-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JTUVr3fRPVZKxHzUPBF8VdO8UKySMw5ealEcX4i+dbeaNhNgfdz/raz49zU70BAw GfC8K0GtJxQ59x7IxcL2kg== 0000944209-01-500177.txt : 20010426 0000944209-01-500177.hdr.sgml : 20010426 ACCESSION NUMBER: 0000944209-01-500177 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010425 FILED AS OF DATE: 20010425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BID COM INTERNATIONAL INC CENTRAL INDEX KEY: 0001079171 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: SEC FILE NUMBER: 001-14835 FILM NUMBER: 1610829 BUSINESS ADDRESS: STREET 1: 6725 AIRPORT RD STE 201 STREET 2: MISSISSAUGA ONTARIO CITY: CANADA L4V 1V2 BUSINESS PHONE: 9056727469 MAIL ADDRESS: STREET 1: 6725 AIRPORT RD STE 201 STREET 2: MISSISSAUGA ONTARIO CITY: CANADA L4V 1V2 6-K 1 d6k.txt FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer PURSUANT to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 Filing No. 2 for the Month of April, 2001 Bid.Com International Inc. - -------------------------------------------------------------------------------- (Exact name of Registrant) 6725 Airport Road, Suite 201, Mississauga ON, Canada L4V 1V2 - -------------------------------------------------------------------------------- (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F Form 20-F X Form 40-F __ --- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes __ No X --- BID.COM INTERNATIONAL INC. On April 24, 2001, Bid.Com International Inc. ("Bid.Com" or the "Company") announced its financial results for the first quarter ended March 31, 2001. Full financial tables are attached to this Form 6-K as Exhibit 1. All figures are in Canadian dollars. As of March 31, 2001, the exchange rate was Cdn $1.58 to US$1.00. Gross revenue in the first quarter 2001 totaled $1.2 million compared to $6.6 million in the same period of 2000. Gross revenue comprises fees under enabling agreements and deferred revenues recognized in the quarter. The year- over-year decline in revenues reflects the Company's exit from the on-line business-to-consumer market segment and evolution to a business-to-business enabler of e-commerce activities. As reported previously, Bid.Com closed its on-line retail operations on October 24, 2000. In addition to its gross revenues of $1.2 million, Bid.Com generated $1.6 million in new contract value in the first quarter. New contract value represents contractually committed revenue that is expected to be earned over the course of signed agreements. The combined total of gross revenues and new contract value of $2.8 million meets the Company's revised expectation issued on March 30, 2001. During the quarter, Bid.Com experienced a number of non-operational items: . The Company realized a gain of $3.7 million from the sales of its shares in AOL. . The Company recorded provisions for impaired strategic investments and other assets. . The Company recorded a favorable mark to market adjustment for its marketable securities. Bid.Com reported a net loss from operations for the quarter of $3.8 million or $0.07 per basic share. This compares to a net loss of $5.6 million, or $0.10 per basic share, for the fourth quarter of 2000 and a net loss of $0.15 per basic share, for the same period in 2000. At March 31, 2001, the Company held $14.4 million in cash and marketable securities Bid.Com also announced a restructuring plan that will significantly curtail spending across all major areas, including sales, marketing and operations. As part of the restructuring, the Company reduced its workforce by approximately 35%. As a result, the Company expects to incur a one-time restructuring charge of $750,000. Given the uncertain business climate, Bid.Com is unable to provide guidance as to expected financial results for the second quarter or the balance of 2001. This Form 6-K may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking within the meaning of the Safe Harbor provisions of the U.S. federal securities laws. These include, among others, statements about expectations of future revenues, cash flows, and cash requirements. Forward-looking statements are subject to risks and uncertainties that may cause Bid.Com's results to differ materially from expectations. These risks include Bid.Com's ability to further develop its business-to-business and licensing businesses, Bid.Com's ability to develop appropriate strategic alliances and successful development and implementation of technology, acceptance of Bid.Com's products and services, competitive factors, new products and technological changes, and other such risks as Bid.Com may identify and discuss from time to time, including those risks disclosed in Bid.Com's most recent Form 20-F filed with the Securities and Exchange Commission. Accordingly, there is no certainty that Bid.Com's plan will be achieved. The Company hereby incorporates by reference this Form 6-K and Exhibit 1 into its Registration Statement on Form F-3, and into the prospectus contained therein (File No. 333-40888). The Company does not incorporate Exhibit 2 into its Registration Statement on Form F-3, or into the prospectus contained therein. Exhibit 1. Fourth Quarter Financial Results Exhibit 2. Press Release SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BID.COM INTERNATIONAL INC. Date: April 25, 2001 By: /s/ John Mackie Name: John Mackie Title: Vice-President, General Counsel and Corporate Secretary EX-1 2 dex1.txt FOURTH QUARTER FINANCIAL RESULTS EXHIBIT 1 Bid.Com International Inc. Consolidated Statement of Operations (expressed in thousands of Canadian dollars, except per share amounts) (Canadian GAAP, Unaudited) Three Months Ended March 31 ------------------------------------ 2001 2001 2000 ------------------------------------ translated into US$ at= Cdn $1.5784 for convenience Gross revenue $ 1,255 $ 795 $ 6,604 Customer acquisition costs (19) (12) - ------------------------------------ Net revenue 1,236 783 6,604 ------------------------------------ Direct expenses - - 6,943 Advertising and promotion - - 3,141 Sales and marketing costs 1,405 890 98 Software development and technology expense 987 625 434 General and administrative 2,491 1,578 3,743 Depreciation and amortization 310 196 256 Interest income (113) (72) (248) ------------------------------------ 5,080 3,217 14,367 ------------------------------------ Loss from Operations (3,844) (2,434) (7,763) ==================================== Realized gains on disposal of marketable securities 3,686 2,335 - Unrealized gains and losses on revaluation of marketable securities and provision for impairments of long term assets (451) (286) - ------------------------------------ 3,235 2,049 - ------------------------------------ Net Income/(Loss) $ (609) $ (385) $(7,763) ==================================== Earnings/(Loss) per basic share $ (0.01) $ (0.01) $ (0.15) ==================================== Weighted average common shares 54,639 54,639 50,682 ==================================== Loss per share from operations (0.07) (0.04) (0.15) ==================================== Bid.Com International Inc. Consolidated Balance Sheet (expressed in thousands of Canadian dollars) (Canadian GAAP, Unaudited)
March 31 March 31 December 31 Balance Sheet Data 2001 2001 2000 ---------------------------------------- (unaudited) (unaudited) (audited) (in US$) translated into US$ at = Cdn$ 1.5784 for convenience Cash $12,075 $ 7,650 $ 7,363 Marketable securities 2,378 1,507 8,124 Other current assets 1,143 724 1,881 Other assets 3,300 2,091 3,433 ---------------------------------------- Total assets $18,896 $11,972 $20,801 ======================================== Current liabilities $ 1,434 $ 909 $ 2,086 Short term and long term deferred revenue 2,118 1,342 2,802 Capital lease obligation 75 47 59 Total shareholders' equity 15,269 9,674 15,854 ---------------------------------------- Total liabilities and shareholders' equity $18,896 $11,972 $20,801 ========================================
EX-2 3 dex2.txt PRESS RELEASE EXHIBIT 2 Bid.Com International Inc. [LOGO OF bid.com] 6725 Airport Road, Suite 201 Mississauga, ON L4V 1V2 Tel: 905-672-7467/Facsimile: 905-672-5705 Website: www.bid.com (Nasdaq: BIDS, TSE: BII) FOR IMMEDIATE RELEASE BID.COM ANNOUNCES FIRST QUARTER 2001 RESULTS Cash Burn Rate Improves, Restructuring Plan Announced TORONTO, ONTARIO--April 24, 2001--Bid.Com International Inc. (Nasdaq: BIDS, TSE:BII), a global provider dynamic pricing solutions, today announced results for its first quarter ended March 31, 2001. As of March 31, 2001, the exchange rate was Cdn $1.58 to US$1.00. Gross revenue in the first quarter 2001 totaled $1.2 million compared to $6.6 million in the same period in 2000. Gross revenue comprises fees under enabling agreements and deferred revenues recognized in the quarter. The year-over-year decline in revenues reflects the Company's exit from the on-line business-to-consumer market segment and evolution to a business-to-business enabler of e-commerce activities. As reported previously, Bid.Com closed its on-line retail operations on October 24, 2000. In addition to its gross revenues of $1.2 million, Bid.Com generated $1.6 million in new contract value in the first quarter. New contract value represents contractually committed revenue that is expected to be earned over the course of signed agreements. The combined total of gross revenues and new contract value of $2.8 million meets the Company's revised expectations issued on March 30. "Our revenues and new contract value reflect general economic conditions that have forced many organizations, including our own customers, to delay or cancel the implementation of e-commerce initiatives," said Mr. Jeff Lymburner, President and CEO, Bid.Com International Inc. "Given the uncertain business climate, we are unable to provide any guidance as to expected financial results for the current quarter or the balance of 2001." Cash burn rate improves; restructuring plan announced During the quarter, Bid.Com experienced a number of non-operational items that warrant highlighting: . The Company realized a gain of $3.7 million from the sale of its shares in AOL. . The Company recorded provisions for impaired strategic investments and other assets. . The Company recorded a favorable mark to market adjustments for its marketable securities. Bid.Com reported a net loss from operations for the quarter of $3.8 million or $0.07 per basic share. This compares to a net loss of $5.6 million, or $0.10 per basic share, for the fourth quarter of 2000 and a net loss of $0.15 per basic share in the same period in 2000. At the end of March 31, 2001, Bid.Com held $14.4 million in cash and marketable securities. "The continued improvement in our bum-rate earnings per share are further evidence of our commitment to improving operational performance and achieving our financial objectives," Mr. Lymburner said. In response to unfavorable economic conditions, the Company also announced a restructuring plan that will significantly curtail spending across all major areas, including sales, marketing, and operations. As part of the restructuring, Bid.Com reduced its workforce by approximately 35 per cent. As a result, the Company expects to incur a one-time restructuring charge of $750,000. "While we are making a number of very difficult decisions particularly as they relate to our people, we believe these aggressive measures will help ensure Bid.Com's long-term viability," Mr. Lymburner said. Milestones achieved In spite of adverse economic conditions, Bid.Com achieved a number of milestones in the first quarter of 2001 including: . The Company announced multi-year e-commerce agreements with a number of organizations such as GE Capital's Commercial Equipment Financing business unit, Skerman Group, Buzzgolf, Games Trader and DBI Logistics. . Bid.Com successfully implemented a number of successful dynamic pricing initiatives for its customers, including ValueVision International Inc., News International Inc., and Skerman Group. . Bid.Com formed a strategic alliance with Eloqua, a provider of web-based sales and marketing solutions. Mr. Lymburner concluded: "Although negative economic conditions have impacted our revenues in this recent quarter, there are a number of reasons to be bullish about our long-term prospects. In particular, feedback from our customers on the effectiveness of our strategic sourcing solution, Dyn@mic Buyer, has been very favorable. We believe this solution will drive considerable new customer activity and revenues for the Company in the future. In addition, our aggressive restructuring enables Bid.Com to maintain our levels of customer service while significantly reducing our quarterly burn-rate." Bid.Com will hold a conference call at 9:00 a.m. EST on April 25 to discuss its financial results. Followers of Bid.Com are invited to listen to the call live over the Internet on the Investor Relations section of the Bid.Com site at http://www.bid.com/investor.asp. The call will also be broadcast on www.newswire.ca/webcast/pages/bid.com20010425/. About Bid.Com International Inc.: - --------------------------------- Founded in 1995, Bid.Com (NASDAQ:BIDS, TSE:BII) provides a comprehensive suite of dynamic pricing solutions that allow organizations to buy and sell on-line effectively. Thanks to an award-winning and scaleable technology platform, Bid.Com's multiple transaction methods and strategic sourcing applications can be integrated within any business-to-business or consumer-based environment. 2 Current customers and partners include GE Capital, News International, Research In Motion, CapGemini, ValueVision International Inc., Skerman Group and PricewaterhouseCoopers. Bid.Com has offices in Toronto (Ontario), Tampa (Florida), New York, Sacramento (California), London (U.K.), Dublin (Ireland), and Melbourne (Australia). This news release may include comments that do not refer strictly to historical results or actions and may be deemed to be forward-looking within the meaning of the Safe Harbor provisions of the U.S. federal securities laws. These include, among others, statements about expectations of future revenues, cash flows and capital requirements. Forward-looking statements are subject to risks and uncertainties that may cause the Company's results to differ materially from expectations. These risks include the Company's ability to further develop its business-to-business and licensing businesses, the Company's ability to develop appropriate strategic alliances and successful development and implementation of technology, acceptance of the Company's products and services, competitive factors, new products and technological changes, and other such risks as the Company may identify and discuss from time to time, including those risks disclosed in the Company's Form 20-F filed with the Securities and Exchange Commission. Accordingly, there is no certainty that the Company's plans will be achieved. To receive additional information about Bid.Com International Inc. please visit www.bid.com. ----------- CONTACTS: - --------- At Bid.Com: At BenchMark Porter Novelli: - ----------- ---------------------------- Joe Racanelli, Director of Marketing Stacey Tessis Tel: (905) 672-7467 ext. 273 Tel: (416) 423-6605 Fax: (905) 672-9928 E-mail:stessis@bmporternovelli.com E-mail: jracanelli@bid.com ------------------ (Financial Tables Follow) -----END PRIVACY-ENHANCED MESSAGE-----