SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the quarterly period ended June 30, 2004
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the transition period from ______________ to ______________
Commission file number: 000-32761
LIVE GLOBAL BID, INC.
--------------------------------------
(Exact name of small business issuer as specified in its charter)
NEVADA 86-1024813
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2075 Norwood Avenue Moose Jaw, Saskatchewan S6H 4P2
------------------------------------------
(Address of principal executive office) (Zip Code)
602-821-6492
---------------------
(Issuer's telephone number)
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 XX No
---- ----
The number of outstanding shares of the issuer's common stock, $0.001 par value,
as of June 30, 2004 was 18,524,849.
1
LIVE GLOBAL BID, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
Part I Financial Information Page
Item 1. Financial Statements:
Condensed Consolidated Balance Sheet, June 30, 2004 (unaudited) ... 3
Unaudited Condensed Consolidated Statements of Operations for the
three month and nine months ended June 30, 2004 and 2003 .......... 4
Unaudited Condensed Consolidated Statements of Cash Flows for the
nine months ended June 30, 2004 and 2003 .......................... 5
Condensed Consolidated Statements of Shareholders' Equity for the
period from September 1, 2001, through June 30, 2004 (unaudited) . 6
Notes to Consolidated Financial Statements (unaudited) ........... 7
Item 2. Management's Discussion and Analysis or Plan of Operations ..........11
Part II Other Information
Item 1. Legal Proceedings ...................................................14
Item 2. Changes in Securities ...............................................14
Item 6. Exhibits and Reports on Form 8-K ....................................14
Signatures ..................................................................14
2
Part I Financial Information
Item 1. Financial Statements:
LIVE GLOBAL BID, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
March 31, 2004
(unaudited)
ASSETS
CURRENT ASSETS
Cash $ 591,076
Accounts receivable 228,000
Accounts receivable-related parties 171,349
------------------
Total Current Assets 990,425
------------------
PROPERTY AND EQUIPMENT, net 61,477
OTHER
Patent costs 19,069
------------------
$ 1,070,970
==================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 91,090
Deferred revenue 36,250
Income tax payable 143,558
Current portion of long term debt 4,320
------------------
Total Current Liabilities 275,218
------------------
LONG TERM DEBT 7,473
------------------
282,691
------------------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, par value $.001, 100,000,000 shares authorized;
shares issued 18,524,849;
shares outstanding 17,510,457 18,525
Paid in capital 2,123,828
Share subsriptions receivable (86,444)
Distributions in excess of legally stated capital (174,761)
Retained earnings (deficit) (1,145,962)
Currency translation adjustments, net 53,093
------------------
788,280
------------------
$ 1,070,970
==================
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
3
LIVE GLOBAL BID, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<table>
<caption>
THREE MONTHS ENDED June 30, NINE MONTHS ENDED June 30,
------------------------------- -------------------------------
2004 2003 2004 2003
--------------- --------------- --------------- ---------------
REVENUE
Software licensing fees $ 27,308 $ 230,168 $ 582,493 $ 586,498
Software commissions 327,360 17,531 716,084 35,870
Other 129,560 51,555 267,384 166,406
--------------- --------------- --------------- ---------------
Total revenues 484,228 299,254 1,565,961 788,774
--------------- --------------- --------------- ---------------
COSTS AND EXPENSES
Software licensing,commissions and other costs 301,550 72,450 636,875 190,740
Selling, general and administrative 244,500 247,576 885,396 578,397
Research and development 392 79,612 -
Depreciation and amortization 3,388 - 6,074 -
Interest 495 831 20,771 2,027
--------------- --------------- --------------- ---------------
Total costs and expenses 550,326 320,857 1,628,729 771,165
--------------- --------------- --------------- ---------------
Income (loss) before provision for
income taxes (66,098) (21,603) (62,768) 17,609
Provision for income taxes - 143,558
--------------- --------------- --------------- ---------------
Net income (loss) $ (66,098) $ (21,603) $ (206,326) $ 17,609
=============== =============== =============== ===============
NET INCOME (LOSS) PER SHARE-Basic and diluted * * $ (0.01) *
=============== =============== =============== ===============
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 17,503,818 10,765,761 20,311,805 10,414,996
=============== =============== =============== ===============
</table>
* less than $.01 per share
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
4
LIVE GLOBAL BID, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
<table>
<caption>
Nine Months Ended June 30,
--------------------------------
2004 2003
---------------- ---------------
OPERATING ACTIVITIES:
Net income (loss) $ (206,326) $ 17,609
Depreciation and amortization 6,074
Adjustments to reconcile net (loss) to net
cash used by operating activities:
Changes in:
Accounts receivable (285,400) (9,622)
Foreign tax credits receivable 141,955 (82,487)
Accounts payable (198,999) 128,374
Deferred revenue 36,250
Income tax payable 126,537
---------------- ---------------
Net Cash Provided (Used) by Operating Activities (379,908) 53,875
---------------- ---------------
INVESTING ACTIVITIES:
Additions to equipment and leasehold improvements (67,551)
Patent costs (8,142) (1,744)
---------------- ---------------
Net Cash Provided (Used) by Investing Activities (75,693) (1,744)
---------------- ---------------
FINANCING ACTIVITIES:
Proceeds from Long Term Debt 11,792
Distributions in excess of legally stated capital (90,540)
Reduction in advances from related parties (76,614) (192,450)
Proceeds from stock issuance 1,153,213 210,842
---------------- ---------------
Net Cash provided by Financing Activities 997,851 18,393
---------------- ---------------
Effect of exchange rates on cash 23,803 (25,089)
---------------- ---------------
NET INCREASE IN CASH 566,054 45,435
CASH, beginning of period 25,022 748
---------------- ---------------
CASH, end of period $ 591,076 $ 46,189
================ ===============
Other supplemental information
Income taxes paid $ 1,410
================
Interest paid $ 20,771 $ 429
================ ===============
</table>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
5
LIVE GLOBAL BID, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
<table>
<caption>
Distributions in
Excess of
COMMON STOCK Legally Currency
------------------------ Paid-in Stock Stated Accumulated Translation
Shares Amount Capital Subscriptions Capital (Deficit) Adjustments Total
------------- ---------- ---------- ------------- ----------- ------------- ---------- ---------
Balances, September 30, 2001 7,525,410 $ 323,642 $ - $ - $ - $ (566,335) $ 19,905 $(222,788)
Proceeds from sale of common
stock @ $.95 1,495,018 212,917 212,917
Foreign currency translation adjustment 842 842
Net( loss) for the year (202,593) (202,599)
------------- ---------- ---------- ------------- ----------- ------------- ---------- ---------
Balances, September 30, 2002 9,020,427 536,559 - - - (768,928) 20,747 (211,628)
Proceeds from sale of common stock 1,115,685 171,092 171,092
Proceeds from sale of common stock 669,418 68,437 68,437
Exercise of stock options 2,779,256 426,202 (299,595) 126,608
Distributions in excess of legally
stated capital (84,221) (84,221)
Foreign currency translation
adjustment,net 8,543 8,543
Net income for the year (170,708) 192,067
------------- ---------- ---------- ------------- ----------- ------------- ---------- ---------
Balances, September 30, 2003 13,584,787 1,202,291 - (299,595) (84,221) (939,636) 29,290 (91,870)
(unaudited) -
Recapitalization December 15, 2003 4,000,000 (1,184,706) 1,184,706 -
Share Issuance 940,062 940 939,122 940,062
Collection of stock subscriptions 213,151 213,151
Distributions in excess of legally
stated capital (90,540) (90,540)
Foreign currency translation
adjustment,net 23,803 23,803
Net (Loss) for the nine months ended
June 30, 2004 (206,326) (206,326)
------------- ---------- ---------- ------------- ----------- ------------- ---------- ---------
Balances, June 30, 2004 (unaudited) 18,524,849 $ 18,525 $2,123,828 $ (86,444) $ (174,761) $ (1,145,962) $ 53,093 $ 788,280
============= ========== ========== ============= =========== ============= ========== =========
</table>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS
6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
In the opinion of management, the accompanying un-audited condensed 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. 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 of the Company's financial position as of June 30, 2004 and
the results of its operations for the three and nine months ended June 30, 2004
and 2003, and cash flows, for the nine months ended June 30, 2004 and 2003, have
been made. Operating results for the nine months ended June 30, 2004 are not
necessarily indicative of the results that may be expected for the year ended
September 30, 2004.
These un-audited condensed financial statements should be read in conjunction
with the financial statements and notes thereto contained in the Company's Form
10-QSB for the quarter ended March 31, 2004 and the audited financial statements
for the year ended September 30, 2003 and 2002 included in the Company's Form
8-K/A.
Principles of Consolidation
The consolidated financial statements include the historical consolidated
financial statements of Worldwide Farm Equipment Auctions.com Ltd. (WWFEA), its
100 percent owned subsidiary, Live Global Communications USA Inc. (LGC), and
Live Global Bid Inc., formerly Dakota Distribution Inc., as of the date of the
stock exchange transaction on December 18, 2003. All significant intercompany
accounts and transactions have been eliminated in consolidation.
NOTE 2 - OPTIONS TO PURCHASE COMMON STOCK
As of June 30, 2004, the Company issued a total of 5,353,467 stock purchase
options to purchase 5,353,467 shares of common stock at $.15 per share, over an
extended period ending in May, 2005. As of June 30, 2004, 2,835,716 options have
been exercised for approximately $426,000. As of June 30, 2004 there were
1,014,437 shares subscribed for but not issued as a result of the options
exercised, and 2,517,751 unexercised options outstanding. All options granted
were issued at nominal value to non-employees as either part of the total amount
paid for their purchase of common stock of the Company or for services rendered.
NOTE 3 - RELATED PARTY TRANSACTIONS
During the current quarter, the Company advanced a total of $65,188 to White
Sales and Auctions Services Ltd., a company owned by the President and CEO of
Live Global Bid Inc.
During the current quarter, the Company advanced a total of $43,894 to
Autoprofile Corp., a joint venture company that Live Global Bid Inc. has a 34%
interest in, pending the finalization of the shareholders agreement.
NOTE 4 - SEGMENT INFORMATION
The tables below present revenues and earnings before income tax (EBT), and
total assets for reported segments for the three and nine months ended June 30,
2004. There was one segment for June 30, 2003, which was foreign only:
7
SEGMENT INFORMATION - continued
THREE MONTHS
ENDED June 30, 2004
--------------- --------------- --------------- ---------------
U S Foreign Inter segment Total
--------------- --------------- --------------- ---------------
Revenue $ 330,191 $ 351,895 $ (197,858) $ 484,228
EBT 95,763 (164,004) 2,142 (66,098)
Total assets 1,528,042 801,236 (1,258,309) 1,070,970
NINE MONTHS
ENDED JUNE 30, 2004
--------------- --------------- --------------- ---------------
U S Foreign Inter segment Total
--------------- --------------- --------------- ---------------
Revenue $ 1,209,990 $ 953,833 $ (597,862) $ 1,565,961
EBT 535,743 (600,653) 2,142 (62,768)
Total assets 1,528,042 801,237 (1,258,309) 1,070,970
Specific items included in segment EBT for the three and nine months ended June
30, 2004 were as follows:
--------------- --------------- ---------------
U S Foreign Total
--------------- --------------- ---------------
Revenues from external customers $ 330,191 $ 150,348 $ 480,539
Intersegment revenues - 197,858 197,858
Wage program revenues - 3,689 3,689
Interest income - - -
Interest expense 57 438 495
--------------- --------------- ---------------
U S Foreign Total
--------------- --------------- ---------------
Revenues from external customers $ 1,209,990 $ 334,736 $ 1,545,892
Intersegment revenues - 597,862 597,862
Wage program revenues - 19,070 19,070
Interest income - 1,000 1,000
Interest expense 57 20,714 20,771
8
SEGMENT INFORMATION - continued
Segment assets of US (LGC) include accounts receivable, goodwill relating to the
purchase of customer contracts from its parent and cash in bank. Foreign segment
assets (WWFEA) include accounts receivable, equipment and leasehold
improvements, patent costs, and cash. Segment revenues include an intercompany
management fee of $200,000 per quarter.
Significant Customers
Customers whose sales were more than 10% of total sales for the three and nine
months ended June 30, 2004 and 2003 follows:
Three Months Nine Months
June 30, 2003 June 30, 2003
------------- -------------
Customer A 0% 4%
Customer B 36% 49%
Three Months Nine Months
June 30, 2004 June 30, 2004
------------- -------------
Customer A 81% 30%
Customer B 4% 36%
NOTE 5 - PRIOR PERIOD ADJUSTMENTS AND RESTATEMENT OF REPORTED NET INCOME
Fiscal Year Ended September 30, 2003
The Company's legal subsidiary, Worldwide Farm Equipment Auctions.com Ltd. and
subsidiary originally reported a loss before income tax benefit for the fiscal
year ended September 30, 2003 of $170,708, an income tax benefit of $362,775,
and net income of $192,067.
The recorded income tax benefit and related deferred tax assets were based on
Canadian non-capital losses, Research and Development tax credits and
expenditure pool. Under Canadian generally accepted accounting principles such
tax benefits may be recognized if the Company has the ability to utilize such
benefits in the future. Additional pretax operating losses were incurred during
the six months ended March 31, 2004, in Canada, resulting in the recognition of
additional income tax benefits and related deferred tax assets including an
increase in the tax rate from 21% to 43% for certain benefits,based on the
Company's change from being a private Company to a public Company.
Under US generally accepted accounting principles, a valuation allowance is
required to be provided to offset any such tax benefits to the extent such tax
benefits are more likely to not be utilized during the carry-forward period
based on all of the available evidence. Since US generally accepted accounting
principles is applicable to the Company's financial statements, rather than
Canadian generally accepted accounting principles, the recorded tax benefit for
all periods in which they were reported are eliminated resulting in a
substantial reduction in net income, an increase in the deficit in retained
earnings and a reduction in earnings per share as follows:
9
PRIOR PERIOD ADJUSTMENTS AND RESTATEMENT OF REPORTED NET INCOME - continued
CONSOLIDATED RESULTS OF OPERATIONS
Fiscal Year Ended
September 30, 2003
-----------------------------
Originally
Reported Restated
------------- -------------
Income (los) before income taxes $ (170,708) $ (170,708)
Income taxes (benefit) (362,775) -
------------- -------------
Net income (loss) $ 192,067 $ (170,708)
============= =============
Net income (loss) per share $0.01 ($0.01)
------------- -------------
Weighted average shares outstanding 12,824,060 12,824,060
------------- -------------
Quarter Ended
-----------------------------
December 31, 2003
-----------------------------
Originally
Reported Restated
------------- -------------
Income (los) before income taxes $ 169,644 $ 169,644
Income taxes (benefit) (231,938) 141,814
------------- -------------
Net income (loss) $ 401,582 $ 27,830
============= =============
Net income (loss) per share $0.03 $0.00
------------- -------------
Weighted average shares outstanding 14,918,120 14,918,120
------------- -------------
Six Months Ended
------------------------------
March 31, 2004
-----------------------------
Originally
Reported Restated
------------- -------------
Income (los) before income taxes $ 7,292 $ 7,292
Income taxes (benefit) (296,190) 141,946
------------- -------------
Net income (loss) $ 303,482 $ (134,654)
============= =============
Net income (loss) per share $0.02 $(0.01)
------------- -------------
Weighted average shares outstanding 17,014,296 17,014,296
------------- -------------
10
PRIOR PERIOD ADJUSTMENTS AND RESTATEMENT OF REPORTED NET INCOME - continued
CONSOLIDATED RETAINED EARNINGS (DEFICIT)
Originally
Reported Restated
------------- -------------
September 30, 2003 $ (576,867) $ (939,642)
Net income (loss) six months
ended March 31, 2004 303,482 (134,654)
------------- -------------
Balance March 31, 2004 $ (273,385) $(1,074,296)
============= =============
NOTE 6 - JOINT VENTURE
On April 5, 2004, the Company formed a joint venture with a group, which
includes the legal counsel and a shareholder of the company. The Company's
initial interest in the joint venture is 50%, which requires no capital
contribution. The joint venture will be the exclusive licensee of the Company's
software and trademark rights for use in connection with sports media
distribution and broadcasting.
NOTE 7 - SETTLEMENT OF LITIGATION
A claim had been made against the Company by a former employee alleging the
Company owed the claimant 37,500 shares of Class A common stock for services
performed. This claim has since been settled without any financial impact on the
Company.
MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS
- ---------------------------------------------------------------
The following discussion is intended to provide an analysis of our financial
condition and plan of operation and should be read in conjunction with our
financial statements and the notes thereto set forth herein. The matters
discussed in this section that are not historical or current facts deal with
potential future circumstances and developments. Our actual results could differ
materially from the results discussed in the forward-looking statements. Factors
that could cause or contribute to such differences include those discussed
below.
Our recent dramatic increase in revenue is due to the acceptance of our Live
Global Bid 1.1 Software and the completion of significant contracts with Manheim
Interactive, ADESA Canada and ADESA USA who are the leading auction houses in
North America. Our business model for most customers is to be compensated on a
"per tick" or continuous revenue stream based on the number of vehicles being
posted in auctions that use our software and further revenues for vehicles sold
to internet buyers. Our existing clients are continuing to add our software to
additional auction lanes in their companies. With each additional customer
lanes, our revenues will increase with little increase in our related costs.
From the existing products we have and the continued market acceptance and
adoption of these products, we expect revenues and profits to continue to
increase for the foreseeable future.
Live Global Bid Inc. is continuing to attract and to serve new customers. During
the second quarter of the last fiscal year an agreement was reached with an
industry consortium which promises to bring 80 to 130 more customers in "Tier 2"
auctions to LGB over the next 24 months. We have sold a system to a significant
industry player in Australia that has held auctions in Australia with positive
11
MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS - continued
results. We are expecting significant revenues from this source in the future.
We now dominate the North American auto auction market and are looking to the
salvage market for future sales. We are in serious negotiations with a major
player in that market. We have also made efforts to market our products in
Europe and as our existing clients expand their products to Europe we expect
that their competitors will be motivated to use our software to stay
competitive.
We have spent approximately $ 80,000 on research and development in the first
and second quarter on new software products including the "Run Maker" which will
assist existing and new users of our Live Global Bid software in recording and
describing the "run" of vehicles in lots that make up existing auctions. We
anticipate a significant new stream of revenue when this product is introduced
in the 4th quarter. We are also pursuing joint ventures with major players in
the automotive information business. Such venture would aid our Runmaker product
in adding a substantial database and also source new revenue streams for
information now generated through our business as we now have approximately
250,000 cars running through our auctions per month which represents 500 to 600
million dollars in transaction per month. This information is much sought after
by industry publications and we now can offer a very cost effective and timely
manner of collecting this information.
In the mid term (over the next 24-36 months) we also plan to pursue auction
houses in non English speaking countries such as those in Latin America and
Asia, as well as pursuing the art and antique business.
Results of Operations
Quarter Ended June 30, 2004 as compared to quarter ended June 30, 2003.
Total revenues for the quarter ended June 30, 2004 were $ 484,228 as compared to
$ 299,254 for the same period in fiscal 2003, an increase of 62%. Our software
licensing fees during the quarter ended June 30, 2004 decreased by 88% to
$27,308 from $230,168 for the same period in fiscal 2003. This decrease is
largely caused by management's preference for software commission revenue
structures within customer contracts. This adjustment to new contracts is
evident as software commissions increased in the quarter ended June 30, 2004 to
$327,360 from $17,531 for the same period in fiscal 2003.
Software licensing, commission and other costs for the quarter ended June 30,
2004 increased to $301,550 from $72,450 for the same period in fiscal 2003, due
to added technical and support requirements as a result of increasing customer
volume.
The net loss increased from $21,603 for the quarter ended June 30, 2003 to a
loss of $66,098 in the current quarter. The increase in the loss is due to
increasing staff requirements consistent with a growing customer base, plus
depreciation and amortization, not previously applicable.
Nine Months Ended June 30, 2004 as compared to Nine Months Ended June 30, 2003.
For the nine months ended June 30, 2004, total revenues increased by 99% to
$1,565,961 from $788,774 in fiscal year 2003. The increase is due to the
installation of new software systems and the signing of new contracts resulting
in increasing commission revenues.
Software licensing costs increased by 234% to $636,875 for the nine months ended
June 30, 2004 from the same period in fiscal year 2003. The increase in software
12
MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS - continued
licensing costs is due primarily to greater server, technical support and
installation costs associated with an increased volume of customers.
Selling, general and administrative expenses increased by 56% for the nine
months ended June 30, 2004 to $885,396 from $578,397 for the same period in
fiscal year 2003. The increase is due primarily to the addition of staff
members, and increasing marketing and professional services expenses.
Research and development costs of $79,612 were incurred in the nine month period
ended June 30, 2004 to prepare and test the Runmaker product for our existing
and future customers.
Interest expense was $20,771 for the nine months ended June 30, 2004 from $2,027
for the same period in fiscal year 2003, primarily for the final payment of
interest on shareholder loans.
Financial Condition, Liquidity and Capital Resources
At June 30, 2004, we had $591,076 in cash. The increase in cash is primarily due
to proceeds received in the completion of the private placement for 1,000,000
shares, which was completed in April of the current fiscal year.
Approximately $350,000 of the private placement funds were used to complete the
renovation of the Moose Jaw office, research and development, advances made to a
joint venture company and for working capital. We intend to utilize the funds
from our private placement for further research and development and operating
expenses required to test and market products that are complimentary to our
current technology. The remaining funds will be used for strategic acquisitions
that may or may not materialize.
We anticipate that our cash flow from operations and available cash will be
sufficient to meet our anticipated financial needs for at least the next 12
months. However, in certain circumstances we may need to raise additional
capital in the future, which might not be available on reasonable terms or at
all. Failure to raise capital when needed could adversely impact our business,
operating results and liquidity. If additional funds are raised through the
issuance of equity securities, the percentage of ownership of existing
stockholders would be reduced. Furthermore, these equity securities might have
rights, preferences or privileges senior to our Common Stock. Additional sources
of financing may not be available on acceptable terms, if at all.
Our primary resource commitments at June 30, 2004 consist of long term debt and
operating lease commitments, primarily for computer equipment, vehicles and our
corporate office facilities.
We intend to pursue additional research and/or sub-contractor agreements
relating to our development projects. Additionally, we may seek partners and
acquisition candidates of businesses that are complementary to our own. Such
investments would be subject to our obtaining financing through issuance of debt
or other securities, which may be dilutive to stockholders.
13
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
31 Certificate of CEO & CFO as Required by Rule 13a-14(a)/15d-14
32 Certificate of CEO & CFO as Required by Rule 13a-14(b) and Rule
15d-14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of
Title 18 of the United States Code
(b) Reports on Form 8-K
None
SIGNATURE
In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by the
undersigned, thereto duly authorized.
Date: August 5, 2004
LIVE GLOBAL BID, INC.
(Registrant)
By: /s/ Barry White
- --------------------------
Barry White
President and Director
14
EXHIBIT 31
CERTIFICATION
I, Barry White, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of LIVE GLOBAL BID,
INC.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls
and procedures as of a date within 90 days prior to the filing date of
this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent
functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
controls; and
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: August 5, 2004
By: /s/ Barry White
- --------------------------
Barry White CEO & CFO
15
EXHIBIT 32
CERTIFICATION PURSUANT TO
18 U.S.C. 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of LIVE GLOBAL BID, INC. (the "Company")
on Form 10-QSB for the period ended June 30, 2004, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, Kevin Ericksteen,
Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
The Report fully complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.
Date: August 5, 2004
By: /s/ Barry White
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Barry White CEO & CFO
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