November 13, 2001
INFORM WORLDWIDE HOLDINGS INC (IWWH.OB)
Quarterly Report (SEC form 10QSB)
Item 2. Management's discussion and analysis of financial condition and results of operations
The following discussion should be read in conjunction with the reviewed quarterly financial statements filed with this report. Except for the historical information contained herein, this report may contain forward looking statements that involve risks and uncertainties, including uncertainty of market acceptance of the Company's products and services, and timing of market acceptance, as well as other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission.
PLAN OF OPERATIONS
Our principal business plan for the next nine months is to locate and consummate a business combination or transaction with another entity engaged in a business that generates revenues, in exchange for our securities. We have not identified any particular acquisition target and do not have any agreements regarding a business combination.
We believe the primary attraction of the Company in a business combination will be the perceived benefits of a reporting company under the Securities Exchange Act of 1934 (the "Exchange Act"). Such perceived benefits may include opportunity for additional equity financing, providing liquidity for incentive stock options or similar benefits to key employees, and providing liquidity for shareholders. We have not conducted any formal research to assess the market for our intended plan of operations.
We intend to contact investment bankers, corporate financial analysts, broker-dealers and other investment industry professionals through various media. We may also identify prospective business opportunities through present and future associations of our officers, directors, and shareholders. We will not limit its search to any specific business, industry, or location. Our search will initially be directed toward small and medium-sized enterprises that have a desire to become public corporations. In analyzing prospective business opportunities, we will consider factors such as the available resources, working capital, financial requirements, any history of operations, and prospects for the future.
The structure of a proposed business combination or transaction will depend on the nature of the opportunity and the requirements of the parties. Negotiations will likely focus on the percentage of the Company that the target company shareholders would acquire in exchange for all of their shareholdings in the target company. Any business combination or transaction will likely result in a significant issuance of shares and substantial dilution to present stockholders of the Company.
We expect that any securities issued in a business combination would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, all or a part of such securities may be registered with the SEC.
We do not presently have revenue from operations. Therefore, we will have to raise capital in the next twelve months to pay expenses. We do not expect to acquire any plant or significant equipment other than through a business combination. Because we have no revenues to pay our expenses, present management or shareholders have loaned money to the Company. There is no agreement or commitment from any source to continue to provide funds to the Company, and there is no assurance we can obtain any needed capital. The only realistic opportunity from which we can repay any loans will be from a prospective merger or acquisition candidate. If a merger candidate cannot be found in a reasonable period of time, we may be required to reconsider our business strategy, which could result in the bankruptcy or dissolution of the Company.
RESULTS OF OPERATIONS - QUARTER ENDED SEPTEMBER 30, 2001 COMPARED TO QUARTER
ENDED SEPTEMBER 30, 2000
Revenue
Net sales for the quarter ending September 30, 2001 were $0.
Gross Profit
Gross profits for the quarter ended September 30, 2001 were $0. There was no revenue generated during the quarter ended September 30, 2001 due to change of business direction.
Selling, General & Administrative Expenses
Selling, general and administrative (SG&A) expenses for the quarter ending September 31, 2001 were $204,096 which represent a 83% decrease from $1,265,748 for the same period a year ago. The decrease in expenses is due to the Company's drastic downsizing over the past nine months. The Company downsized from nineteen employees a year ago to four employees as of September 30, 2001. The major components of these expenses for the fiscal quarter were rent, accounting and legal fees, business insurance expense, investor relations expense and salaries. Rent and lease expense represents 28% of all general and administrative expenses.
The net operating loss for the quarter ended September 30, 2001 was ($238,114) or, ($0.02) per share. This represents a decrease of 81% compared to ($1,234,166) or ($0.21) a share, for the same period a year ago. The decrease in net loss was the result of decreased operational costs. There were a total of 15,146,086 shares and 5,988,802 shares issued and outstanding as of September 30, 2001 and 2000, respectively.
Liquidity and Capital Resources
As of September 30, 2001, the Company had cash on hand of $694, accounts receivable of $0. No revenues are currently anticipated through the end of the calendar year.
Net cash used for operating activities for the quarter ending September 30, 2001 totaled ($300,664) compared to ($718,379) used for operating activities for the same period a year ago. The decrease in cash used for operating activities was the result of lower selling, general and administrative expenses.
Net cash used by investing activities totaled $0 for the quarter ending September 30, 2001 compared to ($15,366) used by the Company for the same period a year ago. The decrease in investing activities was the result of changes in operational direction during the quarter ended September 30, 2001.
Net cash provided by financing activities totaled $238,415 for the quarter ending September 30, 2001 compared to $639,893 for 2000. The decrease in cash provided by financing activities was the result of a lack of sales of common and preferred stock. Financing came from borrowing activities and utilizing existing credit facilities. Because we have no revenues to pay our expenses, present management or shareholders have loaned money to the Company.
There is no agreement or commitment from any source to continue to provide funds to the Company, and there is no assurance we can obtain any needed capital. There can be no assurances that the Company's ongoing operations will begin to generate a positive cash flow or that unforeseen events may not require more working capital than the Company currently has at its disposal.
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