-----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, RqsNI+tOrPCvkwoOGl5r98wHmhRHxui+2xMMrAqCo7nWR/CAnq4OVyq+ZgwVQg9l HYkSxW9a40kkpoVd9W6Hug== 0001019687-99-000795.txt : 19991214 0001019687-99-000795.hdr.sgml : 19991214 ACCESSION NUMBER: 0001019687-99-000795 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991031 FILED AS OF DATE: 19991213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANTS SOFTWARE COM INC CENTRAL INDEX KEY: 0000796655 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 133054685 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-16299 FILM NUMBER: 99773173 BUSINESS ADDRESS: STREET 1: 37 SANTA TERESITA WAY CITY: SANTA BARBARA STATE: CA ZIP: 93105 BUSINESS PHONE: 8056874731 MAIL ADDRESS: STREET 1: 37 SANTA TERESITA WAY CITY: SANTA BARBARA STATE: CA ZIP: 93105 FORMER COMPANY: FORMER CONFORMED NAME: CHOPP COMPUTER CORP /DE/ DATE OF NAME CHANGE: 19990805 10QSB 1 ANTS SOFTWARE.COM UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: October 31, 1999 - ---------------------------------------------------------------------------- OR [ ] 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: 0000796655 - ---------------------------------------------------------------------------- ANTS SOFTWARE.COM - ---------------------------------------------------------------------------- (exact name of registrant as specified in its charter) Nevada 13-3054685 - ---------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer Identification Number) Incorporation or Organization) 37 Santa Teresita Way, Santa Barbara, CA 93105 - ---------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (805) 687-4731 - ---------------------------------------------------------------------------- (Registrant's Telephone Number, including area code) - ---------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 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 reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------- ------- Indicate the number of shares outstanding of each of the issuer's classes of Common stock, as of the latest practicable date: 11,657,165 shares of common stock as of 10/31/99 1 ANTS SOFTWARE.COM (A NEVADA CORPORATION) Part I - Financial Information The condensed financial statements included herein have been prepared by the Registrant without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations. However, the Registrant believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in the Registrant's initial Form 10-SB. In the opinion of the Registrant, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the financial position, results of operations and cash flows of the Registrant for the three and six month period ended October 31, 1999 and the year ended April 30, 1999 have been made. The results of operations for such interim periods are not necessarily indicative of the results to be expected for the entire year. - -------------------------------------------------------------------------------- 2 December 7, 1999 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) BALANCE SHEET October 31, 1999 ASSETS Current Assets Cash $ 376,340 ------------- Total current assets 376,340 Loans to Key Employees- re share purchases 337,500 Property and Equipment Office furniture and fixtures 2,711 Less accumulated depreciation (2,711) ------------- Total property and equipment - Other Assets Patents 52,553 Less valuation allowance (52,553) ------------- Total other assets - ------------- $ 713,840 ------------- LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) Current Liabilities Accounts Payable $ 372,378 Accounts Payable to Officers, Directors and Stockholders 205,332 Accrued Expenses - ------------- Total current liabilities 577,710 ------------- Stockholders' equity (deficit) Common stock, $.001 par value; 20,000,000 shares authorized; 11,657,165 shares issued and outstanding 11,658 Additional paid-in capital 7,759,717 Retained earnings (deficit) (7,635,245) ------------- Total stockholders' equity (deficit) 136,130 ------------- $ 713,840 ------------- See accompanying notes to financial statements. 3 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) STATEMENTS OF OPERATIONS
Year Ended Three month Six month ------------- ------------- ------------- April 30, October 31, October 31, ------------- ------------- ------------- 1999 1999 1999 ------------- ------------- ------------- Revenues $ - $ - $ - Expenses: General and Administrative 610,691 132,229 242,110 Valuation Allowance - - - ------------- ------------- ------------- (Loss) before income taxes (610,691) (132,229) (242,110) Income Taxes - - - ------------- ------------- ------------- NET (LOSS) $ (610,691) $ (132,229) $ (242,110) ------------- ------------- ------------- (Loss) per common share $ (.06) $ (.01) $ (.02) ------------- ------------- ------------- Weighted average common shares outstanding 9,985,451 11,657,165 11,657,165 ------------- ------------- -------------
See accompanying notes to financial statements. 4 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) FOR THE YEAR & QUARTER ENDED October 31, 1999
Additional Retained ------------- ------------- Common Stock Paid-In Earnings ------------- ------------- ------------- ------------- Shares Amount Capital (Deficit) Total ------------- ------------- ------------- ------------- ------------- Balance, April 30, 1997 6,717,843 $ 6,718 $ 5,877,257 $ (7,070,199) $ (1,186,224) Shares issued for cash in private placements during year ended April 30, 1998 2,079,097 2,079 206,671 - 208,750 Shares issued for debt cancellation during the year ended April 30, 1998 1,000,000 1,000 499,000 - 500,000 Net (loss) for year ended April 30, 1998 - - - (392,260) (392,260) ------------- ------------- ------------- ------------- ------------- Balance, April 30, 1998 9,796,940 9,797 6,582,928 (7,462,459) (869,734) Shares issued for cash in private placements during year ended April 30, 1999 324,667 325 193,675 - 194,000 Shares issued for debt cancellation during the year ended April 30, 1999 58,058 58 34,692 - 34,750 Transfer of contingent payable/ asset in 1999 - - - 680,015 680,015 Net (loss) for year ended April 30, 1999 - - - (610,691) (610,691) ------------- ------------- ------------- ------------- ------------- Balance, April 30, 1999 10,179,665 $ 10,180 $ 6,811,295 $ (7,393,135) $ (571,660) ------------- ------------- ------------- ------------- ------------- Shares issued for cash in Private Placements during Quarter ended July 31,1999. 587,500 588 361,812 362,400 Net (loss) for quarter Ended July, 31 1999 (109,881) (109,881) Balance July 31, 1999 10,767,165 $ 10,768 $ 7,173,107 $ (7,503,016) (319,141) Shares issued for cash in Private placements during Quarter ended October 31, 1999 440,000 440 249,560 250,000 Shares issued to key employees Quarter ended October 31, 1999 450,000 450 337,050 337,500 Net (loss) for quarter Ended October 31, 1999 (132,229) (132,229) Balance October 31,1999 11.657,165 11,658 7,759,717 (7,635,245) 136,130
See accompanying notes to financial statements. 5 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) STATEMENTS OF CASH FLOWS
Year Ended Three months Six months ------------- ------------- ------------- April 30, October 31, October 31, ------------- ------------- ------------- 1999 1999 1999 ------------- ------------- ------------- Operating activities: Continuing operations (loss) from operations $ (610,691) $ (132,229) $ (242,110) Adjustments to reconcile net (loss) to net cash provided by operating activities: Depreciation - Valuation allowance- Patents - Changes in assets and liabilities: Loans-key employees (337,500) (337,500) Accounts Payable 367,141 Accrued Expenses 5,000 (10,000) Subscriptions Receivable and other 45,483 ------------- ------------- ------------- Net Cash provided by operating activities: (193,067) (469,729) (589,610) Investing activities: - - Financing activities: Issuance of shares 194,000 587,500 949,900 ------------- ------------- ------------- Net cash provided by financing activities: 194,000 250,000 612,400 Net increase in cash 933 118,871 360,290 Cash at beginning of period 15,117 258,569 16,050 ------------- ------------- ------------- Cash at end of period $ 16,050 $ 376,340 $ 376,340 ------------- ------------- ------------- Supplemental disclosures: Cash paid during the period for: Interest $ - $ - $ - ------------- ------------- ------------- Income taxes $ - $ - $ - ------------- ------------- ------------- Noncash financing transactions: Common stock for debt $ 34,750 $ nil $ nil ------------- ------------- -------------
Note: Comparative figures not available for previous year. See accompanying notes to financial statements. 6 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) NOTES TO FINANCIAL STATEMENTS October 31, 1999 NOTE 1 - Significant Accounting Policies NATURE OF OPERATIONS AntsSoftware.Com (fka Chopp Computer Corporation), (the "Company"), a Nevada corporation, was incorporated on September 24, 1996. (The Company is a successor to another company as the Company merged with a predecessor entity, a Delaware corporation, in June, 1996). In February, 1999 the Company changed its name from Chopp Computer Corporation to AntsSoftware.Com. The planned operations of the Company is in the computer field. From inception (September 24, 1996) to date (December 7, 1999) the Company has had no revenues. PROPERTY AND EQUIPMENT AND DEPRECIATION Property and equipment is recorded at cost and is depreciated over the estimated lives of approximately two to three years using the straight-line method. PATENTS AND VALUATION ALLOWANCE Patents are recorded at cost. Due to uncertainty as to recovery, a valuation allowance for the full carrying amount of the patents is recorded. CASH AND CASH EQUIVALENTS The Company does not have a policy for cash equivalents at this time. LOSS PER SHARE The computation of loss per share of common stock is based on the weighted average number of shares outstanding during the period presented. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. INCOME TAXES The Company records its income tax provision in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". (See Note 3). 7 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) NOTES TO FINANCIAL STATEMENTS (Continued) October 31, 1999 FAIR VALUE OF FINANCIAL INSTRUMENTS Pursuant to SFAS No. 107, Disclosures about Fair Value of Financial Instruments, the Company is required to estimate the fair value of all financial instruments included on its balance sheet at October 31, 1999. The Company considers the carrying value of such amounts in the financial statements to approximate their expected realization and interest rates, which approximate current market rates. COMPREHENSIVE INCOME (LOSS) In fiscal 1999, the Company adopted SFAS No. 130, Reporting Comprehensive Income. This statement establishes standards for the reporting of comprehensive income and its components in a financial statement that is displayed with the same prominence as other financial statements. The adoption of SFAS No. 130 required no additional disclosure for the Company and did not have any effect on the Company's financial position, as there was no difference between comprehensive loss and the net loss as reported. SEGMENT DISCLOSURES In fiscal 1999, the Company adopted SFAS No. 131, Disclosures About Segments of an Enterprise and Related Information. This statement establishes standards for the way companies report information regarding operating segments in annual financial statements. The adoption of SFAS No. 131 required no additional disclosure for the Company as the Company operated in one principal business segment. RECLASSIFICATIONS Certain items in prior year financial statements have been reclassified to conform to the current year's presentation. NOTE 2 - Basis of presentation and considerations related to continued existence (going concern) The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company incurred net losses for the years ended April 30, 1999 and Six months ended October 31, 1999 of $610,691 and $242,110, respectively. Additionally, the Company's current liabilities are approximately the same as its current assets. These factors, among others, raise substantial doubt as to the Company's ability to continue as a going concern. The Company's management intends to raise additional operating funds through equity and/or debt offerings. However, there can be no assurance management will be successful in its endeavors. 8 ANTSSOFTWARE.COM (FKA CHOPP COMPUTER CORPORATION) NOTES TO FINANCIAL STATEMENTS (Continued) October 31, 1999 NOTE 3 - Income taxes The Company records its income tax provision in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" which requires the use of the liability method of accounting for deferred income taxes. Since the Company has not generated taxable income since inception, no provision for income taxes has been provided. At April 30, 1999, the Company did not have any significant tax net operating loss carryforwards (tax benefits resulting from losses for tax purposes have been fully reserved due to the uncertainty of a going concern). At October 31, 1999, the Company did not have any significant deferred tax liabilities or deferred tax assets. The Company is delinquent in its income tax return filings. NOTE 4 - Warrants As October 31, 1999, the Company had 2.050,000 warrants outstanding. These securities give the holder the right to purchase shares of the Company's restricted common stock in accordance with the terms of the instrument. 1,300,000 warrants are exercisable at 25 through March 1, 2002. 100,000 warrants are exercisable at 50 through March 7, 2000. 300,000 warrants exercisable at 75 through July 1, 2004. 350,000 warrants exercisable through August 2, 2004. 9 ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- The Company's immediate plans call for the completion of a Beta test That will run ANTs software on a simulated business application, using application software provided by Lawson Software. This test will be run with ANTs and without ANTs in order that the benefits of ANTs can be independently documented. All tests completed to date have indicated that ANTS is totally scalable, i.e. the software can run on 1-64,000 processors without having to have the software re-written. The tests also verified that ANTs software is independent of any operating system and runs on all platforms, restricted only by the architecture of the multiprocessors or the computer network. This Beta test is all the Company needs to prove its technology and create the investment interest needed to adequately finance the future growth of ANTs. ANTs financial status has improved in the last quarter in that our cash At the end of the quarter was $376,340, and private placements completed subsequent To October 31, 1999 raised an additional $1,600,000. RESULTS OF OPERATIONS The company had no revenue in the quarter and does not anticipate that it will have revenues until sometime in year 2000. CAPITAL AND LIQUIDITY RESOURCES - -------------------------------------------------------------------------------- Historically the Company has been a start-up company that has been funded by private placements and Government Grants. Management is currently completing a business plan that it plans on using as a basis for a secondary offering for a minimum of $5,000,000.00. There is no certainty that this proposed funding will be completed. With $376,340.00 on hand as of October 31, 1999 and the $1,600,000 raised in November, 1999, the company has adequate funds to take the Company through to first quarter, 2001. 10 FORWARD-LOOKING STATEMENTS - -------------------------------------------------------------------------------- The forward-looking statements herein are based on current expectations that involve a number of risks and uncertainties. Such forward-looking statements are based on assumptions that the Company will have adequate financial resources to fund the development and operation of its business, and there will be no material adverse change in the Company's operations or business. The foregoing assumptions are based on judgments with respect to, among other things, information available to the Company, future economic, competitive and market conditions and future business decisions. All are difficult or impossible to predict accurately and many of which are beyond the Company's control. Accordingly, although the Company believes that the assumptions underlying the forward-looking statements are reasonable, any such assumption could prove to be inaccurate and therefore there can be no assurance that the results contemplated in the forward-looking statements will be realized. There are a number of other risks presented by the Company's business and operations which could cause the Company's financial performance to vary markedly from prior results or results contemplated by the forward-looking statements. Management decisions, including budgeting, are subjective in many respects and periodic revisions must be made to reflect actual conditions and business developments, the impact of which may cause the Company to alter its capital investment and other expenditures, which may also adversely affect the Company's results of operations. In light of significant uncertainties inherent in forward-looking information included in this quarterly Report on Form 10QSB, the inclusion of such information should not be regarded as a representation by the Company or any person that the Company's objectives or plans will be achieved. PART II. OTHER INFORMATION Item 2. Changes in Securities and Use of Proceeds. (a) On August 4, 1999 the Company issued 300,000 shares of its Common Stock and on September 20, 1999 the Company issued 150,000 shares of its Common Stock to two key employees. These shares were paid for by the employees in return for Notes receivable, to be forgiven over the period of employment. (b) In addition the company issued the following, October 18,1999 40,000 Shares, October 25, 1999 100,000 shares, October 28, 1999 300,000 shares. (c) These shares were issued to four accredited investors. (d) The shares sold were exempt under Section 4(2) of the Securities Act in that they were sold to four accredited investors, each of whom represented they were purchasing for their own account for investment only and not with the view toward the resale or distribution thereof. 11 SIGNATURES - -------------------------------------------------------------------------------- Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized. December 7, 1999 ANTS SOFTWARE.COM. By:/S/ Donald Hutton ------------------------- Donald Hutton Director & Chairman of Board By:/S/ Alison B. Hicks ------------------------- Alison B. Hicks Secretary-Treasurer EX-27 2 FINANCIAL DATA SCHEDULE
5 1 6-MOS APR-30-2000 MAY-01-1999 OCT-31-1999 376340 0 0 0 0 376340 0 0 713840 577710 0 0 0 11658 124472 713840 0 0 0 242110 0 0 0 (242110) 0 (242110) 0 0 0 (242110) (.02) (.02)
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