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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
---------------------------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
----------------- ------------------
Commission file number 000-25735
-------------------------
iQrom Communications, Inc.
--------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 88-0370480
-------------------------------- ----------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
7635 Ashley Park Court, Suite 503V, Orlando, Florida 32835
--------------------------------------------------------------------------------
(Address of principal executive offices)
( 407 ) 299 - 2230
--------------------------------------
(Issuer's telephone number)
Hiking Adventures, Inc., 114 Magnolia Street, Suite 400-127,
Bellingham, Washington 98225
--------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
<PAGE>
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [x ] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 22,024,378
-------------------------------------
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [x]
<PAGE>
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements.
iQrom COMMUNICATIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
June 30,
2000
(As Restated)
ASSETS (Unaudited)
<S> <C>
CURRENT ASSETS
CASH AND CASH EQUIVALENTS $ 4,662,180
ACCOUNTS RECEIVABLE 1,048,928
INVENTORY 22,404
PREPAID EXPENSES 9,600
------------
TOTAL CURRENT ASSETS 5,743,112
FIXED ASSETS - NET 93,641
INTANGIBLE ASSETS - NET 662,638
------------
TOTAL ASSETS $ 6,499,391
============
LIABILITIES & SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
ACCOUNTS PAYABLE AND ACCRUED EXPENSES $ 1,463,960
ACCRUED DISTRIBUTION TO FORMER DXP SHAREHOLDERS 2,475,000
NOTES PAYABLE 100,000
------------
TOTAL LIABILITIES 4,038,960
SHAREHOLDERS' EQUITY
COMMON STOCK, (par value $0.001, authorized 50,000,000
shares; issued and outstanding, 21,654,378 shares) 21,654
ADDITIONAL PAID-IN CAPITAL 8,873,047
ACCUMULATED DEFICIT (3,995,535)
SUBSCRIBED COMMON STOCK (2,475,000)
ACCUMULATED OTHER COMPREHENSIVE INCOME:
Cumulative Translation Adjustment 36,265
------------
TOTAL SHAREHOLDERS' EQUITY 2,460,431
------------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 6,499,391
============
</TABLE>
See accompanying notes to condensed consolidated financial statements
<PAGE>
iQrom COMMUNICATIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30,
2000 1999 2000 1999
(As Restated) (As Restated)
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
REVENUE
TOTAL REVENUE $1,876,172 - $2,388,354 -
---------- ---------- ---------- -----------
COST OF SALES 1,507,785 - 1,895,933 -
---------- ---------- ---------- -----------
GROSS PROFIT 368,387 - 492,420 -
SELLING, GENERAL &
ADMINISTRATIVE EXPENSES
Advertising and selling 135,347 - 284,635 -
Professional fees 795,581 - 842,413 -
Salaries and benefits 568,298 - 881,230 -
Depreciation 5,013 - 6,868 -
Amortization of Intangible Assets 5,063 - 14,125 -
Other 316,986 12,237 469,416 29,908
---------- ---------- ---------- -----------
TOTAL SELLING, GENERAL & 1,826,288 12,237 2,498,687 29,908
ADMINISTRATIVE EXPENSES
OPERATING LOSS 1,457,901 12,237 2,006,267 29,908
INTEREST INCOME 90,778 - 93,410 -
INTEREST EXPENSE (29,434) - (29,366) -
---------- ---------- ---------- -----------
NET LOSS $1,396,557 $12,237 $1,942,223 $29,908
========== ========== ========== ===========
NET LOSS PER SHARE - basic and diluted $.07 $0 $.13 $0
Weighted Shares Outstanding 19,092,976 18,063,086 14,546,488 14,031,543
</TABLE>
See accompanying notes to condensed consolidated financial statements
<PAGE>
iQrom COMMUNICATIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
<TABLE>
<CAPTION>
June 30
2000 1999
(As Restated)
(Unaudited) (Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES:
Net Loss $ (1,942,223) $(29,908)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation 6,869
Amortization 14,125
Loss on disposal of fixed assets 1,051
Changes in operating assets and liabilities:
Accounts receivable (1,048,688)
Inventory (22,404)
Prepaid assets (9.600)
Accounts payable and accrued expenses 702,747 29,908
---------- ---------
Net cash used in operating activities (2,298,124) -
INVESTING ACTIVITIES:
Purchases of fixed assets (95,260)
Payments for patents (129,072)
Payments for trademarks (3,262)
Acquisition of business net of cash acquired (348,367) -
-----------
Net cash used in investing activities (575,961) -
FINANCING ACTIVITIES:
Issuance of common stock 9,900,000
Repayment of Notes Payable (1,572,784)
Payments to Former DXP US Shareholders (827,216)
-----------
Net cash provided by financing activities 7,500,000
-
EFFECT OF EXCHANGE RATE CHANGES ON CASH - 36,265 -
-----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 4,662,180 -
CASH AND CASH EQUIVALENTS - BEGINNING OF THE PERIOD - -
CASH AND CASH EQUIVALENTS - END OF THE PERIOD $4,662,180 -
========== ========
</TABLE>
See accompanying notes to condensed consolidated financial statements
<PAGE>
iQrom Communications, Inc.
Notes to Condensed Consolidated Financial Statements
For Period Ended June 30, 2000
Note 1 - Basis of Presentation.
The accompanying unaudited condensed consolidated financial statements
of iQrom Communications, Inc., and its wholly owned subsidiaries (the
"Company") have been prepared in accordance with generally accepted
accounting principles for interim financial information in response to
the requirements of Article 10 of Regulation S-X and the instructions
of Form 10-QSB. Accordingly, they do not contain all of the information
and footnotes required by accounting principles generally accepted in
the United States of America. In the opinion of management, the
accompanying condensed unaudited consolidated financial statements
reflect all adjustments (consisting only of normal recurring
adjustments) considered necessary for a fair presentation of the
Company's financial position and the results of its operations and its
cash flows for the interim periods presented. These financial
statements should be read in conjunction with our audited financial
statements as of November 30, 1999, including the notes thereto, and
the other information included in the Company's most recent filing on
Form 8-K, which was filed with the Securities and Exchange Commission,
or SEC, on July 3, 2000. The following discussion may contain forward
looking statements which are subject to the risk factors set forth in
"Risks and Uncertainties" as stated in Item 2 of this filing.
Operating results for the interim periods presented are not necessarily
indicative of the operating results that may be expected for the year
ending December 31, 2000.
Restatement - Subsequent to the issuance of the Company's financial
statements as of and for the three months ended June 30, 2000, the
Company's management determined that the accounting for the reverse
acquisition as recorded on April 20, 2000 (See Note 3, Shareholder's
Equity) should be accounted for as a capital transaction as opposed to
a business combination. Management has determined that the transaction
is equivalent to stock issued by a private company for the net monetary
assets of a publicly traded shell corporation, accompanied by a
recapitalization. The accounting is identical to that resulting from a
reverse acquisition, except that no goodwill or other intangible assets
are recorded. As a result, the Company has reduced the carrying value
of intangible assets, additional paid-in capital and total
stockholder's equity by $94,406,602, which represents the fair value
step-up of $100,879,710 less the related increased amortization of
$6,473,088. In addition, accumulated deficit, amortization of
intangible assets, total selling, general and administrative expenses,
and the net loss have each been reduced by the increased amortization
of $6,473,088.
Additionally, management has made additional adjustments and
reclassifications to correct for typographical errors, primarily
relating to reclassifying amounts from additional paid-in capital to
common stock.
A summary of the significant effects of the restatement is as follows:
<PAGE>
<TABLE>
<CAPTION>
Three months Three months Six months Six months
ended ended ended ended
June 30,2000 June 30,2000 June 30,2000 June 30,2000
------------ ------------ ------------ ------------
As Previously As Restated As Previously As Restated
Reported Reported
<S> <C> <C> <C> <C>
Consolidated Balance Sheet Date
-------------------------------
Intangible Assets- net $ 95,069,260 $ 662,638
Common Stock 2,165 21,654
Additional Paid in Capital 105,948,503 8,873,047
Accumulated Deficit (9,114,660) (3,995,535)
Accumulated Other Comprehensive Income
Subscribed Common Stock (2,475,000)
Cumulative Translation Adjustment 31,045 36,265
Total Stockholders' Equity 96,867,053 2,460,431
Consolidated Statement of Operations
------------------------------------
Amortization of Intangible Assets $6,478,151 $ 5,063 $ 6,487,213 $ 14,125
Total Selling, General and Administrative
Expenses 8,299,376 1,826,288 8,971,775 2,498,687
Net Loss $7,869,645 $1,396,557 $ 8,415,310 $1,942,223
Net Loss per Share- Basic and Diluted $.41 $.07 $.58 $.13
</TABLE>
Note 2 - Summary of Significant Accounting Policies.
Principles of Consolidation - The consolidated financial statements of
operations include iQrom Communications, Inc. and its wholly owned
subsidiaries. All significant intercompany accounts and transactions
have been eliminated in the consolidated financial statements.
Revenue Recognition - The Company designs, develops and distributes
digital communications technology based on its own and licensed
intellectual property. Revenues from the sale of products are
recognized at the time they are shipped or services are provided to the
customer. The Company recognizes revenue from conferencing and content
development as activities are performed or as development milestones
are completed under the respective agreements. Costs incurred in
connection with the performance of conferencing and content development
are expensed as incurred.
Cash and Equivalents - The Company considers all highly liquid
financial instruments with maturity at the time of purchase of ninety
days or less to be cash equivalents.
Recent Accounting Pronouncements - The Financial Accounting Standards
Board (FASB) recently issued Statement No. 137, "Accounting for
Derivative Instruments and Hedging Activities - Deferral of Effective
Date of FASB Statement No. 133." The Statement defers for one year the
effective date of FASB Statement No. 133 (SFAS No. 133), "Accounting
for Derivative Instruments and Hedging Activities." The rule will now
apply to all fiscal quarters of all fiscal years beginning after June
15, 2000. SFAS 133 will require the Company to recognize all
derivatives on the balance sheet at fair value. Derivatives that are
not hedges must be adjusted to fair value through income. If the
derivative is a hedge, depending on the nature of the hedge, changes in
fair value will either be offset against the change in the fair value
of the hedged assets, liabilities, or firm commitments through earnings
or recognized in other comprehensive income until the hedged item is
recognized in earnings. The Company has not yet determined what the
effect of SFAS 133 will be on its earnings and financial position.
Foreign Currency Translation - Assets and liabilities of the Company's
non-U.S. subsidiary are translated into U.S. dollars using the end of
period exchange rates. The effect of this translation is reported in
<PAGE>
Accumulated Other Comprehensive Income in the accompanying condensed
consolidated balance sheet. Income statement elements of the non-US
subsidiary are translated to U.S. dollars using average period exchange
rates and are recognized as part of revenues, costs and expenses.
Intangible Assets - Intangible assets consist principally of
trademarks, patents and goodwill. These are amortized on a
straight-line basis over twenty, fifteen and three years, respectively.
Net Loss Per Share Information - Basic and diluted loss per share are
computed based on the weighted average shares outstanding during the
period. Diluted net income per share will include the dilutive effect
of potential common stock issuances using the treasury stock method.
Common equivalent shares are excluded from the computation if their
effect is anti-dilutive. The Company's warrants have been excluded from
diluted loss per share since their effect is anti-dilutive.
Note 3 - Shareholders' Equity.
Reverse Acquisition - On April 10, 2000, Hiking Adventures, Inc.
amended its articles of incorporation to change its name to iQrom
Communications, Inc (iQrom). On April 20, 2000, the Company acquired
50% of the outstanding common stock of DXP US, Inc. (DXP) from its UK
shareholders, Messrs Elek, Maynard-Taylor and Allmark, by way of
exchange (the share exchange) in consideration for the issue of
6,400,314 voting common shares in the capital of the Company plus a
share of cash proceeds from the placement referred to under the
following subheading (Issuance of Equity). Immediately subsequent to
the Share Exchange, DXP was merged with and into iQrom Communications
Acquisition Co. (ICA), a wholly owned subsidiary of iQrom (the
Reorganization). As a result of the Reorganization, all of the common
stock of DXP outstanding and owned by POV US, LLC (i.e. the 50% of
common stock of DXP not already owned by the Company by virtue of the
Share Exchange) was converted into 6,400,314 voting shares in the
capital of the Company plus a share of the cash proceeds from the
Placement referred to above. All of the common stock of DXP issued and
outstanding owned of record by the Company by virtue of the Share
Exchange was cancelled and retired and the separate existence of DXP
thereby ceased and ICA continued as the surviving corporation.
Additionally, 2,466,250 voting common shares of the Company held by its
former President were cancelled as part of the transaction. This
resulted in the former shareholders of DXP owning approximately 59% of
the voting common shares of the Company upon completion of the Share
Exchange and Reorganization. The Reorganization has been accounted for
as a reverse merger under accounting principles generally accepted in
the United States, as more fully described below.
The accounting treatment for the reverse merger means that DXP is
considered the acquiring entity for accounting purposes and that ICA is
the acquired entity even though iQrom is the surviving legal entity. As
a result of this reverse purchase accounting treatment, (i) the
historical financial statements of the Company for periods prior to the
date of the merger are no longer the historical financial statements of
iQrom, and are, therefore, no longer presented; (ii) the historical
financial statements of the Company for periods prior to the date of
the merger are those of DXP; (iii) all references to the financial
statements of the "Company" apply to the historical financial
statements of DXP prior to the merger and to the consolidated financial
statements of the Company subsequent to the merger.
Issuance of Equity - Prior to the Share Exchange and Reorganization
described above, the Company undertook a private placement (the
Placement). As the first tranche of the Placement, the Company issued
1,320,000 units at a price of $7.50 per unit to a group of investors.
Each unit consisted of one share of the Company's common stock and a
half warrant. Each holder of two one-half warrants is entitled to
acquire one share of the Company's common stock at a price of not less
than $7.50 if the warrant is exercised within a year of issuance or $10
if exercised in the second year. If not exercised, the warrants expire
on April 20, 2002.
<PAGE>
The Company received gross proceeds of $9,900,000 from the first
tranche of the Placement. After completing the first tranche of the
private placement, $2,400,000 of the proceeds from the first tranche of
the Placement were paid to the former shareholders of DXP and the
remainder was retained for working capital purposes.
For the second tranche of the Placement, the Company will issue 330,000
shares of its common stock at a price of $7.50 per share for total
proceeds of $2,475,00. No warrants are to be issued with these shares.
The Placement calls for the issuance of the shares upon the achievement
of certain revenue targets by the Company. The $2,475,000 will be used
to make the final payment to the DXP shareholders. At June 30, 2000,
revenue targets were achieved for the release of private placement
funds from escrow. The Company has recorded $2,475,000 as subscribed
common stock pending the receipt of those funds from escrow.
Additionally, the Company has accrued $2,475,000 in distributions to
the former shareholders of DXP. (See item 2. Below.)
Operating results for the three and six months ended June 30, 2000 are
not necessarily indicative of the operating results that may be
expected for the year ending December 31, 2000.
Item 2. Management's Discussion and Analysis or Plan of Operation.
A predecessor to the Registrant, the non-US subsidiary of ICA, itself a wholly
owned subsidiary of the Company, was incorporated in the United Kingdom ("UK")
in March 1999 under the name of DXP New Media Services Limited ("DXP NMS"). In
June 1999, DXP NMS entered into an exclusive licensing agreement with iOra
Limited, a UK software developer, for the use of iOra's proprietary SoftCD
technology. (See Part II, Item 5 below.) DXP NMS commenced operations in
September 1999. In March 2000, DXP NMS changed its name to iQrom Limited. On
April 20, 2000, through a series of transactions described above, iQrom Limited
became a subsidiary of the Registrant.
The consolidated statements of operations above includes the operating results
of iQrom Limited for the six months ended June 30, 2000 including operating
results of the Company for the period April 20, 2000 to June 30, 2000. The
Company is in the process of building and growing its operations, activities,
and staff in the US, UK and Europe. Comparisons with its activities for the six
months ended June 30, 1999 offer little insight into its current operations.
Revenues increased from $512,182 during the first quarter 2000 to $1,876,172 in
the second quarter 2000 and are expected to continue to grow during the
remaining quarters of 2000. The Company believes its present business lines to
be somewhat seasonal, with the summer months of June, July and August being its
slower period.
Selling, General and Administrative expenses increased significantly as a result
of opening an office in Orlando, Florida and increases in staff both in the UK
and the US.
The large increase in professional fees during the three months ending June 30,
related mainly to non-recurring legal expenses associated with the initial
formation and organization of the Company.
As described above, there were two tranches to the Private Placement. The terms
of the second tranche called for the issue of 330,000 shares of stock in the
capital of the Company at a price of $7.50 per share once the Company has met
certain revenue targets for the three months ending June 30th. The Company is to
receive $2,475,000 from the Escrow Agent, who, in turn, will release the 330,000
shares. Once received, the Company will distribute funds to the original DXP
shareholders in final consideration of the Share Exchange and Reorganization.
The Company acquired Hiking Adventures Inc. in a transaction accounted for as a
reverse merger. Management has accounted for the reverse acquisition as a
capital transaction as opposed to a business combination. Management has
determined
<PAGE>
that the transaction is equivalent to stock issued by a private company for the
net monetary assets of a publicly traded shell corporation, accompanied by a
recapitalization. The accounting is identical to that resulting from a reverse
acquisition except that no goodwill or other intangible assets are recorded.
Risks and Uncertainties: The Private Securities Litigation Reform Act of 1995
provides a 'safe harbor' for forward-looking statements. Certain information
included in this report (as well as information included in oral statement or
other written statements made or to be made by the Company) contains statements
that are forward-looking, such as statements related to anticipated future
revenues of the Company and success of current product offerings. Such
forward-looking information involves important risks and uncertainties that
could significally affect anticipated results in the future and, accordingly,
such results may differ materially from those expressed in any forward-looking
statements made by, or on behalf of, the Company.
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information.
The Registrant has entered into two agreements with iOra Limited ("iOra") to
provide the Registrant with exclusive worldwide rights to iOra's SoftCD(TM)
technology, which compares the original and new versions of any digital data and
creates an amendment file incorporating only the variations from the original
data. This file is then integrated via the Internet through a user's hard drive,
effectively resulting in a new CD-ROM on which the publisher can change and
update the content. The Registrant and iOra entered into an OEM Smart Card
Agreement dated June 29, 1999, as supplemented by a Supplemental Agreement dated
April 4, 2000, in which iOra granted the Registrant exclusive rights to use
iOra's technology with respect to an updateable CD card, a business card-sized
medium playable on any CD device and also updateable via the Internet employing
SoftCD(TM) technology. The Registrant and iOra entered into a CD-U Agreement
dated June 23, 2000 (effective July 1, 2000) which granted the Registrant
exclusive worldwide rights to use the technology with respect to the 120mm CD
format to create an updateable CD with a storage capacity of up to 700MBs in the
CD implementation and more than four gigabytes in the DVD version.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
---------
a) Exhibits.
Exhibit 3.1 - Articles of Incorporation as filed in the Office of the Secretary
of State of the State of Nevada on October 18, 1996, as amended by
Certificate of Amendment to Articles of Incorporation filed in the
Office of the Secretary of the State of Nevada on April 10, 2000.
Exhibit 10 - Material Contracts
10.1 Agreement dated April 13, 2000 between DXP US, Inc. and Aldersey
Egerton Maynard-Taylor, Thomas Gabor Elek, Colin Allmark, POV US, LLC,
Gerald A. Pierson, Michael Feit, IQROM Communications, Inc. and IQROM
Communications Acquisitions Co. [Previously filed as Exhibit 99.1 to
Form 8-K filed on May 5, 2000.]
10.2 First Financing Subscription Agreement dated April 6, 2000 between the
Registrant and Agens Ag. [Previously filed as Exhibit 99.2 to Form
8-K/A filed on July 3, 2000] Subscription Agreements between the
Registrant and the other Subscribers listed below have not been filed
in accordance with Instruction 2 to Item 601 of Regulation S-K since
they are substantially identical to the Subscription Agreement with
Agens Ag filed herewith. The material details in which the following
Subscription Agreements differ from the Agens Subscription Agreement
are as follows:
Subscriber Units Acquired Purchase Price
---------- -------------- --------------
BWI Avionics Ltd. 143,333 $1,074,997.50
Euro Atlantic Equity Fund Ltd. 476,667 $3,575,002.50
Highway Finance Ltd. 166,667 $1,250,002.50
Blue Capital AG 133,333 $ 999,997.50
10.3 Second Financing Subscription Agreement dated April 6, 2000 between the
Registrant and Online Partners Inc. [Previously filed as Exhibit 99.3
to Form 8-K/A filed on July 3, 2000]
10.4 Share Purchase Warrant dated April 20, 2000 issued by the Registrant to
Agens Ag for 200,000 Common Shares. [Previously filed as Exhibit 99.4
to Form 8-K/A filed on July 3, 2000] Share Purchase Warrants issued by
the Registrant to the other Subscribers listed below have not been
filed in accordance with Instruction 2 to Item 601 of Regulation S-K
since they are substantially identical to the Share Purchase Warrant
issued to Agens Ag filed herewith. The material details in which the
following Share Purchase Warrants differ from the Agens Share Purchase
Warrant are as follows:
Subscriber Warrants Purchase Price
---------- -------- --------------
BWI Avionics Ltd. 71,667 $1,074,997.50
Euro Atlantic Equity Fund Ltd. 238,334 $3,575,002.50
Highway Finance Ltd. 83,334 $1,250,002.50
Blue Capital AG 66,667 $ 999,997.50
10.5 Patent License Agreement dated April 7, 2000, between DiskXpress US,
Inc. and DXP US, Inc.
10.6 Supply Agreement dated April 7, 2000, between Ingman Limited, iQrom
Limited (formerly DXP New Media Services Limited) and DXP US, Inc.
<PAGE>
Exhibit 27 - Financial Data Schedule
a) Reports on Form 8-K.
A Report on Form 8-K was filed on May 5, 2000, reporting the change in control
of the Company which occurred as of April 20, 2000 in connection with the
purchase of the outstanding common stock of DXP US, Inc. and its wholly owned
subsidiary, iQrom Limited discussed in Part I above. An Amendment to Current
Report on Form 8-K/A was filed on July 3, 2000 to include the audited and
unaudited financial statements of the business acquired and pro forma financial
information.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
iQrom COMMUNICATIONS, INC.
--------------------------
(Registrant)
Date November 20, 2000 /s/ Thomas Gabor Elek
(Signature)*
Thomas Gabor Elek, President and Chief Executive
Officer
*Print the name and title of each signing officer under his signature.