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 the quarterly
period ended March 31, 2004
|_| TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT For the transition period from __________ to ___________
Commission file number: 333-46828
CLIXTIX, INC.
(Exact name of small business issuer as specified in its charter)
New York 13-3526402
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
Suite 1807-1501 Broadway, New York, NY 10036
(Address of principal executive offices)
(212) 768-2990
(Issuer's telephone number)
PHYLLIS MAXWELL'S GROUPS, INC.
(Former name, former address and former fiscal year, if
changed since last report)
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 a 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:
10,228,000 shares of common stock outstanding as of March 31, 2004
Transitional Small Business Disclosure Format (Check One):Yes |_| No |X|
CLIXTIX, INC
FORM 10-QSB
INDEX
PART I - FINANCIAL INFORMATION.............................................3
Item 1. Financial Statements (Unaudited)................................3
CONDENSED CONSOLIDATED BALANCE SHEETS................................4
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS......................5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS......................6
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.............7
Item 2. Management's Discussion and Analysis or Plan of Operation......10
Item 3. Controls and Procedures........................................17
PART II - OTHER INFORMATION...............................................17
Item 1. Legal Proceedings..............................................17
Item 2. Changes in Securities and Use of Proceeds......................17
Item 3. Defaults Upon Senior Securities................................17
Item 4. Submission of Matters to a Vote of Security Holders............18
Item 5. Other Information..............................................18
Item 6. Exhibits and Reports on Form 8-K...............................18
SIGNATURE PAGE......................................................19
CERTIFICATIONS......................................................20
2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
3
Clixtix, Inc and Subsidiary
(Formerly Phyllis Maxwell's Groups, Inc.)
CONDENSED CONSOLIDATED BALANCE SHEETS
March 31, 2004 March 31, 2003
--------------------------------
(Unaudited) (Unaudited)
Assets
Current assets:
Cash $ -- $ 5,588
Commissions receivable 52,585 86,468
Other assets 2,654 2,654
--------- --------
Total current assets 55,239 94,710
Intangible asset
Customer list, net of amortization 146,904 --
--------- --------
Total assets $ 202,143 $ 94,710
========= ========
Liabilities & Stockholders' Deficiency
Current liabilities:
Cash overdraft $ 4,324 $ --
Accounts payable and accrued liabilities 81,173 85,817
Current portion of debt 38,024 --
--------- --------
Total current liabilities $ 123,521 $ 85,817
--------- --------
Long-term liabilities:
Loans from officers 39,727 --
Long-term debt 62,884 --
--------- --------
Total liabilities $ 226,132 $ 85,817
Stockholders' deficiency:
Common stock, $.0001 par value;
20,000,000 authorized shares;
10,228,000 shares issued and outstanding $ 1,023 $ 1,023
Additional paid-in capital $ 54,008 $ 54,008
Deficit $ (79,020) $(46,138)
--------- --------
Total stockholders' equity (deficiency) $ (23,989) $ 8,893
--------- --------
Total liabilities and stockholders' deficiency $ 202,143 $ 94,710
========= ========
The accompanying notes are an integral part of these condensed
consolidated financial statements.
4
Clixtix, Inc and Subsidiary
(Formerly Phyllis Maxwell's Groups, Inc.)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For The Three Months
Ended March 31,
---------------
2004 2003
---- ----
(Unaudited) (Unaudited)
Commission revenue $ 83,712 $ 33,595
General and administrative expenses 125,676 51,053
------------ ------------
Loss from operations (41,964) (17,458)
Interest income -- 39
------------ ------------
Net loss $ (41,964) $ (17,419)
============ ============
Loss per common share - basic
and diluted $ (0.00) $ (0.00)
============ ============
Weighted average number of common
shares outstanding - basic and
Diluted 10,228,000 10,228,000
============ ============
The accompanying notes are an integral part of these condensed
consolidated financial statements.
5
Clixtix, Inc and Subsidiary
(Formerly Phyllis Maxwell's Groups, Inc.)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For The Three Months
Ended March 31,
2004 2003
---- ----
(Unaudited) (Unaudited)
Cash flows from operating activities:
Net cash provided by (used in) operating
activities $ 29,121 $(46,818)
-------- --------
Cash flows from investing activities -- --
-------- --------
Cash flows from financing activities:
Cash overdraft (15,756)
Proceeds from related party loan (13,365) --
-------- --------
Net cash used in financing activities (29,121) --
-------- --------
Net decrease in cash -- (46,818)
Cash and cash equivalents - beginning of period -- 52,406
-------- --------
Cash and cash equivalents - end of period $ -- $ 5,588
======== ========
Supplemental disclosure of noncash
investing and financing activities:
Note payable due to the purchase
of a customer list $ -- $ --
======== ========
The accompanying notes are an integral part of these condensed
consolidated financial statements.
6
Clixtix, Inc and Subsidiary
Formerly Phyllis Maxwell's Groups, Inc.)
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. NATURE OF OPERATIONS AND BASIS OF CONSOLIDATION
The accompanying unaudited interim condensed consolidated financial
statements have been prepared in accordance with accounting principles
generally accepted in the United States of America for interim financial
information and with the instructions to Form 10-QSB of Regulation S-B.
They do not include all information and footnotes required by accounting
principles generally accepted in the United States of America for complete
financial statements. The interim unaudited consolidated financial
statements should be read in conjunction with the financial statements for
the year ended December 31, 2003, which is included in the Company's
Annual Report on Form 10-KSB, as amended and filed with the Securities and
Exchange Commission on May 27, 2004. In the opinion of management, all
adjustments considered necessary for a fair presentation, consisting
solely of normal recurring adjustments, have been made. Operating results
for the three months ended March 31, 2004 are not necessarily indicative
of the results that may be expected for the year ending December 31, 2004.
Clixtix, Inc. (the "Company") formerly Phyllis Maxwell's Groups, Inc.
("Maxwell Group") is licensed by the City of New York to resell group
tickets to Broadway and off-Broadway performances.
The accompanying consolidated financial statements include the accounts of
the Company and its wholly-owned subsidiary, Maxwell Group Entertainment,
Inc. ("Maxwell Entertainment"). In August 2001, Maxwell Entertainment was
formed. During August 2001, Maxwell Group transferred its net assets to
Maxwell Entertainment for all of its issued and outstanding common stock,
forming a wholly-owned subsidiary. On the same day of the transfer of
these assets, the Company amended its certificate of incorporation and
changed its name to Clixtix, Inc. All inter-company accounts and
transactions have been eliminated in consolidation.
GOING CONCERN
As shown in the consolidated financial statements, the accumulated deficit
at March 31, 2004 amounted to $79,020 and the Company experienced a net
loss of $41,964 and $17,419, for the three month period ended March 31,
2004 and 2003, respectively. Management believes that over the next 12
months, its operations will be sustained by its current operations and the
new business acquired from the customer list purchased in 2003. The
Company's current management and operations have been in existence for
many years and have accumulated a great deal of experience in this
industry. Management is committed to support the Company with loans or
capital contributions, as needed over the next 12 months.
The accompanying financial statements do not include any adjustments that
might result from the eventual outcome of the risks and uncertainties
described above.
7
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
CONTROL BY PRINCIPAL STOCKHOLDERS
The directors, executive officers and their affiliates or related parties,
own beneficially and in the aggregate, the majority of the voting power of
the outstanding shares of the common stock of the Company. Accordingly,
the directors, executive officers and their affiliates, if they voted
their shares uniformly, would have the ability to control the approval of
most corporate actions, including increasing the authorized capital stock
of the Company and the dissolution, merger or sale of the Company's assets
or business.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of asset and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
SIGNIFICANT ESTIMATES
Several areas require management's estimates relating to uncertainties for
which it is reasonably possible that there will be a material change in
the near term. The more significant areas requiring the use of management
estimates related to valuation of commissions receivable, the note payable
incurred and the customer list acquired by the Company and its useful
life.
3. DEFERRED INCOME TAXES
The Company has a carryforward loss for income tax purposes of
approximately $50,000 that may be offset against future taxable income.
The carryforward loss expires in the year 2020. Due to the uncertainty
regarding the success of the future operations, management has valued the
deferred tax asset allowance, which increased approximately $12,000 for
the three months ended March 31, 2004, at 100% of the related deferred tax
asset.
8
4. COMMITMENTS AND CONTINGENCIES
The Company leases office space under an operating lease expiring in April
2010. Minimum future rental payments under this lease are as follows:
Year Ended Amount
---------- ------
2004 $ 16,354
2005 16,354
2006 16,354
2007 16,354
2008 16,354
Subsequent to 2008 47,847
--------
Total $129,617
========
EARN-OUT PROVISION
Pursuant to an Agreement, as part of an earn-out provision, the Company,
based on future commissions received from one former customer on the
acquired customer list, may be liable to pay the seller up to an
additional $36,000 in 2004. Management's current estimate is that it is
reasonably possible that some earn-out payment will be made from future
commissions earned from this one customer in 2004. As of the date of these
financial statements, the total earn-out to be paid is unknown.
5. SUBSEQUENT EVENT
Management is currently exploring several opportunities for the Company to
either merge or acquire another company. As of the date of these financial
statements, no agreements have been made.
9
Item 2. Management's Discussion and Analysis or Plan of Operation.
The following discussion of our financial condition and results of operations
should be read in conjunction with the Condensed Consolidated Financial
Statements and Notes to those financial statements included in this Quarterly
Report and our Annual Report on Form 10KSB for the year ended December 31, 2003.
This discussion contains forward-looking statements that involve risks and
uncertainties. Our actual results may differ materially from those anticipated
in these forward-looking statements as a result of various factors including,
but not limited to, those discussed in this Quarterly Report.
OVERVIEW
We were incorporated under the name Phyllis Maxwell's Groups, Inc. in New York
on April 18, 1989. On August 31, 2001, we filed a Certificate of Amendment
changing our name to Clixtix, Inc.
Our wholly owned subsidiary, Maxwell Group Entertainment, Inc., was incorporated
under the laws of New York on August 3, 2001.
On August 31, 2001, we and our subsidiary entered into an Agreement and Plan of
Reorganization (the "Agreement"). Under the terms of the Agreement, we sold to
our subsidiary all of our tangible and intangible assets appearing on our
balance sheet as of September 30, 2001 and our subsidiary assumed all of the
liabilities appearing on our balance sheet as of September 30, 2001 in
consideration for 100 shares of our subsidiary's common stock, which constitutes
all of the issued and outstanding stock of our subsidiary.
We, through our subsidiary, provide services for groups who are interested in
attending New York's Broadway and Off-Broadway productions. We are licensed by
the City of New York to resell tickets to Broadway and Off-Broadway theatre
performances. Typically, we buy group tickets on behalf of a customer group
(usually a minimum of 20 persons) and our fee is paid, with limited exceptions
by the theatre. These exceptions include Saturday night tickets, certain holiday
periods or if the group falls below 20 persons, in which case the fee is paid by
the customer. On occasion, as a special service for group customers, for an
additional fee, as few as two or four tickets may be purchased.
Revenue is not recognized by us until the date an invoice is generated.
Generally, our sales and billing processes are as follows:
A customer will contact us regarding the availability of theatre tickets. We
will then contact the box office by phone regarding the customer's inquiry. If
the ticket availability is satisfactory to the customer, we will send a written
confirmation to the theatre detailing the show date and number of tickets
needed. Once we receive the signed confirmation back from the theatre, we send
the customer an invoice that details the price of the tickets. The price is
fixed and determinable. Upon our receipt from the customer of the
10
non-refundable amount due per the invoice, we will immediately remit the funds
to the respective show's box office. At that time, we have completed our work
necessary to earn our fee from the theatre. After the funds are received by the
box office, it sends the tickets to the customer. Our fee is delivered to us by
the theatres after the date of the show's performance. Our fee is 9.45% of the
ticket price. Box offices tend not to pay commission or give discounted ticket
prices for holiday and weekend performances. If customers wish to purchase
tickets for these periods, we may charge a commission that is, in that case,
included in the invoice amount. As such, in those instances, we receive our
commission before the date of the performance.
During the quarter ended March 31, 2004, we did not sustain any losses due to
cancellation of performances. The closing of any one show will not have a
material effect on our revenue stream, since each fee is based on a specific
date of performance. When productions close after a long theatre run, they tend
to announce the closing dates well in advance of the last performance.
We have been in operation since April 1988. Prior to 1989, Mrs. Maxwell operated
the same business as a sole proprietorship. During 2001, we conducted an initial
public offering in which we offered and sold 1,000,000 shares of our common
stock at a price of $0.05 per share for total consideration of $50,000. Our
proceeds from the sale of the shares were $50,000. Such proceeds were to be
utilized to substantially expand our website, implement new marketing programs,
and for the general expansion of our business through the greater use of the
internet as described below.
Based on the events of September 11, 2001, New York City and specifically, on
the theater industry, sustain a negative financial impact. As both New York City
and specifically, the theater industry, recovers we will continue to focus our
efforts on our core business practice.
Pursuant to an Asset Purchase Agreement dated as of September 23, 2003 (the
"Asset Purchase Agreement") by and among Clixtix, Inc, Vic Cantor Theatre Party
Services, Inc., a New York corporation and Harold Fishkin, the sole shareholder
of VCT, Clixtix acquired certain of the assets of VCT in consideration of the
payment of an aggregate purchase price of $164,000. The Purchase Price was paid
(a) $54,000 by certified check and (b) the balance by delivery of a three year
promissory note payable in equal monthly installments commencing on December 23,
2003. Based upon certain threshold ticket sales being achieved over the next 12
months, VCT has the ability to "earn" and additional $36,000, which if paid
would increase the aggregate Purchase Price to $200,000.
VCT has been engaged in the business of group and individual ticket sales for
theatrical and other events in the New York City area. In accordance with the
terms of the Asset Purchase Agreement, each of VCT and Harold Fishkin has agreed
not to compete with Clixtix for a period of five years.
We are currently on five web sites (two of our own and three others where we are
listed as a source for group Broadway ticket sales) and numerous search engines
in the category
11
of Broadway shows/Theatre Group Sales Agency Entertainment. It is our intention
to continue to be listed on every possible search engine.
12
FOR THE QUARTER THREE MONTHS ENDED MARCH 31, 2004 AND 2003 RESULTS OF OPERATIONS
For the quarter ended March 31, 2004, we had a net loss of $41,964 compared to a
net loss of $17,419 for the quarter ending March 31, 2003.
Our increase in net loss and resulting losses can be attributed to the increased
commission expense and buyout payments related to the acquisition of the Vic
Cantor Theatre Party Services, Inc. and an increase of number personnel and base
salaries and corresponding payroll taxes and employee benefits. Our commission
revenues increased 249% from $33,595 for the quarter ended March 31, 2003 to
$83,712 for the quarter ended March 31, 2004.
The rise in total commissions was attributed to the acquisition of the Vic
Cantor Theatre Party Services, Inc., but there was an overall decline of the
group sales industry for the quarter ended March 31, 2004. The New York
theatrical industry has substantially recovered from the affects of September
11, 2001, but there was a significant decline in the number of "new" shows by
the New York theatrical industry required to sustain or grow the related group
sales industry. The impact the reduced "new" offerings in 2004 directly impacts
bookings from customers by a lowered number of bookings. The announcement of
"new" shows for the remainder of the year remains limited.
Customers frequently reserve tickets six to nine months in advance without the
right to cancel, but our commissions are not received until after a specific
performance date occurs. Customer demand is a factor beyond our control, which
varies from quarter to quarter dependent upon availability of new shows. A
majority of our customers are repeat customers seeking only new shows. A
decrease of "new" shows will cause a decrease in overall commissions.
Another significant factor affecting our level of commission revenues is the
availability of tickets for the shows in high demand. Customer demand is a
factor beyond our control, which varies from quarter to quarter. If our
customers are seeking to see shows for which there are few tickets available
(i.e. The Producers, Hairspray, Boys for Oz, Avenue Q), we may have difficulty
in obtaining such tickets which would cause our commission revenues to decrease.
In addition, the age of the highly demanded shows also affects our ability to
obtain tickets and, in turn, our commission revenues. The longer a popular
production has been running, the less difficulty we face in obtaining and
selling tickets.
Despite our increase in commission revenues, A significant cause of the increase
in net loss was attributed to increased general and administrative expenses of
47.8% from $60,765 for the quarter ended March 31, 2003 to $89,790 for the
quarter ended March 31, 2004. Our general and administrative expenses include,
but are not limited to, salaries, employee benefit programs, professional fees,
travel and entertainment, telephone, office rent and offices expenses. Our
payroll expenses increased 140% from $ 13,547 for three months ended March 31,
2003 to $ 32,559 for three months ended March 31, 2004. An additional
contributing factor included increased general office expense of 551% from $ 859
for three months ended March 31, 2003 to $ 3,878 for three months ended March
31, 2004.
13
A significant factor was increased commissions directly related to an the
acquisition of the Vic Cantor Theatre Party Services, Inc. in the amount of
$7,379.15 during the quarter ending March 31, 2004 and related buyout expenses
in the amount of $9,092.41 during the quarter ending March 31, 2004.
Our professional expenses including legal, accounting and bookkeeping fees for
the quarter and three months ended March 31, 2004 decreased 42% from $5,850 for
three months ended March 31, 2003 to $3,400 for three months ended March 31,
2004. Our rent expense for the quarter and three months ended March 31, 2004
decreased 50% from $6,701 for three months ended March 31, 2003 to $3,341 for
three months ended March 31, 2004. Our miscellaneous expense for the quarter and
three months ended March 31, 2004 increased 57% from $2,201 for three months
ended March 31, 2003 to $3,450 for three months ended March 31, 2004. Our
offices expenses for the quarter and three months ended March 31, 2004 increased
551% from $ 859 for three months ended March 31, 2003 to $3,878 for three months
ended March 31, 2004. Our office supply expenses for the quarter and three
months ended March 31, 2004 decreased 73% from 2,482 for three months ended
March 31, 2003 to $670 for three months ended March 31, 2004. Our travel
expenses for the quarter and three months ended March 31, 2004 decreased 81%
from 3,751 for three months ended March 31, 2003 to $721 for three months ended
March 31, 2004.
LIQUIDITY AND CAPITAL RESOURCES
We ended the three month period ended March 31, 2004 with a cash overdraft
position of $4,324 as compared to a cash position of $5,588 for the three months
ending March 31, 2003.
Our cash position decline can be attributed to the fact that during the three
months ended March 31, 2004 am amount equal to $13,365 of cash used to reduce
long-term debt obligations. A portion of this $9,912 decrease in our cash
position was attributed to $29,024, or 47.8%, increase in cash paid to suppliers
and employees from $60,766 in the three months ended March 31, 2003 as compared
to $89,790 the three months ended March 31, 2004. This was offset by a 60.2%
increase of commissions received from $ 33,595 in the three months ended March
31, 2003 as compared to $ 83,712 the three months ended March 31, 2004.
A significant portion of this decrease in our cash position was attributed to
$7,379 paid in commissions payable under the acquisition of the business of Vic
Cantor Theatre Party Services, Inc. and the buyout payments totaling $9,092
Despite the negative affects of reduced "new" shows offered by the theatrical
industry, the cyclical downturn occurs from time to time as similar historical
events have occurred. The increase business derived from the acquisition of Vic
Cantor Theatre Party Services, Inc., and advance bookings will be sufficient to
satisfy our current requirements through the year ending December 31, 2004.
14
However, we may require significant additional financial resources for any
future expansion, especially if the expansion is affected through the
acquisition of related businesses. It is not possible to quantify what amount
may actually be required. Although the coverall demand for our services seems to
increase with recent acquisitions, the cost of the expanded business has also
increased. There is no assurance that this level of new business will continue
or significantly increase throughout 2004. If needed, we may seek to obtain
additional financing through public or private equity offerings. If we are
unable to generate the required amount of additional capital, our ability to
implement our expansion strategies may be adversely affected. No specific plans
exist for financing at this time.
VARIABLES AND TRENDS
Due to the possible fluctuations in the marketplace and the entertainment
industry, our operating results on a three month basis may not be indicative of
our operating results for a full year.
VARIABLES AND TRENDS
We have been conducting the same type of business activities for over 13 years.
Key variables in our industry are caused by the lack of popularity or attraction
of certain productions. However, as a general matter, the demand to see Broadway
and Off-Broadway productions has been constant. Currently running on Broadway
are 27 productions as of May 5, 2003.
Successful shows are enjoying a longer run time (i.e., Cats ran for 18 years;
Les Miserables, 16 years; Miss Saigon, 9 years as of December 2003). In
addition, currently long running productions Phantom of the Opera has run over
16 years; Rent, 7.8 years; Beauty and the Beast, 9.8 years; Lion King, 6.2
years, as of May 5, 2003. Prior to September 11, 2001, more people had been
going to see theatrical productions.
In addition, there is a current trend of large, well financed companies such as
Disney Theatrical Productions, Clear Channel Entertainment, Clear Channel's
subsidiary SFX Entertainment, Fox Theatricals and Dodger Theatricals furnishing
productions backed by substantial promotion dollars. In fact, Disney is
currently presenting three productions on Broadway and Clear Channel
Entertainment has produced 11 productions including through is subsidiary SFX
Entertainment with another 9 productions in association with Clear Channel or
SFX Entertainment.
Our revenue stream is affected by the influx of tourism into New York City and
is directly dependent upon attendance levels at Broadway shows. The terrorist
attacks on the World Trade Center on September 11, 2001 had a severe impact on
the economic situation in New York City during the remainder of 2001 and 2002,
especially with respect to tourism and theatre. Immediately following, several
advertising campaigns undertaken as well as promotions at many of the city's
hotels and restaurants encouraged tourism and theatre attendance in New York
City, which have been successful. However, there is no assurance that the levels
of tourism and theatre attendance will return to levels that existed prior to
September 11, 2001. Despite New York City's current leading rank
15
amongst tourist destinations to major U.S. Cities, unforeseen events could
impact tourism without warning and negatively impact tourism and theatre
attendance would have adverse effects on our business.
New theatres and the "rebirth" of the Time Square area of New York City as well
as the subsequent tourism increases have promised more interest and business in
theatre. Assuming that the level of tourism and theatre attendance and total box
office grosses continues to increase, all of these influences, changes and
product development taking place including the ongoing changes in Times Square,
the participation of the business giants and the promotion of all of live
entertainment can only affect us positively. Lion King (Disney) has been playing
to an average of 99% of its box office capacity after 6 years. Les Miserables
closed after 16 years. The longevity of several of the other shows (i.e., Lion
King, Beauty and the Beast, Phantom of the Opera, Chicago and Stomp) have the
potential to make for a solid future for Broadway and Off-Broadway.
The trauma of September 11, 2001 affected the economic life of New York City in
many aspects. The theatre industry felt an impact as many shows closed
prematurely and others played to lower capacity. Some productions postponed
their openings until Spring 2002 and Fall 2002, cutting down the number of new
productions available for sale. By the end of 2001, the demand for theatre
tickets seemed to stabilize.
The Total Paid Attendance for Broadway in 2002 and 2003 decreased from
11,406,505 to 11,112,436. The Cumulative Box Office Gross increased from
$707,050,303 to $725,462,411. The Total Playing Weeks, the measure of
productivity of Broadway as measured by the overall number of logged weeks
performed, decreased from 1,511 to 1459. The results of 2003 have increased
substantially from the year ended 1993 with a Total Paid Attendance of
7,642,860, Cumulative Box Office Gross of $333,316,961 and the overall logged
weeks of 981.
As of February 5, 2004; a total of 37 new productions have opened on Broadway
during the current 2003-2004 theatrical season and compared to 25 new
productions for the same period ending February 5, 2003. The total new
productions for the entire 2002-2003 theatrical season total 41 productions.
As of February 5, 2004; a total of 27 productions previously running on Broadway
closed during the 2003-2004 theatrical season and compared to 29 productions
that closed for the same period ending February 5, 2003. The total productions
that closed during the entire 2002-2003 theatrical season totaled 47
productions.
New York continues to be one of the top tourist destinations in the United
States. In 2002, New York City was ranked as the top U.S. Destination by
Hotels.com for the 2003-2004 winter destination followed by Las Vegas and
Orlando. In 2002, 35.3 million tourists journeyed to New York an overall growth
after the events September 11, 2001. The highest reported year was 1999 with
36.4 million visitors with a significant gain from U.S. domestic visitors and a
significant reduction in foreign visitors.
However, it is unclear whether such demand will continue given the generally
unstable economic and political climate.
16
As at December 31, 2003, we had employed a total of three employees of which all
are full time, and the company has two consultants. We may need to hire
additional employees during the year ending December 31, 2004 if our needs and
resources permit.
Item 3. Controls and Procedures
The chief executive officer and the principal financial officer of the
Registrant have concluded based on their evaluation as of a date within 90 days
prior to the date of the filing of this Report, that the Registrant's disclosure
controls and procedures are effective to ensure that information required to be
disclosed by the Registrant in the reports filed or submitted by it under the
Securities Act of 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commission's rules and forms, and include controls and procedures designed to
ensure that information required to be disclosed by the Registrant in such
reports is accumulated and communicated to the Registrant's management,
including the president, as appropriate to allow timely decision regarding
required disclosure.
There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.
Our management believes that a control system, no matter how well designed and
operated, cannot provide absolute assurance that the objectives of the control
system are met, and no evaluation of controls can provide absolute assurance
that all control issues and instances of fraud, if any, within a company have
been detected.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is not a party to any pending legal proceedings nor is any of
its property subject to pending legal proceedings.
Item 2. Changes in Securities and Use of Proceeds.
Not Applicable.
Item 3. Defaults Upon Senior Securities.
Not Applicable.
17
Item 4. Submission of Matters to a Vote of Security Holders.
Not Applicable.
Item 5. Other Information.
Not Applicable
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
31.1 Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)
31.2 Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)
32.1 Certification by the Chief Executive Officer pursuant to 18 U.S.C. 1350 as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 Certification by the Chief Financial Officer pursuant to 18 U.S.C. 1350 as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(b) On April 30, 2004, the Company filed a report on Form 8K reporting
that on April 27, 2004, Richard M. Prinzi, Jr. CPA, the Company's then principal
independent accountant resigned and that the Company had engaged Livingston,
Wachtel & Co., LLP as the principal accountant to audit the Company's financial
statements for the year ended December 31, 2003
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SIGNATURE PAGE
In accordance with the requirements of the Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: June 4, 2004 CLIXTIX, INC.
By: /s/ "Phyllis Maxwell"
Phyllis Maxwell, President
By: /s/ "Richard Kelley"
Richard Kelley, Vice President
(principal financial officer,
principal accounting officer)
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