Nettel - Zahlen zum Q1/05 - 500 Beiträge pro Seite

[wayne99]

Form 10QSB for NETTEL HOLDINGS INC


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24-May-2005

Quarterly Report



Item 2. Management`s Discussion and Analysis
Forward Looking Information

The Private Securities Litigation Reform Act of 1995 provides a safe harbor from liability for forward-looking statements. Certain information included in this Form 10-QSB and other materials filed or to be filed by the Company with the Securities and Exchange Commission (as well as information included in oral statements or other written statements made or to be made by or on behalf of the Company) are forward-looking statements. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance and underlying assumptions that are not statements of historical facts. This document and any other written or oral statements made by us or on our behalf may include forward-looking statements, which reflect our current views with respect to future events and financial performance. The words believe, expect, anticipate, intends, estimates, forecast, project and similar expressions identify forward-looking statements.

Such forward-looking statements involve important risks and uncertainties, many of which will be beyond the control of the Company. These risks and uncertainties could significantly affect anticipated results in the future, both short-term and long-term, and accordingly, such results may differ from those expressed in forward-looking statements made by or on behalf of the Company. These risks and uncertainties include, but are not limited to, changes in external competitive market factors or in the Company`s internal budgeting process which might impact trends in the Company`s results of operations, unanticipated working capital or other cash requirements, changes in the Company`s business strategy or an inability to execute its strategy due to unanticipated change in the industries in which it operates, and various competitive factors that may prevent the Company from competing successfully in the marketplace. Although we believe that these assumptions were reasonable when made, these statements are not guarantees of future performance and are subject to certain risks and uncertainties, some of which are beyond our control, and are difficult to predict. Actual results could differ materially from those expressed in forward-looking statements.

Readers are cautioned not to place undue reliance on any forward-looking statements, which reflect management`s view only as of the date of this report. The Company undertakes no obligation to publicly revise these forward-looking statements to reflect subsequence events or circumstances. Readers are also encouraged to review the Company`s publicly available filings with the Securities and Exchange Commission.



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General

On May 1, 2003, the Board of Directors declared a fifty to one reverse stock split of the Company`s common stock. An amount equal to the par value of the common shares affected by the reverse split was transferred from the common stock account to the additional paid-in capital account. All references to number of shares, except shares authorized, and to per share information in the consolidated financial statements have been adjusted to reflect the reverse stock split on a retroactive basis.

On May 23, 2003, the Company entered into an Agreement of Merger with NetTel Globalcommunication, Inc. (NetTel), a Delaware corporation. Pursuant to the Merger Agreement, the Company issued 10,596,290 shares of its common stock to the NetTel`s shareholders in exchange for all the issued and outstanding shares of the NetTel`s common stock and issued 2,250,000 shares of its common stock to consultants facilitating the merger transaction.

At a board meeting duly called and held on May 23, 2003, authorized and approved the change of the name of the Company from Bio Standard Corporation to Nettel Holdings, Inc. The Company`s new symbol NTTL became effective on May 23, 2003.

The merger of the Company with NetTel has been accounted for as a reverse acquisition under the purchase method of accounting since the shareholders of NetTel obtained control of the consolidated entity. Accordingly, the merger of the two companies has been recorded as a recapitalization of the NetTel, with NetTel being treated as the continuing entity. The continuing company has retained December 31 as its fiscal year end. The historical results for the three-month period ended March 31, 2005 and 2004 include NetTel and the Company.

NetTel began operations in March 2001 selling wireless communication devices and service activation with various providers. During 2002, the Company began reselling used computer equipment and providing retail internet access. In April 2003, the Company discontinued retail wireless and internet access sales. Additionally, the Company began development of telecommunications software as well as a web security and financial software packages. In July 2003, the Company began marketing telecommunication minutes to a limited test market. In October 2003, in response to requests from customers concerned about technical support and customer service, the Company suspended telecommunication sales and marketing efforts to upgrade the infrastructure. In August 2004 the Company began selling telecommunication minutes and prepaid calling cards to the wholesale market using its upgraded technology to a limited test market.



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The Company is currently pursuing three businesses areas:

Telecommunications Services

Advanced Voice Order Processing

AVOP Direct acts as a single point of contact, posting the rate each carrier charges to terminate calls in its country and then offers those rates to all other carriers who wish to terminate the calls.

By joining AVOP Direct, carriers and service providers will be able to avoid the time and expense of negotiating and managing one-time agreements with other carriers or telecom providers.

AVOP Direct handles routing management, settlements, billing and administration, allowing carriers to save on staff and administration costs. Here are a few key features with AVOP Direct that set us apart from hard to deal with typical exchanges, and their procedures:

Any destinations posted on AVOP Direct can be purchased immediately.

Instant Financial Settlement for seller.

Buyers would be able to view not only the rates but also in real time ASR, PDD, ACD, and Voice Quality ratings. This is very important because most of the time, rate is not the only factor in deciding which carrier to purchase from. As long as the buyer maintains a positive account balance, they could at any time be able to immediately purchase and use any minutes that are posted in our exchanges.

We have made purchasing minutes from AVOP Direct very simple. To purchase any route listed on AVOP Direct, buyer would simply enter the Route ID + Country Code + City Code in to the dialing plan. Members will be able to view CDR in real time, review all account information, network information, and settlement data. They will now be able to furnish a computerized summation from start to finish!

Sales and marketing began in 2005.

Voice over Internet Protocal (VoIP)

The Company is a cutting edge telephony company in the exploding VoIP industry. Planned products and services include residential and commercial long distance, prepaid calling card, PC to phone, unified messaging, and teleconferencing.

The VoipXchange.net division of the Company has partnered with over 1,600 major VoIP network termination partners worldwide to access their network infrastructure. This allows VoipXchange.net to provide high-quality, low-cost any-distance`` call termination to over 250 countries and territories. We operate our own, or in cooperation with other providers, a network of VoIP gateways throughout the world. These gateways are located mostly in difficult-to-reach countries or regions and provide local termination of international calls. VoipXchange.net offers this service to any international carrier, which is interested in reliable and inexpensive completion of its traffic to the VoipXchange.net`s On-Net destinations.



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Telecommunication Products and Service Summary:

Gateway Termination for ITSP

The Company plans to market its IP telephony services to other international long distance carriers and wholesale customers that have a need for large blocks of long distance telephone time between selected locations. Although margins at the wholesale level are lower than retail margins, the sale of blocks of long distance time to other carriers will enable The Company to generate revenues with only a limited number of Gateways installed. The company is in the process of pre-marketing its services and has identified several potential wholesale resellers of block minutes.

2.9 cents per minute Residential & Business Long Distance (phone-to-phone)

Customers pay a one-time activation fee and are assigned a PIN. To use the service from within one of the company`s service areas, the customer simply dials the gateway from a telephone (a local call number), enters the PIN, and then dials in the long distance number in the usual way. Customers are not required to own computer equipment of any kind, nor do they need their own Internet access to use Access Power`s phone-to-phone service. The Company plans to bill customers at the end of each month by charging their credit card.

2.9 cents Prepaid Calling Cards

The Company is marketing prepaid calling cards to persons traveling to destinations such as Mexico, Central and South America, Asia, Europe and other regions where long distance telephone calls are substantially more expensive than domestic long distance telephone calls. The company plans to market its prepaid calling cards through travel agents, tourist agencies, airline ticketing offices, tour companies, car rental agencies and hotel personnel in denominations of $15, $25, $30 and $50. The Company plans to have an automated voice response system to enable cardholders to add time to their calling cards by charging their credit card while on the phone.

PC-to-Phone

The Company`s PC-to-phone service offers customers the ability to call a regular telephone utilizing software installed on their multi-media personal computer. To initiate the service, the customer registers on the company`s Web site and downloads the software.

International Callback

A customer outside the U.S. dials a U.S. number (which never answers) and hangs up after one or two rings. The U.S. callback computer immediately calls back the caller utilizing a U.S. line. The caller then makes his call as usual. He may dial a U.S. number or a number in any other country, using the U.S. lines and is then billed at the Company`s super low Callback rates. The Company International Callback Service can save its customers up to 85% on international long



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distance calling and can be used from any touch tone telephone worldwide. Once customers are connected to the Callback Network, they can make international calls at low rates. The Company believes its callback rates to be the lowest in the world.

Local Call Forwarding (LCF)

With LCF customers can place and receive calls anywhere in the world, regardless of time, location, or communications device. With real-time access to messages, including all of their voicemails, e-mails and faxes, customers are finally in control of how and when people reach them.

Web click2Talk

The application of Web click2Talk software may differentiate The Company from many communications companies. Having Web click2Talk on their Web site offers tremendous electronic commerce benefits to any company with a traditional call center. This technology allows consumers using their multi-media PC to view a company`s Web site to click the Web click2Talk icon which (once installed on the consumer`s PC) instantly dials a designated representative of that company, usually someone providing sales or support services. The Company believes Web click2Talk is the most advanced product of its kind. Its size (100KB) is small and thus able to be quickly installed and easy to use. It is downloaded and installed upon the first attempt to use it.

What sets The Company apart from other companies is its depth of experience and expertise in the integration of data and voice communications. A crucial aspect of The Company`s potential to take the lead in VoIP is the ability to move fluidly between voice and data technologies. Existing VoIP solutions face the daunting challenge of transmitting high-volume communications smoothly between data-based networks and traditional voice-based networks. To date, none of the previously dominant telecom carriers has been able to effectively implement VoIP on a worldwide scale. They lack the ability to integrate voice and data cost-effectively at high volumes and high quality levels.

Strategic Objective

The Company major objective is to market consistent toll quality long distance telephone service at a flat monthly rate utilizing Internet Protocol (IP) technology.

While there have been a large number of VoIP companies formed in recent years, with more to come, primary focus has been on the build out and development of international VoIP networks attempting to capture wholesale termination traffic. The Company believes that, in this very competitive landscape that offers many voice and data transmission options, leasing time (or purchasing minutes) on VoIP networks will quickly become a commodity business as the various competitors whittle away margin to gain market share. Recognizing this trend, the company feels it is imperative to not only offer a quality, nationwide network but, additionally to be an aggressive marketing organization constantly in search of value added products and services.

Computer Equipment Sales



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The Nettel Trading division of the Company is currently exporting qualified computer electronics equipment. During the past year, the Company established excellent connections and cooperative relations with over 1,000 companies in more than 40 countries and regions in the world. Through these important connections the Company plans to expand into other importing and exporting activities, but has no agreements or contracts at this time.

Software Programing

The Entec division is currently developing Accounting, Finance, Project Management, Inventory System, Database Management, Presentation Tools, E-mail, Voice Recognition, and Word Processing software that will have an entry level price point ranging from $9.95 to $49.95 U.S. dollars.

Entec Voice XML is a next generation telecom application service provider. The Company will provide customers with value-added voice services that are unique in their user utility, ease of application and use, presentation to users and cost advantage. Talking Technologies is making IVR technology more affordable and accessible to customers through standards-based technology. Talking Technologies next-generation IVR -- using VoiceXML enables companies to easily and quickly deploy automated phone services that can improve employee productivity, reduce costs, increase customer satisfaction, and create new revenue opportunities. This IVR allows companies to extend existing or new Web applications to be accessible by any phone at the lowest total cost of ownership
. Entec games division is a developer of interactive entertainment software and technology for a variety of consoles and computer platforms.

Employees

As of December 31, 2004, the Company had 10 employees: 4 administrative, 3 engineers and 3 sales representatives. The Company contracts engineers for software development through companies in the US, Vietnam, Russia and India.



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RISK FACTORS
You should carefully consider the following risks relating to our business and our common stock, together with the other information described elsewhere in this Form 10-KSB. If any of the following risks actually occur, our business, results of operations and financial condition could be materially affected, the trading price of our common stock could decline, and you might lose all or part of your investment. We have experienced losses and we expect future losses and we may not become profitable.

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We may not be able to expand our revenue and achieve profitability. Our future success depends on the growth in the use of the internet as a means of communications.

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If we fail to establish marketing relationships that provide us visibility, we may not be able to sufficiently increase our sales.

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We may be unable to manage our expansion and anticipated growth effectively.

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Intense competition could reduce our market share and harm our financial performance.

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Our network may not be able to accommodate our capacity needs.

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We face a risk of failure of computer and communications systems used in our business. Our computer systems and operations may be vulnerable to security breaches.

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Our services may infringe on the intellectual property rights of others.

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Operating internationally exposes us to additional and unpredictable risks.

Results of Operations

Three Months Ended March 31, 2005 Compared to Three Months Ended March 31, 2004

The Company`s net revenue for the three-month period ended March 31, 2005 was $240,215 compared to $881,404 for the same period ended March 31, 2004.
Revenues from telecommunication minutes and prepaid calling cards for the three-month periods ended March 31, 2005 and 2004 were $237,215 and $0 respectively. Used equipment sales for the periods ended March 31, 2005 and 2004 were $3,000 and $881,404, respectively.

Operating expenses consisting primarily of research and development expense and general and administrative expense were $173,201 for the three-month period ended March 31, 2005 compared to $1,125,869 for the same period ended March 31, 2004. Research and development expense was $169,980 for the three-month period ended March 31, 2005 compared to $892,607 in the same period in 2004. These costs are primarily personnel costs for engineers developing software. Much of the software is nearing technological feasibility, therefore the personnel costs for three-month period ended March 31, 2005 decreased significantly. General and administrative expense was $3,121 in the period ended March 31, 2005 as compared $232,945 for the same period ended March 31, 2004. The $229,000 decrease in the three-month period ended March 31, 2005 was primarily related to consulting fees in 2004 of $89,000 which were a non-cash charge for the cost of options granted for consulting services based on a fair value



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model at the grant date calculated under SFAS 123 and a $138,000 decrease in the provision for doubtful accounts in 2005 as compared to the same period in 2004.

Liquidity and Capital Resources

For the three-month period ended March 31, 2005, the Company`s primary source of cash was from the issuance of debt and prepayments received from customers. During this period, $65,183 was generated from operating activities compared to $99,936 during the same period ended March 31, 2004. The cash provided from operations for the three-month period ended March 31, 2005 is primarily attributable to the net loss of $136,000 offset by $170,000 decrease in accounts receivable and $72,000 in prepayments from customers less $37,000 in prepayments made by the company. The cash provided from operations during the three-month period ended March 31, 2004 was attributable to the net loss for the period of $593,000 offset by $963,000 of non-cash stock and option issues for consulting fees and an increase in current liabilities of $74,000, reduced by an increase in accounts receivable and deposits of $359,000.

The Company used cash $57,350 for investing activities during the three-month period ended March 31, 2005 compared to $0 for the same period ended March 31, 2004.

During the three-month period ended March 31, 2005, the Company generated $50,000 from debt proceeds. During the three-month period ended March 31, 2004, $100,000 was generated from the exercise of stock options, which was reduced by the use of $40,000 to repay short-term debt.

The Company has incurred an accumulated deficit as of March 31, 2005 of $4,540,733. As shown in the accompanying consolidated financial statements, the Company has incurred losses in the three-month period ended March 31, 2005. The future of the Company is dependent on its ability to generate cash from operations. There can be no assurance that the Company will be able to implement it current operating plan.

[marvessa]

[eiguhbauer]

4,5 Mio$ verbrannt.
60k Umsatz.
Die Firma kann nicht garantieren, dass der aktuelle Plan erfüllt werden kann.

Na, aber HALLO ???

Watt sacht denn PROVIDENTIAL dazu ?
War datt nich ma ne Tochter ?

[wayne99]

[posting]16.698.634 von eiguhbauer am 24.05.05 12:42:42[/posting]Lesen solltest du schon können - Umsatz Q1 - $240,215 Ausgaben Q1 ca. $346.000 - und den letzten Satz gibts in jedem Filing.

Wobei die Umsatzzahlen schon wieder grottenschlecht sind - immerhin wurden die Verluste eingedämmt

[Mr.Hirsch]

Immerhin gibt es ein paar Umsätze mit den Minutenverkäufen und Calling Cards. Da wäre natürlich ein Vergleich gegenüber dem letzten Quartal nicht schlecht. Eine grosse Steigerung dürfte es aber wohl nicht sein, eher ein Rückgang - vermute ich, denn die Umsätze letztes Jahr waren insgesamt deutlich höher.

Negativ überrascht mich, dass es scheinbar keine Umsätze von Entec gab! Hab ich da irgendwas verpasst? Es wurden doch im letzten Jahr riesige Umsätze angekündigt!!

Immerhin sind die Kosten deutlich gefallen, das ist schon mal positiv. Jedenfalls solange die restlichen Mitarbeiter ein paar Umsätze erwirtschaften können. Hoffen wir also auf das zweite Quartal, same procedure as every quarter...

[Bogi2003]

Haben wir die 6$ eigentlich schon erreicht die hier vor zig Monaten durchs Forum geisterten?

[wayne99]

Press Release Source: Nettel Holdings, Inc.


Nettel Holdings Reports on Goals Reached for the First Quarter 2005
Friday May 27, 11:17 am ET


PORTLAND, OR--(MARKET WIRE)--May 27, 2005 -- Nettel Holdings, Inc. (OTC BB:NTTL.OB - News), Berlin and Frankfurt Stock Exchanges (NT7, WKN 727487) reports on goals reached for the first quarter 2005.
Here are some key milestones that we have achieved since the beginning of this year:

-- Revenue sources shifted in the 1st quarter 2005 from Nettel Trading to
Telecommunication.
-- Concentration of manpower and financial resources helped to complete
development, as we implemented AVOP and VoipEscrow into the market place.
-- This objective was completed in the second week of March, the last
month of this quarter.
-- Entec Software is working out plans with our customers to introduce
new products into their current retail outlets. The combined total is
about 1.2 million software copies per quarter. We are now working out the
logistics and payment terms to be agreed upon.
-- Phonezoo and IPtalks started utilizing the international POP that it
had installed since 2004. We have been in negotiation with several telecom
companies who will market our prepaid calling cards in their countries.
Those orders represent approximately one million cards per quarter. We are
seeing revenue from this division during the second quarter already.
-- VoipEscrow is proving to be a very needed and helpful service for the
telecom industry. We are negotiating with several key companies as to
joint ventures and partnerships.
-- Since launching AVOP, daily users continue to acknowledge what a
valuable resource it is for telecom companies. Revenue received from
current active customers during the second quarter has been averaging $6K a
day per client. Our unique blend of tradition and technology
distinguishes us from any of the other exchanges out there.
-- We have spent a considerable amount of time and resources on
enhancing, developing, updating, and supporting our network and its
proprietary applications.
-- The additional revenue will give us the opportunity to increase our
rate growth, widen our profit margins, and expand the other divisions where
they can be equally successful.
ADVERTISEMENT


Now we have reached enough momentum and energy to provide our clients good results and will continue building a fine reputation, for this much appreciated service.

Safe Harbor:

Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause a company`s actual results in the future to differ materially from forecasted results. These risks and uncertainties include, among other things, the company`s ability to attract qualified management, raise sufficient capital, and effectively compete against similar companies.



Contact:
Contact:
Sam Brewer
Telephone: [phone]



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Source: Nettel Holdings, Inc.

[wayne99]

Press Release Source: Nettel Holdings, Inc.


Nettel Holdings Terminates the Standby Equity Distribution Agreement With Cornell Capital Partners, L.P.
Tuesday May 31, 2:50 am ET


PORTLAND, OR--(MARKET WIRE)--May 31, 2005 -- Nettel Holdings, Inc. (OTC BB:NTTL.OB - News), Berlin and Frankfurt Stock Exchanges (NT7, WKN 727487), announced today that the company has terminated the Standby Equity Distribution Agreement with Cornell Capital Partners, L.P., dated September 28, 2004.
ADVERTISEMENT


The decision that the Company made to terminate the standby equity distribution agreement was for the best interest of both Nettel and its shareholders.

Safe Harbor:

Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause a company`s actual results in the future to differ materially from forecasted results. These risks and uncertainties include, among other things, the company`s ability to attract qualified management, raise sufficient capital, and effectively compete against similar companies.



Contact:
Contact:
Sam Brewer
Telephone: [phone]



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Source: Nettel Holdings, Inc.