-----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, C0GPLXCxTxvKc1oGBKqlQtBYT8ZsXmOGNfx1k6/yo3Taw1ABmhrAPTKKoW6tyOeD QDxBkvv5NJ3VT+9Loxh42A== 0000950130-01-000993.txt : 20010224 0000950130-01-000993.hdr.sgml : 20010224 ACCESSION NUMBER: 0000950130-01-000993 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010201 FILED AS OF DATE: 20010222 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: 1552194 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 0001.txt FILING NO. 1 FOR THE MONTH OF FEBRUARY, 2001 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. 1 for the Month of February, 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 February 21, 2001, Bid.Com International Inc. ("Bid.Com" or the "Company") announced its financial results for the fourth quarter ended December 31, 2000. Full financial tables are attached to this Form 6-K as Exhibit 1. All figures are in Canadian dollars. As of December 31, 2000, the exchange rate was Cdn $1.4995 to US$1.00. Gross revenue in the fourth quarter 2000 totaled $1.2 million compared to $1.7 million in the third quarter of 2000 and $11.4 million in the fourth quarter of 1999. The decline in revenues reflects the completion of the Company's previously announced exit from the business-to-consumer arena. As reported previously, Bid.Com closed its on-line retail operations on October 24, 2000. During the fourth quarter, Bid.Com entered into agreements with a number of business customers. These agreements are typically two to three years in duration. The Company expects that revenues associated with these agreements will begin to be realized in the first quarter of 2001 pending the implementation of the company's proprietary dynamic pricing solutions into its customers' on-line environments. During the quarter, Bid.Com experienced a number of non-operational items: . The Company recorded an adjustment to reflect a reduction of $4.3 million in the value of its investment in AOL shares based on market value as of December 31, 2000. The impact of this adjustment was substantially reversed in early 2001, with the sale of the majority of the Company's remaining AOL shares at a significantly higher share price. At the end of January 2001, the Company had a balance of $19 million in cash and marketable securities. . The Company recorded a write-down and special impairment provision of $5.1 million for strategic investments, including $2.8 million in the value of its equity investment in Point2 Internet Systems, as a result of changes in market conditions. Additionally, Bid.Com recently granted Point2 management an option to secure Bid.Com's investment and assets in Point2 for $2.6 million. During the quarter, the Company reduced expenses by $400,000 primarily through operational efficiencies. Bid.Com reported a net loss from operations for the quarter of $5.6 million or $0.10 per basic share. This compares to a net loss of $6.0 million, or $0.11 per basic share, for the third quarter of 2000 and a net loss of $5.0 million, or $0.10 per basic share, for the same period in 1999. 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 by reference Exhibit 2 into its Registration Statement on Form F-3, and 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: February 22, 2001 By: /s/ John Mackie ----------------------- Name: John Mackie Title: Vice-President, General Counsel and Corporate Secretary EX-1 2 0002.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, Audited) - --------------------------------------------------------------------------------
---------------------------------------------------------------------------- Three Months Ended Twelve Months Ended ---------------------------------------------------------------------------- December 31 December 31 ---------------------------------------------------------------------------- 2000 2000 1999 2000 2000 1999 ---------------------------------------------------------------------------- translated translated into US$ into US$ at at Cdn$ 1.4995 Cdn$ 1.4995 for for convenience convenience Gross revenue $ 1,222 $ 815 $ 11,406 $ 12,497 $ 8,334 $ 31,001 Customer acquisition costs $ - - - (157) (105) - ---------------------------------------------------------------------------- Net revenue 1,222 815 11,406 12,340 8,229 31,001 ---------------------------------------------------------------------------- Direct expenses $ 296 $ 197 $ 10,810 $ 11,460 $ 7,642 $ 26,696 General and administrative $ 5,330 3,555 3,924 19,397 12,936 12,405 Advertising and promotion $ 104 69 5,189 5,040 3,361 11,870 Software development and technology expense $ 817 545 251 1,802 1,202 1,001 Depreciation and amortization $ 370 247 196 1,130 754 621 Interest income (85) (57) (236) (467) (311) (767) ---------------------------------------------------------------------------- 6,832 4,556 20,134 38,362 25,584 51,826 ---------------------------------------------------------------------------- ---------------------------------------------------------------------------- Loss from operations $ (5,610) $ (3,741) $ (8,728) $(26,022) $(17,355) $(20,825) ============================================================================ Realized gains on disposals of marketable securities and stategic investments $ 249 $ 166 $ - $ 20,946 $ 13,969 $ - Unrealized losses on revaluation of marketable securities and impairments of long term assets $ (9,422) $ (6,283) $ - $(13,290) $ (8,863) $ - ---------------------------------------------------------------------------- $ (9,173) $ (6,117) $ - $ 7,656 $ 5,106 $ - ---------------------------------------------------------------------------- ---------------------------------------------------------------------------- Net loss $(14,783) $ (9,858) $ (8,728) $(18,366) $(12,249) $(20,825) ============================================================================ Loss per basic share $ (0.27) $ (0.18) $ (0.17) $ (0.34) $ (0.23) $ (0.42) ============================================================================ Weighted average common shares 54,603 54,603 50,682 53,688 53,688 49,218 ============================================================================ Loss per share from operations (0.10) (0.07) (0.17) (0.48) (0.32) (0.42)
Bid.Com International Inc. -2- Bid.Com International Inc. Consolidated Balance Sheet (expressed in thousands of Canadian dollars) (Canadian GAAP, Audited) - --------------------------------------------------------------------------------
December 31 December 31 December 31 --------------------------------------- 2000 2000 1999 --------------------------------------- (in US$) translated into US$ at Cdn$ 1.4995 for convenience Cash $ 7,363 $ 4,910 $ 5,019 Marketable securities 8,124 5,418 16,478 Other current assets 1,881 1,254 6,495 Other assets 3,433 2,289 8,751 --------------------------------------- Total assets $20,801 $13,871 $36,743 ======================================= Current liabilities $ 2,086 $ 1,391 $ 5,504 Short term and long term deferred revenue 2,796 1,865 2,254 Long term Ddebt 59 39 Total shareholders' equity 15,860 10,576 28,985 --------------------------------------- Total liabilities and shareholders' equity $20,801 $13,871 $36,743
EX-2 3 0003.txt PRESS RELEASE Exhibit 2 bid.com Bid.Com International Inc. 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 FOURTH FOURTH QUARTER 1999 2000 RESULTS New contract value grows by 100%; cash burn rate improves TORONTO, ONTARIO -February 21stFebruary 24, 2001- Bid.Com International Inc. (Nasdaq: BIDS, TSE: BII), a global application provider of dynamic pricing solutions, today announced results for its fourth quarter ended December 31, 2000. The company experienced a significant improvement in new contract value and operational performance, exceeding its publicly stated targets. The results provide a continued endorsement of the Company's evolution as a business-to-business enabler of e-commerce transactions. All figures are in Canadian dollars. As of December 31, 2000, the exchange rate was Cdn $1.4995 to US$1.00. Gross revenue in the fourth quarter 2000 totaled $1.2 million compared to $1.7 million in the third quarter of 2000 and $11.4 million in the fourth quarter of 1999. The decline in revenues reflects the completion of Bid.Com's previously announced exit from the business-to-consumer arena. As reported previously, Bid.Com closed its on-line retail operations on October 24, 2000. Growth in customer base and contract value As well as achieving gross revenues of $1.2 million, Bid.Com generated $2.6 million in new contract value in the fourth quarter, a 100% growth over the new contract value of $1.3 million reached in the third quarter of 2000. Combined revenues and new contract value for the fourth quarter reached $3.6 million, exceeding the publicly stated target of $3 million by 20%. This combined total has been adjusted to take into account $200,000 of revenues that were earned from new contracts signed in the quarter. New contract value represents contractually committed revenue that is expected to be earned over the course of signed agreements. This total does not include any share of transactions that Bid.Com will receive as a result of its customers' on-line sales or procurement activities. During the fourth quarter, Bid.Com entered into agreements with a number of business customers. These agreements are typically two to three years in duration. Bid.Com expects that revenues associated with these agreements will begin to be realized in the first quarter of 2001 pending the implementation of the company's proprietary dynamic pricing solutions into its customers' on-line environments. "Bid.Com's customer base continues to grow in large part because of the world-class reputation we are building for our leading-edge solutions," said Jeff Lymburner, President and CEO of Bid.Com International Inc. "It is also extremely encouraging that the average size of each of our new deals has increased quarter over quarter." Bid.Com International Inc. -2- Burn-rate and operational performance continues to improve During the quarter, Bid.Com experienced a number of non-operational items that warrant highlighting: . The Company recorded an adjustment to reflect a reduction of $4.3 million in the value of its investment in AOL shares based on market value as of December 31, 2000. The impact of this adjustment was substantially reversed in early 2001, with the sale of the majority of the Company's remaining AOL shares at a significantly higher share price. At the end of January 2001, the Company had a balance of $19 million in cash and marketable securities. . The Company recorded a write-down and special impairment provision of $5.1 million for strategic investments, including $2.8 million in the value of its equity investment in Point2 Internet Systems, as a result of changes in market conditions. Additionally, Bid.Com recently granted Point2 management an option to secure Bid.Com's investment and assets in Point2 for $2.6 million. Bid.Com reported a net loss from operations for the quarter of $5.6 million or $0.10 per basic share. This compares to a net loss of $6.0 million, or $0.11 per basic share, for the third quarter of 2000 and a net loss of $5.0 million, or $0.10 per basic share, for the same period in 1999. "Bid.Com continues to realize improvements in our burn-rate quarter over quarter," Mr. Lymburner said. "Even as we built on our international presence and grew our staff by 15% in the most recent quarter, Bid.Com reduced expenses and improved our cash burn-rate by approximately $400,000." Key milestones achieved Throughout the past quarter, Bid.Com continued to focus on its strategy of delivering dynamic pricing solutions to business customers, enabling them to take advantage of web-based transactions. The following were key developments announced during the fourth quarter, 2000: . The Company signed multi-year agreements with a number of organizations. Bid.Com's new customer base includes: CargoWorldwide, EssentiaLink, Merchants Exchange and others. . Bid.Com ended its business-to-consumer retail operations. . The Company expanded its Board of Directors with the appointments of Ken Sexton and Howard Koenig, two U.S.-based senior management professionals with extensive industry experience. . Bid.Com launched Dyn@mic Buyer, a next generation procurement application that streamlines purchasing activities and reduces purchasing costs. . Bid.Com successfully implemented a number of successful e-commerce initiatives for its customers, including News International, iVenus, and MarineMax. . Bid.Com formed strategic alliance with ecwebworks and SoftCo, leading providers of web-based technologies. . The Company extended its sales and marketing presence throughout the United States and Europe. Bid.Com International Inc. -3- Mr. Lymburner concluded: "Bid.Com focused much of its fourth quarter efforts on executing its plan and meeting our publicly stated targets. As evidenced by our continuing customer wins and growth in combined revenue and new contract value, we are encouraged by results that confirm we are moving in the right direction. Based on current projections, we anticipate that combined revenues and new contract value for first quarter 2001 will be $4 million, an increase of 11% over the results achieved in the just completed fourth quarter." Bid.Com will hold a conference call at 10:00 a.m. EDT on February 22 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.com site at http://www.bid.com/investor.asp. The call will also be broadcast on ------------------------------- http://www.vcall.com and http://www.streetevents.com. - -------------------- --------------------------- About Bid.Com International Inc.: - --------------------------------- Founded in 1995, Bid.Com offers a comprehensive suite of on-line Dynamic Pricing Solutions for business-to-business and business-to-consumer markets. Bid.Com offers multiple on-line transaction methods, providing fixed price, traditional auction, real-time declining price (Dutch) auction and reverse auctions (Request for Quotation/Proposal (RFQ/RFP) all within the same package. Thanks to award-winning modular architecture, the Bid.Com system can be integrated with virtually any business-to-business or consumer-based application. A growing number of organizations have made Bid.Com their on-line sales partner in sectors such as automotive, heavy machinery, capital markets, electronic media, wireless communications, arts and culture, and retail. Customers and partners include GE Capital, News International Inc., Research In Motion, CapGemini, and PricewaterhouseCoopers. Bid.Com has offices in Toronto (Ontario), Tampa (Florida), New York, Sacramento (California), Dublin (Ireland), and Melbourne (Australia). The company's shares trade on both the NASDAQ National Market and the Toronto Stock Exchange (NASDAQ: BIDS, TSE: BII). 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 -----END PRIVACY-ENHANCED MESSAGE-----