UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2003
[
] 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: 000-27339
BINGO.COM, INC.
(Exact name of registrant as specified in its charter)
|
Florida |
|
98-0206369 |
|
(State or other jurisdiction of incorporation or organization) |
|
(I.R.S. Employer Identification No.) |
1166 Alberni Street, Suite 1405
Vancouver, British Columbia,
Canada, V6E 3Z3
(Address of Principal Executive Offices)
(604) 694-0300
|
|
(Registrant's Telephone Number, Including Area Code) |
|
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 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 X No
APPLICABLE ONLY TO CORPORATE ISSUERS
The number of outstanding shares of the Registrant's Common Stock, par value $0.001 per share, was 11,104,608 as of August 14, 2003.
BINGO. COM, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE PERIOD ENDED JUNE 30, 2003
TABLE OF CONTENTS
| PART I - FINANCIAL INFORMATION |
2 |
|
| ITEM 1. | Financial Statements. | 2 |
| CONSOLIDATED BALANCE SHEETS | 2 | |
| CONSOLIDATED STATEMENTS OF OPERATIONS | 3 | |
| CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT | 4 | |
| CONSOLIDATED STATEMENTS OF CASH FLOWS | 5 | |
| ITEM 2. | Management's Discussion and Analysis of Financial
Condition
and Results of Operations |
14 |
| ITEM 3. | Quantitative and Qualitative Disclosures About Market Risk. | 21 |
| ITEM 4. | Controls and Procedures. | 21 |
| PART II - OTHER INFORMATION | 22 | |
| ITEM 1. | Legal Proceedings | 22 |
| ITEM 2. | Changes in Securities and Use of Proceeds | 22 |
| ITEM 3. | Defaults Upon Senior Securities | 22 |
| ITEM 4. | Submission of Matters to a Vote of Security Holders | 22 |
| ITEM 5. | Other Information | 22 |
| ITEM 6. | Exhibits and Reports on Form 8-K | 23 |
| SIGNATURES | 25 | |
| CERTIFICATES | 26 | |
| Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley act of 2002 | 28 | |
| Amendment to the restated Convertible Debenture originally dated April 16, 2001 and restated as at May 21, 2002. | 30 | |
Page 1
BINGO.COM, INC.
Consolidated Balance Sheets
|
|
|
|
June 30, 2003 |
|
|
December 31, 2002 |
|
|
|
|
(Unaudited) |
|
|
(Audited) |
|
Assets |
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
9,576 |
|
$ |
14,682 |
|
Accounts receivable |
|
|
32,845 |
|
|
5,294 |
|
Inventory |
|
|
1,315 |
|
|
2,631 |
|
Prepaid expenses |
|
|
31,845 |
|
|
14,093 |
|
Total current Assets |
|
|
75,581 |
|
|
36,700 |
|
|
|
|
|
|
|
|
|
Equipment, net |
|
|
77,301 |
|
|
127,469 |
|
|
|
|
|
|
|
|
|
Other assets |
|
|
11,551 |
|
|
29,675 |
|
|
|
|
|
|
|
|
|
Domain name rights |
|
|
1,257,241 |
|
|
1,257,241 |
|
|
|
|
|
|
|
|
|
Deferred tax asset, less valuation allowance of $3,367,454 (2002 - $3,346,803) |
|
|
- |
|
|
- |
|
|
|
|
|
|
|
|
|
Total Assets |
|
$ |
1,421,674 |
|
$ |
1,451,085 |
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Deficit |
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
|
|
Accounts payable |
|
$ |
553,281 |
|
$ |
597,531 |
|
Accounts payable - related party |
|
|
167,173 |
|
|
151,075 |
|
Accrued liabilities |
|
|
88,520 |
|
|
52,370 |
|
Accrued liabilities - related party |
|
|
287,061 |
|
|
209,702 |
|
Unearned Revenue |
|
|
22,250 |
|
|
12,500 |
|
Loan payable |
|
|
220,430 |
|
|
197,134 |
|
Current portion of capital leases |
|
|
94,278 |
|
|
115,536 |
|
Total Current Liabilities |
|
|
1,432,993 |
|
|
1,335,848 |
|
|
|
|
|
|
|
|
|
Debenture payable (Note 4) |
|
|
1,395,000 |
|
|
1,395,000 |
|
Less warrants - debenture discount |
|
|
(316,279) |
|
|
(372,736) |
|
Net debenture payable |
|
|
1,078,721 |
|
|
1,022,264 |
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
2,511,714 |
|
|
2,358,112 |
|
|
|
|
|
|
|
|
|
Commitments and contingencies (Note 6) |
|
|
|
|
||
|
|
|
|
|
|||
|
Stockholders' Deficit: (Note 5) |
|
|
|
|||
|
Common stock, $0.001 par value, authorized 50,000,000 shares; issued and outstanding 11,104,608 |
11,105 |
|
|
11,105 |
||
|
Additional paid in capital |
8,231,531 |
|
|
8,231,531 |
||
|
Accumulated deficit |
(9,314,249) |
|
|
(9,174,243) |
||
|
Accumulated other comprehensive loss: Foreign currency translation adjustment |
|
|
(18,427) |
|
|
24,580 |
|
Total Stockholders' Deficit |
|
|
(1,090,040) |
|
|
(907,027) |
|
|
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