%. As a percentage of revenues, depreciation and
amortization represented 14% of revenues in the three months ended March 31,
1998 and 4% of revenues in the three months ended March 31, 1999. The decrease
in absolute dollar terms from year to year resulted from the revaluation of
acquired assets.
Liquidity and Capital Resources
Since inception, we have funded our operations and investments in property
and equipment through cash from operations, equity financings, borrowings from
commercial banks and capital leases.
Our cash and cash equivalents were $5,767 at March 31, 1998 and $21,628 at
March 31, 1999. Cash used in operating activities of $26,017 in the three months
ended March 31, 1998 was offset by net proceeds from financing activities of
$29,474 in the three months ended March 31, 1998. Cash used in operating
activities of $200,434 in the three months ended March 31, 1999 was augmented by
net cash used in investing activities of $8,125 but offset by net proceeds of
financing activities of $212,128 in the three months ended March 31, 1999.
7
On July 9, 1999 we entered into an investment agreement with Swartz Private
Equity, LLC to raise up to $20 million through a series of sales of common
stock. The dollar amount of each sale is limited by the trading volume and a
minimum period of time must occur between sales. In order to sell shares to
Swartz, there must be an effective registration statement on file with the SEC
covering the resale of the shares by Swartz and we must meet certain other
conditions. The agreement is for a three-year period ending July 9, 2002.
We have incurred recurring operating losses and negative cash flows from
operating activities and have negative working capital. We believe that our
available equity financing arrangement with Swartz will be sufficient to meet
our working capital and capital expenditure requirements for at least the next
two years. However, there can be no assurance that we will receive financing
from Swartz, that we will not require additional financing within this time
frame or that such additional financing, if needed, will be available on terms
acceptable to us, if at all.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
(c) Recent Sales of Unregistered Securities
During the three months ended March 31, 1999, we made the sales of
unregistered securities listed below. We relied on Section 4(2) of the
Securities Act of 1933 as the basis for an exemption from registration for all
of the transactions below, because none of the transactions involved any public
offering.
In January 1999 we sold 100,000 shares of common stock at a price of
$.30 per share to one individual.
In February 1999 we sold 76,923 shares of common stock at a price of
$.78 per share to one individual.
In February 1999 we issued 100,000 shares to an individual upon the
exercise of outstanding options at an exercise price of $.15 per share.
In March 1999 we sold 40,000 shares of common stock at a price of
$.80 per share to two individuals.
Item 3. Defaults Upon Senior Securities
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule (March 31, 1999)
(b) Reports on Form 8-K
We filed a report on Form 8-K on March 23, 1999 that included
information filed pursuant to items 4 and 7 of Form 8-K.
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SIGNATURES
In accordance with requirements of the Exchange Act, the Registrant caused
this Report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: March 8, 2000
QUIKBIZ INTERNET GROUP, INC.
By: /s/ David B. Bawarsky
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David B. Bawarsky, Chief Executive Officer
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EXHIBIT INDEX
Exhibit Number Description Page
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27 Financial Data Schedule 12
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