-----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, Uu3I1FRGeD7WSQREqck2+JJmYTkEZcmj5n8bdOLnAqquVRv6JZUUPeCGmt+Sqk4g LwDuciUk69RIRnW65VJ3sQ== 0001108890-04-000282.txt : 20040419 0001108890-04-000282.hdr.sgml : 20040419 20040419111121 ACCESSION NUMBER: 0001108890-04-000282 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040414 ITEM INFORMATION: ITEM INFORMATION: Other events FILED AS OF DATE: 20040419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BESTNET COMMUNICATIONS CORP CENTRAL INDEX KEY: 0000799694 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE COMMUNICATIONS (NO RADIO TELEPHONE) [4813] IRS NUMBER: 861006416 STATE OF INCORPORATION: NV FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15482 FILM NUMBER: 04739696 BUSINESS ADDRESS: STREET 1: 5075 CASCADE ROAD SE STREET 2: SUITE A CITY: GRAND RAPIDS STATE: MI ZIP: 49546 BUSINESS PHONE: 616-977-9933 MAIL ADDRESS: STREET 1: 5075 CASCADE ROAD SE STREET 2: SUITE A CITY: GRAND RAPIDS STATE: MI ZIP: 49546 FORMER COMPANY: FORMER CONFORMED NAME: WAVETECH INTERNATIONAL INC DATE OF NAME CHANGE: 19980225 FORMER COMPANY: FORMER CONFORMED NAME: WAVETECH INC DATE OF NAME CHANGE: 19920703 8-K 1 bestnet8k041404.txt PERIOD ENDED 04-14-04 SECURITIES AND EXHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OF 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) April 14, 2004 ------------------------ BestNet Communications Corporation (Exact Name of Registrant as Specified in its Charter) Nevada 001-15482 86-1006416 --------------------------- ---------------------- -------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification Number) 5075 Cascade Rd. SE, Suite A. Grand Rapids, MI 49546 -------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (616) 977-9933 -------------- ITEM 5. OTHER EVENTS. BestNet Communications Corp. announces record second quarter revenue for fiscal year 2004. BestNet Communications has seen continued revenue growth for the past five fiscal quarters. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION (a) BestNet Communications Corp. releases results of operations for the second quarter of fiscal 2004. Exhibits Title 99 Press release, issued by BestNet Communications Corporation Dated April 14, 2004 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 hereunto duly authorized. BestNet Communications Corporation By: /s/ Robert A. Blanchard -------------------------------- Robert A. Blanchard Chief Executive Officer By: /s/ Michael A. Kramarz -------------------------- Michael A. Kramarz Principal Accounting Officer Date: April 19, 2004
BESTNET COMMUNICATIONS CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS February 29, August 31, ASSETS 2004 2003 ------ ------------ ------------ (UNAUDITED) Current Assets: Cash and cash equivalents $ 21,320 $ 226,559 Accounts receivable, less allowance of $3,300 and $1,386 82,230 74,360 Prepaid expenses and other current assets 72,200 49,080 ------------ ------------ Total current assets 175,750 349,999 Property and equipment, net of accumulated depreciation of $3,462,048 and $3,142,251 626,635 909,713 License fee, net of accumulated amortization of $6,003,423, and $5,312,368 3,671,345 4,362,400 Deposits and other assets 53,709 97,038 ------------ ------------ Total assets $ 4,527,439 $ 5,719,150 ============ ============ LIABILITIES AND STOCKHOLDER'S EQUITY ------------------------------------ LIABILITIES Current Liabilities: Capital lease obligations, current portion $ 4,416 $ 5,614 Notes payable, net of discount of $301,554 and $75,248 204,469 589,752 Note payable to related party 60,000 -- Convertible note payable to related party, net of discount of 3,908 -- $21,448 and $0 Accounts payable and accrued expenses 270,946 290,535 Accounts payable to related parties 9,000 -- Deferred revenue 15,929 15,734 ------------ ------------ Total current liabilities 568,668 901,635 Long-Term Liabilities: Capital lease obligations, long-term portion 5,612 7,331 ------------ ------------ Total long-term liabilities 5,612 7,331 ------------ ------------ Total liabilities 574,280 908,966 ------------ ------------ STOCKHOLDERS EQUITY Preferred stock, par value $.001 per share; 10,000,000 shares authorized; 3,563,593 and 3,563,593 shares issued and outstanding at February 29, 2004 and August 31, 2003 3,563 3,563 Common stock, par value $.001 per share; 100,000,000 shares authorized; 31,952,415 issued and 30,052,415 outstanding at February 29, 2004; and 29,948,104 shares issued and 28,048,104 shares outstanding at August 31, 2003 31,952 29,948 Additional paid-in capital 35,668,360 34,273,690 Accumulated deficit (30,838,716) (28,585,017) ------------ ------------ 4,865,159 5,722,184 Less treasury stock, 1,900,000 common shares, at cost (912,000) (912,000) ------------ ------------ Total stockholders' equity 3,953,159 4,810,184 ------------ ------------ Total liabilities and stockholders' equity $ 4,527,439 $ 5,719,150 ============ ============ See accompanying notes to condensed consolidated financial statements.
BESTNET COMMUNICATIONS CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED FEBRUARY 29, 2004 AND FEBRUARY 28, 2003 2004 2003 ---- ---- (UNAUDITED) (UNAUDITED) Revenues $ 552,477 $ 316,628 ------------ ------------ Expenses: Cost of revenues (exclusive of depreciation and amortization shown separately below) 363,394 280,031 General and administrative expenses 410,931 484,763 Depreciation and amortization 506,473 557,763 ------------ ------------ Total expenses 1,280,798 1,322,557 ------------ ------------ Loss from operations (728,321) (1,005,929) ------------ ------------ Other income (expense): Interest income 55 700 Interest and finance charges (159,016) (211,737) Other income (expense) (1,465) 2,593 ------------ ------------ Total other expense (160,426) (208,444) ------------ ------------ Loss available to common shareholders $ (888,747) $ (1,214,373) ============ ============ Loss per common share, basic and diluted $ (.03) $ (.06) ------------ ------------ Weighted average number of shares outstanding, basic and diluted 29,622,415 19,200,663 ============ ============ See accompanying notes to condensed consolidated financial statements.
BESTNET COMMUNICATIONS CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED FEBRUARY 29, 2004 AND FEBRUARY 28, 2003 2004 2003 ---- ---- (UNAUDITED) (UNAUDITED) Operating activities: Loss from operations $ (888,747) $(1,214,373) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 506,473 557,763 Non-cash transactions 227,818 239,024 Changes in assets and liabilities: Accounts receivable (2,107) 11,594 Prepaid expenses and other current assets 20,633 (30,191) Deposits and other assets 73 43,593 Accounts payable and accrued expenses (54,819) 92,589 Deferred revenue (40) (1,237) ----------- ----------- Net cash used in operating activities (190,716) (301,238) ----------- ----------- Investing activities: Purchase of property and equipment (18,718) (23,355) Cash received for certificate of deposit -- -- ----------- ----------- Net cash used in investing activities (18,718) (23,355) ----------- ----------- Financing activities: Proceeds from issuance of notes payable 135,000 150,000 Repayment of notes payable (27,186) (21,025) Principal payments on capital lease obligation (1,479) -- Proceeds from the sale of common stock -- -- ----------- ----------- Net cash provided by (used in) financing activities 106,335 128,975 ----------- ----------- Net decrease in cash (103,099) (195,618) Cash and cash equivalents, beginning of period 124,419 332,140 ----------- ----------- Cash and cash equivalents, end of period $ 21,320 $ 136,522 =========== =========== See accompanying notes to condensed consolidated financial statements.
EX-99 3 bestnetexhib99-041404.txt PRESS RELAESE Exhibit 99 BestNet Communications Announces Record Second Quarter Fiscal 2004 GRAND RAPIDS, Mich.--(PR Newswire)--April 13, 2004--BestNet Communications Corporation (OTCBB: BESC - News), a provider of patented and proprietary global communication solutions, today announces results for the second quarter of fiscal 2004. BestNet achieved record revenue for the second quarter 2004 totaling $552,000, an increase of 74% compared to the second quarter 2003. Gross margins improved substantially to 34% as compared to 12% for the second quarter of fiscal 2003 and 3% for the first quarter of fiscal 2004. BestNet believes it can maintain its current gross margins while concentrating on revenue growth. Robert A. Blanchard, President and CEO of BestNet Communications commented, "This quarter's record revenue marks our fifth consecutive record revenue quarter, providing strong momentum for the balance of fiscal 2004. We have seen 84% revenue growth in these five quarters, in addition to substantially increasing our gross margins. Our continued effort toward surpassing the break even mark, along with growth in new customers sustains the value proposition that BestNet offers. Our continued growth is a result of continued focus on providing our customers with outstanding quality and service, along with new and innovative products." Mr. Blanchard continued, "The next two quarters will be marked with many significant events including: international growth in targeted geographies beginning with a current beta test in China, additional language translations for the new website, enhanced conference calling with North American dial-in capabilities, and a VoIP offering. Our global VoIP offering will be application based without the need for routers, adaptors or a broadband Internet connection - - vastly different from the offerings of current VoIP providers. These new product offerings continue to showcase the flexibility of our GlobalPlex technology." About BestNet BestNet Communications is a global solutions provider of long distance; conference calling, ClicktoPhone and custom application-based communication services. BestNet's services are accessed worldwide via the Internet and wireless devices and are delivered using standard phone lines and equipment. This results in a cost effective high quality service for both businesses and consumers. Under the brand name Bestnetcall(TM) (WWW.BESTNETCALL.COM) the patented services offer subscribers premium quality calls and conference calling, at significantly lower rates. Calls and conference calls can also be launched via a desktop application or handheld devices including Palm(TM), Pocket PC(R) and Blackberry(TM) and used with any standard or wireless phone. In addition the company's new ClicktoPhone(TM) service (WWW.CLICKTOPHONE.COM) enables clients to add secure and anonymous voice communication connectivity anywhere in the world to web sites, web banners, pictures, electronic documents, and customized e-mail calling buttons. Contact BestNet at: investors@bestnetcom.com This release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the "safe harbor" created thereby. These statements include the plans and objectives of management for future operations, including plans and objectives. The forward-looking statements herein are based on current expectations that involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond control of the company. Although the company believes that the assumptions underlying the forward-looking statements are reasonable, any one of the assumptions could be inaccurate and, therefore, can be no assurance that the forward-looking statements included in this release will prove to be accurate. -----END PRIVACY-ENHANCED MESSAGE-----