UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Amendment No. 1)
(X) QUARTERLY REPORT UNDER SECTION 13 OR 5(d) OF THE SECURITIES ACT OF 1934:
For the Quarterly Period ended March 31, 2000
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from __________________ to __________________
Commission File number 1-28733
youticket.com inc.
(Exact Name of registrant as specified in its charter)
Nevada 88-0430607
- ---------------------------------------- --------------------
(State or other jurisdiction of I.R.S. Employer ID No.
incorporation or organization)
4420 S. Arville, Suites 13 & 14
Las Vegas, Nevada 89103
----------------------------------------
(Address of principal executive offices)
(702) 876-8200
(Issuer's telephone number)
Indicate by check mark whether the registrant (1) has filed has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 ____ NO X
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. YES ____ NO. ____
APPLICABLE ONLY TO CORPORATE ISSUERS
As of May 11, 2000, 16,051,272 shares of the Issuer's Common Stock were
outstanding.
YOUTICKET.COM, INC.
PART I. FINANCIAL INFORMATION Page No.
Item 1. Consolidated Financial Statements:
Consolidated Balance Sheets (Unaudited) as of
March 31, 2000 and December 31, 1999 3
Consolidated Statements of Operations (Unaudited)
for the Three Months Ended March 31, 2000 and 1999 4
Consolidated Statements of Cash Flows (Unaudited)
for Three Months Ended March 31, 2000 and 1999 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operation 8
PART II. OTHER - INFORMATION
Item 6 - Exhibits and Reports on Form 8-K 10
2
YouTicket.Com, Inc.
Consolidated Balance Sheet
March 31, 2000
(Unaudited)
March 31, December 31,
2000 1999
--------- -----------
Assets
Current Assets
Cash $ 25,203 $ 18,360
Accounts Receivable 17,701 35,457
Other Current Assets 18,063 17,722
---------- ---------
Total Current Assets 60,967 71,539
---------- ---------
Property and Equipment 16,024 12,472
Goodwill, net of amortization
of $129,247 1,075,375 1,118,578
Total Assets $ 1,152,366 $ 1,202,589
========== ==========
Liabilities and Shareholder's Deficit
Current Liabilities
Accounts Payable 295,960 338,603
Accrued Expenses 111,915 13,494
Notes Payable - -
Accrued Compensation 66,860 62,052
---------- ---------
Total Current Liabilities 474,735 414,149
---------- ---------
Long Term Liabilities
Convertible Notes Payable 125,000 -
---------- ---------
Total Liabilities 599,735 414,149
---------- ---------
Shareholder's Equity
Common Stock, .0001 par Value,
100,000,000 shares authorized,
26,878,412 shares issued and
15,551,272 shares outstanding 1,555 1,495
Additional Paid in Capital 1,930,899 1,719,074
Deferred Compensation (85,085) (116,367)
Treasury Stock (11,327,140 at cost) (193,750) (193,750)
Accumulated Deficit (1,100,988) (622,012)
Total Shareholder's Equity 552,631 788,440
---------- ---------
Total Liabilities and Shareholder's
Equity $ 1,152,366 $ 1,202,589
========== =========
See accompanying notes to Consolidated Financial Statements
3
YouTicket.Com, Inc.
Consolidated Statements of Operations
For the three months ended March 31, 2000 and 1999
(Unaudited)
March 31, March 31,
2000 1999
-------- --------
Revenue $ 94,567 $ 89,074
Cost of Revenue 85,245 49,878
-------- --------
Gross Profit 9,322 39,196
-------- --------
Selling, General and Administrative
Expenses 445,096 90,919
Amortization of Goodwill 43,202 -
-------- -------
Net Loss $ (478,976) $(51,723)
========== =======
See accompanying notes to Consolidated Financial Statements
4
YouTicket.Com, Inc.
Consolidated Statements of Cash Flows
For the three months ended March 31, 2000 and 1999
(Unaudited)
March 31, March 31,
2000 1999
---------- ---------
Cash flows form operating activities
Net Loss $ (478,976) $ (51,723)
Adjustments to reconcile net loss to net cash
used in operating activities:
Stock Issued for Services 211,885 -
Depreciation and amortization 44,023 -
Deferred Compensation 31,282 -
Changes in operating assets and liabilities
Accounts Receivable 17,756 (850)
Other Assets (340) (3,900)
Accounts Payable (42,643) 46,628
Accrued Expenses 98,421 -
Accrued Compensation 4,807 -
----------- ----------
Net cash used in operating activites (113,785) (9,845)
----------- ----------
Cash flow from investing activities
Purchase of property and equipment (4,372) (299)
----------- ----------
Cash flows from financing activities
Bank Overdraft - (3,094)
Proceeds from Notes Payable 125,000 25,000
Net cash provided by financing activities 125,000 21,906
----------- ----------
Increase in Cash 6,843 11,762
Cash, beginning of period 18,360 -
Cash, end of period $ 25,203 $ 11,762
=========== ==========
See accompanying notes to Consolidated Financial Statements
5
YOUTICKET.COM, INC.
FORM 10-QSB
NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS
MARCH 31, 2000
1. BASIS OF PRESENTATION:
The Unaudited Consolidated Financial Statements included herein have been
prepared by Registrant and include all normal and recurring adjustments
which are, in the opinion of Management, necessary for a fair presentation,
of the financial position at March 31,2000 And December 31, 1999.The
results of operations and the statement of cash flows for the three months
ended March 31, 2000 and March 31, 1999 pursuant to the rules and
regulations of the Securities and Exchange Commission. The consolidated
financial statements include the accounts of Youticket.com and any
wholly-owned subsidiary. All material intercompany accounts and
transactions have been eliminated. Certain information and footnote
disclosures normally included in consolidated financial statements prepared
in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. The Company
believes that the disclosures made in these financial statements are
adequate to make the information presented not misleading when read in
conjunction with the financial statements and notes thereto included in the
Company's latest audited financial statements which were included in the
Form 10-SB filed with the SEC. Certain reclassifications of prior year
amounts have been made to conform to current year presentations. The
results of operations for the subject periods are not necessarily
indicative of the results for the entire year.
2. COMPANY
The Company was organized May 9, 1996, under the laws of the State of
Nevada, as BNE Associates, Inc. On June 30, 1999, the Company acquired
Visitcom, Inc. ("Visitcom") and the Company changed its name to
Youticket.com, Inc., (the "Company").
The Company operates an Internet show and tour ticketing website,
www.youticket.com, for the Las Vegas market. Through its wholly owned
subsidiary Visitcom, the Company also provides show and tour ticketing
services to the Venetian Hotel in conjunction with Ticketmaster who
provides the Company with both systems and market support. In addition to
selling tickets through its website and ticket outlets, Youticket.com also
enables customers to purchase its products via its toll-free telephone
numbers.
3. LOSS PER SHARE
Basic earnings per share are calculated by dividing net income (loss) by
the weighted average number of common shares outstanding during the period.
Diluted earnings per share is calculated by dividing net income by the
basic shares outstanding and all dilutive securities, including stock
options, but does not include the impact of potential common shares which
would be antidilutive. These dilutive securities were anti-dilutive in
1999.
6
Three months ended Three months ended
March 31, 2000 March 31, 1999
-------------------------------------------
Loss (478,976) (51,723)
Weighted number of common
Shares outstanding 12,424,700 10,000,000
Effect of diluted securities - -
Basis and diluted loss per share (.03) (.005)
For the three months ended March 31, 2000 (no stock options or warrants
granted in the first quarter of 1999), potential dilutive securities
representing 1,712,500 outstanding stock options and warrants are not
included in the earnings per share calculation since their effect would be
antidilutive.
4. STOCK ISSUANCE
On January 24, 2000 we issued 500,000 shares of common stock to Stockbroker
Relations of Colorado, Inc. in payment of services through that date. On
February 7, 2000, we issued an additional 100,000 shares of common stock
respectively, to Stockbroker Relations of Colorado, Inc in payment of
services through that date. The aggregate value of the services, based on
the stock price on the dates of issuance, was $ 256,250.
5. CONTINGENCIES
The Company is party to legal claims arising in the normal course of
business. In the opinion of management, resolution of such matters will not
have a material adverse effect on the Company's financial position, results
of operations or cash flows.
6. LONG-TERM LIABILITIES
Long-term liabilities increased in the first quater of 2000 by $125,000
upon the Company issuing a convertible note in January 2000, payable to a
company controlled by a stockholder of the Company. This note bears
interest at a rate of 10%, is due in December 2001 and is convertible into
shares of the Company's common stock at the rate of 60% of the price of
a share of common stock on the date of conversion.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
Overview
Because we continue to develop our website products and services, we
are still in the earlier stages of development. Therefore, selected
financial data would not be meaningful. Reference is made to the financial
statements elsewhere in the document. Included in this document are the
unaudited financial statements for the three months ended March 31, 2000
and 1999.
Results of Operations
Revenues increased by $ 5,493 up 6% (from $ 89,074 to $ 94,567) during
the three-month period ended March 31, 2000, compared to the same period in
1999. Our revenues were primarily derived from the sale of show tickets and
tour tickets, via our website. Increase in revenues was due to an increase
in the sale of show tickets.
The cost of revenue increased in the first quarter of 2000 by $ 35,367
up 71% (from $ 49,878 to $ 85,245). The cost of revenue primarily
represents the costs of show and tour tickets and commissions to our
alliances. The increase in the cost of revenue was attributable to higher
cost of show and tour tickets, commissions, fees and in operating our
website.
Gross profit decreased in the first quarter of 2000 by $ 29,873 down
76% (from $ $39,196 to $ 9,322) during the three-month period ending March
31, 2000, compared to the same period in 1999. The decrease in margins was
attributable to higher cost of show and tour tickets, commissions, fees and
in operating our website.
Selling, General and Administrative expenses increased by $354,178,
during the three months ended March 31, 2000, compared to 1999. The cash
expenses during the 2000 period were principally the costs associated with
developing the website, salaries, rent, professional fees, limited selling
and marketing costs and general overhead. The non-cash expenses during the
2000 period were for the issuance of shares of common stock to compensate a
financial public relations firm which the company engaged. The services of
this firm commenced in the first quarter of 2000. The expense taken in the
period for the issuance of these shares was $256,250. There will be
additional expenses for continuing services of this firm which will be
recorded in future periods to reflect additional issuances of common stock
Amortization of Goodwill was $ 43,202. Net purchase price of Visitcom
was $ 750,000. The cost in excess of the fair market value of the net
assets acquired was $ 1,204,623, which is being amortized on a
straight-line basis over seven years.
Net Losses for the first quarter of 2000 were $478,976 as compared to
$51,723 in the same period for 1999. The increase in the net loss of
$427,253 was attributable to the costs of operations and the cost of
revenues exceeding revenues. Operational expenses will continue to exceed
revenues in the future. In an effort to improve its financial position, the
company has made cutbacks in the use of outside providers. Some of these
requirements were replaced using internal employees. Overall, these
expenses were reduced in the quarter. The company has also cutback on
personnel, thereby reducing salaries and hourly wages, and the company has
reduced professional fees. Despite the savings in these areas which the
company will experience in the second quarter and beyond, the company will
have significant additional expenses in the second quarter for the issuance
of stock to the financial relations provider and for the purchase of
equipment. Moreover, in the future, when it has additional capital, it
should be anticipated that in addition to ordinary increases in expenses
associated with growth of the business, it will have significant additional
marketing and advertising expenses. Overall, the company expects that it
will continue to experience net losses well into the future.
Liquidity and Capital Requirements.
The working capital of YouTicket.com at March 31, 2000 was a deficit
of $ 413,768. We will require additional capital financing to continue to
develop our business. Capital funds are required for operating losses and
to further our web site development, marketing, and strategic alliances and
acquisitions. We have determined that the funds needed for full
implementation of our current business plan will be substantial. If we are
unable to raise capital or increase our revenues, we will have to curtail
aspects of our business plan and operations or cease our operations
altogether. We are reviewing our immediate capital requirements and
consulting with investment banking professionals with a view towards
raising additional equity capital. We have no specific plans or agreements
for capital raising at this time.
8
Long-term liabilities of the company increased by $ 125,000, due to a
convertible note payable issued by the company to ZDG Investments, a
stockholder of the company. This note bears interest at an annual rate of
10% and is payable December 16, 2001.
The company received a going concern opinion on its financial
statements for the year ended December 31, 2000. The company expects that
its financial condition will continue to require consideration of this
opinion in the future. In the short term the company will not be able to
cover expenses from its operating revenues and expenses will continue to
grow slightly faster than revenues. The company has reduced certain cash
expenses and will continue to seek other reductions of its cash expenses,
but it does not believe that its cash receipts will exceed its expenses in
the near term as it continues to grow its business. In the long term, the
company will need capital to continue its operations and to fund its
growth. To the extent it is able, the company will cover its working
capital needs from the sale of securities and borrowings. The company will
continue to monitor its capital requirements and its ability to raise
capital. There is no assurance that the company will be able to continue in
business.
Forward-Looking Statements
When used in this Form 10-QSB and in future filings by Youticket.com
with the Securities and Exchange Commission, words or phrases "will likely
result", "management expects", "will continue", "is anticipated", "plans",
"believes", "estimates", "seeks", variation of such words and similar
expressions are intended to identify such forward-looking statements within
the Private Securities Litigation Reform Act of 1995. Readers are cautioned
not to place undue reliance on any such forward-looking statements, each of
which speak only as of the date described below. Actual results may differ
materially from historical earnings and those presently anticipated of
projected. Youticket.com has no obligation to publicly release the result
of any revisions, which may be made to any forward-looking statements to
reflect anticipated events or circumstances occurring after the date of
such statements.
9
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Reports on Form 8-K: None
Exhibit No. Exhibit
- ----------- --------
(27.1) Financial Data Schedule
10
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.
YOUTICKET.COM, INC,
/s/ Leanna Sidhu
Date: July 14, 2000 By:_______________________
Leanna Sidhu
President
/s/ Maria Burkholder
Date: July 14, 2000 By:_______________________
Maria Burkholder
Principal Accounting Officer