SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
(Amendment No. 1)
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
Quarter ended December 31, 1998
PeakSoft Corporation
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(Translation of registrant's name into English)
1801 Roeder Avenue; Suite 144, Bellingham, WA 98225
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(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 ..X.. No ____
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-0-24069
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Signatures: T. W. Metz
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.
PeakSoft Corporation
(Registrant)
Date March 8, 1999
(Signature) By: /s/ T.W. Metz
----------------------
T.W. Metz
Chief Operating Officer
THIS AMENDMENT NO. 1 TO REPORT ON FORM 6-K ("AMENDMENT") AMENDS FORM 6-K FILED
BY THE REGISTRANT ON MARCH 10, 1999. THE PURPOSE OF THIS AMENDMENT IS TO
CORRECT THE AMOUNT OF SALES SHOWN ON THE CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE PERIOD ENDED DECEMBER 31, 1998.
<PAGE>
PEAKSOFT CORPORATION
First Quarter Report
For the three months ended December 31, 1998
<PAGE>
LETTER TO SHAREHOLDERS
1998 was a pivotal year for PeakSoft, inasmuch as the Company overcame major
obstacles to potential growth. Early in the year, we recognized that the
Company's focus had to be re-evaluated. PeakSoft had been positioned to address
the usual technology retail channel. This market typically requires large
amounts of capital and a long time to achieve growth and profitability. The
dynamics of the retail channel continue to change. This last year witnessed the
growth of electronic commerce and a more efficient and profitable electronic
software distribution model.
In our evaluation, we recognized that we had to take a completely new approach.
We stepped backed, took a fresh look at the Company and the market opportunities
presented by the Internet. It was clear that we needed to reduce our debt, to
improve our capital structure, and to revise our business model. Our objective
was to reduce operating and fulfillment costs, to improve cash flow, to increase
sales and to re-define the focus of the Company. We developed and are
implementing this plan of action.
During the year, the Company redirected the sales activity focus of its utility
products toward e-commerce and strategic alliances, such as Real Networks,
Symantec and others. The results of this are reduced costs, improved cash flow,
and increased sales. We also opened the PeakStore for direct electronic sales.
At the same time the Company is developing new solutions for the Internet,
Intranets, Extranets, and e-commerce. A pre-release version and a Web site for a
new solution, LawTrack, were announced during the quarter. Subsequent to the end
of the quarter a pre-release version and a Web site for an another new solution,
RealtyTracer, was announced.
Subsequent to the end of the first quarter, the Company received conditional
regulatory approval of the debt conversion approved by the shareholders on
December 15, 1998, which reduces long debt of the Company by 93 %. The
conversion makes Westgate International LP and The Liverpool Limited
Partnership, our largest shareholders (in the high 40% range if their respective
holdings are totaled). Elliott and Associates, a $1.4 billion fund in New York
represents both entities. The shareholders also voted in favor of a 1 for 8
share consolidation in the same meeting and name change to PeakSoft Multinet
Corp., which was subsequently approved by The Alberta Stock Exchange on February
18, 1999. Trading on the Alberta Stock Exchange commenced under the new name and
trading symbol PKS February 22, 1999.
During the quarter the Company negotiated a $350,000 US accounts receivable line
of credit with Silicon Valley Bank. In addition the Company obtained an
additional $500,000 US in operating capital subsequent to end of the quarter.
Sales in December lead management to believe that the redefined focus of the
Company will be successful.
The Company is in the final stages of a listing on The OTC BB.
Sincerely yours,
/s/ Timothy Metz
- -----------------
TIMOTHY W. METZ
Chief Operating Officer
February 26, 1999
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PEAKSOFT CORPORATION
Consolidated Balance Sheet
(Prepared by Management - unaudited)
December 31, 1998 and 1997
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1998 1997
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(in Canadian dollars)
Assets
Current assets:
Cash $ -- $ 247,556
Funds held in escrow -- 154,350
Accounts receivable 88,921 156,668
Inventories 43,373 66,246
Prepaids and deposits 21,098 85,667
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153,392 710,487
Capital Assets 98,264 204,258
Acquired research and development -- 616,724
Investment in InfoBuild 284,000 --
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$ 535,656 $ 1,531,469
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Bank indebtedness $ 5,660 $ --
Accounts payable and accrued liabilities 1,235,457 760,090
Deferred revenue -- 77,252
Reserve for returns & allowances -- 52,461
Current portion of long-term debt -- 6,678
Current portion of obligations under
capital leases 32,950 23,887
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$ 1,273,707 $ 920,328
Long-term debt -- 1,380,991
Obligations under capital leases 18,702 39,945
Shareholder's equity:
Share capital 8,781,227 6,465,358
Accumulated deficit (9,537,980) (7,274,153)
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$ 535,656 $ 1,531,469
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<PAGE>
PEAKSOFT CORPORATION
Consolidated Statement of
Operations and Deficit
(Prepared by Management - unaudited)
December 31, 1998 and 1997
- --------------------------------------------------------------------------------
Three months
Quarter Quarter
ended ended
Dec. 31, 1998 Dec. 31, 1997
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(In Canadian dollars)
Sales $ 148,029 $ 200,210
Cost of goods sold 8,096 62,478
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139,933 $ 137,732
Operating Expenses:
General and administration 299,059 137,732
Selling and marketing 91,724 434,374
Research and development 78,682 180,413
Amortization 12,741 253,734
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482,206 1,249,047
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Loss before extraordinary item $ (342,273) $(1,111,315)
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Recovery of expenses from settlement
of liabilities -- 252,562
Loss for the quarter (342,273) (858,753)
Deficit, beginning of period $(9,195,707) (6,415,400)
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Deficit, end of period (9,537,980) $(7,274,153)
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Loss per common share (0.02) (0.05)
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<PAGE>
PEAKSOFT CORPORATION
Statements of Changes in Financial Position
(Prepared by Management - unaudited)
December 31, 1998 and 1997
- --------------------------------------------------------------------------------
Quarter Quarter
ended ended
Dec. 31, 1998 Dec. 31, 1997
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(In Canadian dollars)
Cash provided by (used in):
Operations:
Net earnings (loss) $ (342,273) $ (858,753)
Items not involving cash:
Amortization 12,741 253,734
Change in non-cash operating
working capital 160,440 60,934
- --------------------------------------------------------------------------------
(169,092) (665,953)
Financing:
Funds transferred to escrow -- (154,350)
Repayment of long-term debt -- (8,258)
Obligation under capital leases (9,937) (2,729)
Decrease in obligation to issue shares -- (399,900)
Issuance of share capital 155,603 512,144
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145,666 (53,093)
Investments:
Purchase of capital assets (5,058) (104,764)
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Increase (decrease) in cash (28,484) (823,810)
Cash, beginning of period 22,824 1,071,366
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Cash, end of period $ (5,660) $ 247,566
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<PAGE>
QUARTERLY REVIEW
The first quarter of fiscal 1999 shows a continuation of expense cutbacks in all
areas of operations. Net loss for the quarter ended December 31, 1998 decreased
from CDN $858,753 in the comparable period in 1998, to CDN $342,273 a decrease
of CDN $516,480. The decrease is due primarily to significant decreases in
selling and marketing, research and development, and amortization costs for the
quarter.
Revenue decreased from CDN $200,210 in the quarter ended December 31, 1997 in
the comparable period in 1998, to CDN $148,029 a decrease of CDN $52,181. The
decrease is due primarily to the implementation of the Company's redefined
selling and marketing focus. There was a significant increase in sale during
December. While gross sales were down, net sales (gross sales minus costs of
goods sold) were up from CDN $137,732 for the quarter ended December 31, 1997 to
CDN $139,933 in the comparable period in 1998 an increase of CDN $2,201. The
increase was due to the continued reduction in costs of goods sold.
General and administration expenses decreased from CDN $380,526 for the quarter
ended December 31, 1997 in the comparable period in 1998, to CDN $299,059 a
decrease of CDN $81,467. The decrease is due primarily to management's continued
reduction in non-essential expenses.
Amortization expenses decreased from CDN $253,734 for the quarter ended December
31, 1997 in the comparable period in 1998, to CDN $12,741 a decrease of CDN
$240,993. The decrease is due primarily to the research and development that was
acquired from Chameleon Bridge Technologies Corp., which was capitalized
according to Canadian GAAP, and was fully amortized at the end of the 1998
fiscal year.
Selling and marketing expenses decreased from CDN $434,374 for the quarter ended
December 31, 1997 in the comparable period in 1998, to CDN $91,724 a decrease of
CDN $342,650. The decrease is due primarily to decrease in product advertising
and promotion and a reduction in non-essential staff, as well as the reduced
costs associated with the Company's new selling and marketing focus.
Research and development expenses decreased from CDN $180,413 for the quarter
ended December 31, 1997 in the comparable period in 1998, to CDN $78,682 a
decrease of CDN $101,731. The decrease is due primarily to management's
continued reduction in non-essential expenses.
YEAR 2000
In response to the Year 2000 compliance rule established by the Board of
Governors of the Alberta Stock Exchange; the Company has conducted a
comprehensive review of its computer systems to identify the systems that could
be affected by the "Year 2000" issue and is developing an implementation plan to
resolve the issue. The Year 2000 problem is the result of computer programs
being written using two digits rather than four to define the applicable year.
Time-sensitive software may recognize a date using "00" as the year 1900 rather
than the year 2000. This could result in a major system failure or
miscalculations. The Company presently believes that, with modifications to
existing software and converting to new software, the Year 2000 problem will not
pose significant operational problems for the Company's computer systems as so
modified and converted. The Company has completed the required modifications and
conversions. The Company is in the process of obtaining Year 2000 compliance
statements from vendors, suppliers, and all other third parties that do business
with the Company.
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<PAGE>
Based upon the foregoing, PeakSoft does not believe it necessary to undertake
any special measures to cope with the turn of the century. PeakSoft backs up all
critical data as a matter of routine.
PeakSoft does not believe that its computer systems require remediation to
render them Y2K compliant.
For the reasons set out above, PeakSoft has not incurred, and does not expect to
incur, any costs relating to remediation of Y2K issues.
PeakSoft has concluded that it faces no material Y2K implications to its
business operations because its computers and the programs being run on them are
of recent vintage and are being marketed as being Y2K compliant.
CORPORATE INFORMATION
CORPORATE HEADQUARTERS
PeakSoft Multinet Corp.
1801 Roerder, Suite 144
Bellingham, Washington 98225
USA
Tel (360) 752-1100
Fax (360) 752-1110
http://www.peak.com
INVESTOR INFORMATION
(888) 377-7325
STOCK LISTING
PeakSoft Multinet Corp. common stock is traded on the Alberta Stock
Exchange under the symbol "PKS" and is pending on The OTC Bulletin Board(R)
(OTCBB) under the symbol "PEAFF".
AUDITOR
K P M G
Vancouver, B.C.
LEGAL COUNSEL
Farris, Vaughan, Wills & Murphy
Vancouver, B.C.
TRANSFER AGENT AND REGISTRAR
Montreal Trust
Calgary, Alberta
DIRECTORS MANAGEMENT
Douglas Foster Douglas Foster
Chairman of the Board President & CEO
Donald McInnes Tim Metz
Director Chief Operating Officer
Peter Janssen Calvin Patterson
Director Corporate Counsel
Carl Conti
Director
William Baker
Director
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