SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the year ended April 30, 2000 Commission File No. 000-30074
INTERNETFINANCIALCORP.COM, INC.
(Exact name of registrant as specified in its charter)
Nevada 86-0871787
(State of organization) (I.R.S. Employer Identification No.)
2080 E. Flamingo Rd., Suite 112, Las Vegas, NV 89119
(Address of principal executive offices)
Registrant's telephone number, including area code (702) 650-5660
Securities registered under Section 12(g) of the Exchange Act:
Common stock, $0.001 par value per share
Check whether the issuer (1) filed all reports required to be
file by Section 13 or 15(d) of the Exchange Act during the past
12 months and (2) has been subject to such filing requirements
for the past 90 days. No X
Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B not contained in this form, and no
disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendments to this Form 10-KSB. [ X ]
Issuer's Revenue during the year ended April 30, 2000: $0
As of June 20, 2000, the registrant had 15,000,000 shares of its
common stock, $0.001 par value, outstanding. Aggregate market
value of the voting and non-voting common equity held by non-
affiliates based on the price of $3.50 per share (the selling or
average bid and asked price) as of April 30, 2000: $52,500,000.
DOCUMENTS INCORPORATED BY REFERENCE:
The Company's amended Form 10-SB/A, filed on August 11, 1999, and
the exhibits attached thereto, are incorporated by reference.
PART I
ITEM 1. DESCRIPTION OF BUSINESS
Background
Internetfinancialcorp.com, Inc. (the "Company") is a Nevada
corporation formed on April 28, 1997 as Dom Caribe, Ltd. Its
principal place of business is located at 2080 E. Flamingo Rd.,
Suite 112, Las Vegas, NV 89119. On July 1, 1998, the Board of
Directors changed the name from Dom Caribe, Ltd., to Caribbean
Ventures, Inc. On February 11, 2000, the Company again changed
its name to Internetfinancialcorp.com, Inc.
On February 11, 2000, the Company's common stock underwent a
forward stock split on a 5:1 basis for all record shareholders,
increasing the then issued and outstanding shares from 3,000,000
common shares to 15,000,000 common shares.
The Company was formed to locate and purchase a piece of property
or properties in the Caribbean, (Belize) for development of a
Scuba Dive Resort/Facility. On May 1, 1997, the Company
authorized 3,000,000 shares of its common stock, par value $0.01,
to be issued in consideration for services rendered to the
Company. The Company was unable to raise sufficient funding to
pursue that objective, and therefore abandoned its original
business plan.
On February 11, 2000, the Board of Directors elected to implement
the Company's principal business purpose, described below under
"Item 6, Plan of Operation". The Company is still in its
development stage and has not generated any revenues.
The Company has a web-site which can be visited at
www.internetfinancialcorp.com
ITEM 2. DESCRIPTION OF PROPERTY.
The Company neither owns nor leases any real property at this
time. The Company does have the use of a limited amount of office
space from its Resident Agent, at no cost to the Company, and
Management expects this arrangement to continue. The Company pays
its own charges for long distance telephone calls and other
miscellaneous secretarial, photocopying, and similar expenses.
This is a verbal agreement between the Resident Agent and the
Board of Directors.
ITEM 3. LEGAL PROCEEDINGS
The Company is not a party to any material pending legal
proceedings and, to the best of its knowledge, no such action by
or against the Company has been threatened.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No such matters were submitted during the most recent quarter.
PART II
ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.
The Company's common stock is quoted on the over-the-counter
market in the United States under the symbol IFAN. Management has
not undertaken any discussions, preliminary or otherwise, with
any prospective market maker concerning the participation of such
market maker in the after-market for the Company's securities and
management does not intend to initiate any such discussions until
such time as the Company has consummated a merger or acquisition.
There is no assurance that a trading market will ever develop or,
if such a market does develop, that it will continue.
After a merger or acquisition has been completed, any or all of
the Company's officers and directors will most likely be the
persons to contact prospective market makers. It is also possible
that persons associated with the entity that merges with or is
acquired by the Company will contact prospective market makers.
The Company does not intend to use consultants to contact market
makers.
Market Price
The Company's common stock is quoted on the over-the-counter
market in the United States under the symbol IFAN. The quotations
reflect inter-dealer prices, without retail mark-up, mark-down or
commission and may not represent actual transactions.
<TABLE>
<S> <C> <C>
Qtr. Ended Low/Bid High/Ask
April 30, 2000 3.50 4.50
</TABLE>
Source: America Online.
The Company's common stock is considered a "penny stock" under
the Commission rules.
Effective August 11, 1993, the Securities and Exchange Commission
adopted Rule 15g-9, which established the definition of a "penny
stock," for purposes relevant to the Company, as any equity
security that has a market price of less than $5.00 per share or
with an exercise price of less than $5.00 per share, subject to
certain exceptions. For any transaction involving a penny stock,
unless exempt, the rules require: (i) that a broker or dealer
approve a person's account for transactions in penny stocks; and
(ii) the broker or dealer receive from the investor a written
agreement to the transaction, setting forth the identity and
quantity of the penny stock to be purchased. In order to approve
a person's account for transactions in penny stocks, the broker
or dealer must (i) obtain financial information and investment
experience and objectives of the person; and (ii) make a
reasonable determination that the transactions in penny stocks
are suitable for that person and that person has sufficient
knowledge and experience in financial matters to be capable of
evaluating the risks of transactions in penny stocks. The broker
or dealer must also deliver, prior to any transaction in a penny
stock, a disclosure schedule prepared by the Commission relating
to the penny stock market, which, in highlight form, (i) sets
forth the basis on which the broker or dealer made the
suitability determination; and (ii) that the broker or dealer
received a signed, written agreement from the investor prior to
the transaction. Disclosure also has to be made about the risks
of investing in penny stocks in both public offerings and in
secondary trading, and about commissions payable to both the
broker-dealer and the registered representative, current
quotations for the securities and the rights and remedies
available to an investor in cases of fraud in penny stock
transactions. Finally, monthly statements have to be sent
disclosing recent price information for the penny stock held in
the account and information on the limited market in penny
stocks.
The National Association of Securities Dealers, Inc. (the
"NASD"), which administers NASDAQ, has recently made changes in
the criteria for initial listing on the NASDAQ Small Cap market
and for continued listing. For initial listing, a company must
have net tangible assets of $4 million, market capitalization of
$50 million or net income of $750,000 in the most recently
completed fiscal year or in two of the last three fiscal years.
For initial listing, the common stock must also have a minimum
bid price of $4 per share. In order to continue to be included on
NASDAQ, a company must maintain $2,000,000 in net tangible assets
and a $1,000,000 market value of its publicly-traded securities.
In addition, continued inclusion requires two market-makers and a
minimum bid price of $1.00 per share.
Management intends to strongly consider undertaking a transaction
with any merger or acquisition candidate which will allow the
Company's securities to be traded without the aforesaid
limitations. However, there can be no assurances that, upon a
successful merger or acquisition, the Company will qualify its
securities for listing on NASDAQ or some other national exchange,
or be able to maintain the maintenance criteria necessary to
insure continued listing. The failure of the Company to qualify
its securities or to meet the relevant maintenance criteria after
such qualification in the future may result in the discontinuance
of the inclusion of the Company's securities on a national
exchange. In such events, trading, if any, in the Company's
securities may then continue in the non-NASDAQ over-the-counter
market. As a result, a shareholder may find it more difficult to
dispose of, or to obtain accurate quotations as to the market
value of, the Company's securities.
Holders
There are 41 holders of the Company's Common Stock. On May 1,
1997, the Company authorized 3,000,000 shares of its common
stock, par value $0.01, to be issued in consideration for
services rendered to the Company. On February 11, 2000, the
Company's common stock underwent a forward stock split on a 5:1
basis for all record shareholders, increasing the then issued and
outstanding shares from 3,000,000 common shares to 15,000,000
common shares. All of the issued and outstanding shares of the
Company's Common Stock were issued in accordance with the
exemption from registration afforded by Section 4(2) of the
Securities Act of 1933.
Dividends
The Registrant has not paid any dividends to date, and has no
plans to do so in the immediate future.
Recent Sales of Unregistered Securities.
With respect to the issuances and transfers made, the Registrant
relied on Section 4(2) of the Securities Act of 1933, as amended.
No advertising or general solicitation was employed in offering
the shares. The securities were offered for investment only and
not for the purpose of resale or distribution, and the transfer
thereof was appropriately restricted.
On May 1, 1997, the Company authorized 3,000,000 shares of its
common stock, par value $0.01, to be issued in consideration for
services rendered to the Company. On February 11, 2000, the
Company's common stock underwent a forward stock split on a 5:1
basis for all record shareholders, increasing the then issued and
outstanding shares from 3,000,000 common shares to 15,000,000
common shares.
In general, under Rule 144 adopted pursuant to the Securities Act
of 1933, a person (or persons whose shares are aggregated) who
has satisfied a one year holding period, under certain
circumstances, may sell within any three-month period a number of
shares which does not exceed the greater of one percent of the
then outstanding Common Stock or the average weekly trading
volume during the four calendar weeks prior to such sale. Rule
144 also permits, under certain circumstances, the sale of shares
without any quantity limitation by a person who has satisfied a
two-year holding period and who is not, and has not been for the
preceding three months, an affiliate of the Company.
ITEM 6. MANAGEMENT'S PLAN OF OPERATION
NOTE REGARDING PROJECTIONS AND FORWARD LOOKING STATEMENTS
This statement includes projections of future results and
"forward-looking statements" as that term is defined in Section
27A of the Securities Act of 1933 as amended (the "Securities
Act"), and Section 21E of the Securities Exchange Act of 1934 as
amended (the "Exchange Act"). All statements that are included in
this filing, other than statements of historical fact, are
forward-looking statements. Although Management believes that
the expectations reflected in these forward-looking statements
are reasonable, it can give no assurance that such expectations
will prove to have been correct. Important factors that could
cause actual results to differ materially from the expectations
are disclosed in this Statement, including, without limitation,
in conjunction with those forward-looking statements contained in
this Statement.
Plan of Operation
The Company has a mandate to develop, acquire or incubate
companies specializing in the financial online Internet
marketplace. The Company will apply its management and
financial expertise to assist these businesses in achieving
success and profitability. By building and sharing investor and
financial professional databases and online tools with the entire
group, the Company will create an environment of synergy to the
benefit of everyone.
The Company will also create an Investment Portal website that
will act as the hub to its other companies websites and online
investor tools. The Company will offer active investors
dynamically updating real-time stock quotes, HTML based news,
market newsletters and message boards that can be accessed by a
stock symbol or category and from each viewer's custom portfolio
and message center.
The site will offer fee based services which will include an on-
line course in day trading and an investor's club, providing
"members only" with daily stock picks and investment sector
newsletters and a book store to purchase financial and trading
books giving access to a large audience of North American
investors. Anticipated daily site visitation rate - 100,000+
users. The site will focus on real-time quotes (Standard and
Poors Comstock Feed), current news, exchange rates, company
financial reports and prospectuses, and a list of weekly IPO's,
all of which have North American content. New and useful
information will be added or updated on a daily basis. E-mail is
the primary vehicle, being a powerful, flexible, marketing tool
able to reach a local or worldwide audience instantly and
inexpensively.
This will give the Company a marketing tool on hundreds of North
American financial websites. Using the principles of database
marketing, the addresses of all responders are gathered and added
to a growing list of well-defined individuals. This database
gives the Company a real competitive marketing advantage and a
major asset for increasing value.
To generate opt-in members, pertinent content will be provided to
each user in the form of daily and weekly reports regarding the
users' personal selections and their portfolio choices.
Customizable features to be selected by the user include North
American Market Report, North American Daily Closing Report,
North American IPO Weekly, Weekly Mailer of Hot Stocks,
customized e-mail with the subscriber's closing portfolio value
and weekly report of up coming IPO's. There will also be instant
lookup features which will allow the visitor to customize web
pages for themselves including real-time lookups for North
American stocks, real-time tracking of the users' personal
portfolio and a customizable web page available as a home page
for the individual to set up on-line and receive information
specific to their personal needs.
The Company is also developing an Internet Communications Portal
called Broker2Client.com that allows financial professionals and
brokers to have a dynamic and interactive real-time connection
with their clients.
Broker2Client.com will provide brokers with an interactive web
presence, through proprietary portal software and information
feeds, that allow them to set up quickly and easily their own
seemingly proprietary communications portal.
The Company plans to provide services beyond the expectations of
its customers. We will have the ability to draw and retain
subscribers through our on-line community portal to the
investment community. Experienced individuals both in management
and sales will manage the site and will have the capability to
drive the revenues forward in the new millennium. The website
will incorporate a very user-friendly interface with cutting-edge
technology.
As the investments industry changes over the next few years, the
Company will seek further opportunities to grow its profits.
The on-line community we are building will provide us with e-mail
addresses and demographic profiles from which we can sell our
services. the Company's initial drive will be to build a leading
edge site to draw-in investors and brokers. There will be
various features catering to all types of investors.
We will be selling our services to small cap companies, but in
the near future we wish to further sell our services to large cap
companies.
Since we sell our services to both companies and subscribers, we
have two customer profiles: Corporate customers which are
typically up and coming small cap companies wanting an
opportunity to offer to the world what they can provide. It will
be our job to make sure that as many investors as possible know
about them; and subscriber customers which are typically
investors wanting the latest information on up and coming
companies.
The Company will be unique in that it will provide a
comprehensive range of free services and information for a market
that is virtually wide open: North America. Most of the
competition comes from North American companies that see the
North American market as getting saturated which are looking
abroad to expand.
One competitor, Quote.com was recently purchased by the search
engine portal Lycos (LCOS) for approximately US$78.3 million.
The website provides quotes to approximately 150 affiliate
financial sites. Acquiring Quote.com ensures that the 30 million
monthly Internet users that visit Lycos have access to all of the
Quote.com financial services. The deal will attract a
demographic of loyal users that would provide opportunities to
Lycos' advertising and commerce partners. One existing feature
of the Quote.com site is MyQuote.com, which is a fully
customizable financial homepage and portfolio tracker. The
combination of such features and education have attracted a
community of 1 million investors who utilize Quote.com's features
each month.
Freerealtime.com (FRTL.OB) is another competitor but concentrates
only on North American markets at the present time. They
currently have over 700,000 subscribers and a market
capitalization of US$44.8 million.
Stockpoint.com provides similar real time quotes, but only in
North America. This is not a publicly traded corporation.
Stockgroup.com (SWEB.OB) is a company that profiles other
corporations on their website(s). One such site is
www.smallcapcenter.com, which was recently rated the "best of the
Net" for October, 1999 by About.com's "Investing Canada". This
company has a market capitalization of US$19 million.
An affiliate program will offer all web based financial sites, a
feature unique for them, REAL TIME QUOTES of trading stocks on
North American Exchanges. This unique feature will attract and
keep many online investors at the offering sites and
substantially increase traffic to our affiliates' websites.
An agreement with affiliate sites will allow us to post a number
of "click-through" banners on their sites. These banners, which
we will sell, will generate substantial revenue for the Company.
Additional revenue, and a long-term asset, will be made through
the creation of an opt-in e-mail database of investors and
financial professionals which would be rented to the Company's
qualifying clients. As this database quickly grows through the
substantial traffic generated from our affiliates offering "free
real time quotes", it will ultimately become the most valuable
asset of the company.
The main feature of our website for attracting visitors will be
free real-time stock quotes. Traditionally, this service would
have to be paid for but we will be offering it free in order to
attract and retain visitors to our websites. Subscribers will
then be able to establish a portfolio of favorite stocks in our
Portfolio Tracker area of Member Services.
In order for the Company to provide Free Real-Time Quotes to its
visitors, the company plans to purchase the service from Standard
and Poors Comstock. This service is provided via a satellite
link with their transmitters. The data is in a streaming format
being constantly fed into the Client Site Processor, which will
be connected to our servers. On these servers, we will store our
software applications, databases of archived and non-archived
information, and hosted financial website pages. The connection
to the Internet is made through our servers.
Subscribers wishing to access Free Real-Time Stock Quotes will be
able to do so from any of our clients' websites or our own after
filling an agreement as required by the securities regulators of
North America.
Regulation and Taxation
The Investment Company Act of 1940 classifies as an "investment
company" an issuer which (a) is or holds itself out as being
engaged primarily in the business of investing, reinvesting or
trading securities, or (b) is engaged or proposes to engage in
the business of investing, reinvesting, owning, holding, or
trading in securities, and owns or proposes to acquire investment
securities having a value exceeding 40 percent of the value of
its total assets. While the Company does not intend to engage in
such activities, the Company may obtain and hold a minority
interest in a number of development stage enterprises. The
Company could be expected to incur significant registration and
compliance costs if required to register under the Investment
Company Act of 1940. Accordingly, management will continue to
review the Company's activities from time to time with a view
toward reducing the likelihood the Company could be classified as
an "investment company".
The Company intends to structure a merger or acquisition in such
manner as to minimize Federal and state tax consequences to the
Company and to any target company.
Employees
The Company's only employees at the present time are its officers
and directors, who will devote as much time as the Board of
Directors determine is necessary to carry out the affairs of the
Company. (See "Item 9").
Current Developments
On June 16, 2000 the Company accepted the resignation of Theo
Sanidas as an officer and director of the Company, effective
immediately. The remaining members of the board decided not to
immediately fill the vacancy left by Mr. Sanidas' resignation.
Mr. Morginn, the Company's secretary, treasurer and a member of
the board, was appointed as president of the Company.
ITEM 7. FINANCIAL STATEMENTS.
The financial statements and supplemental data required by this
Item 7 follow the index of financial statements appearing at Item
13 of this Form 10-SB.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.
The Registrant has not changed accountants since its formation,
and Management has had no disagreements with the findings of its
accountants.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL
PERSONS
DIRECTORS AND EXECUTIVE OFFICERS.
The members of the Board of Directors of the Company serve until
the next annual meeting of the stockholders, or until their
successors have been elected. The officers serve at the pleasure
of the Board of Directors.
There are no agreements for any officer or director to resign at
the request of any other person, and none of the officers or
directors named below are acting on behalf of, or at the
direction of, any other person.
The Company's officers and directors will devote their time to
the business on an "as-needed" basis, which is expected to
require 5-10 hours per month.
Information as to the directors and executive officers of the
Company is as follows:
<TABLE>
<S> <C> <C>
Name/Address Age Position
Lance Morginn 27 President/Secretary/Treasurer/Direc
3245 16th Ave. E. tor
Vancouver, BC V5M 2M8
Silvio Forigo 36 Director
Heritage Ventures Ltd.
615 11 Ave SE, Suite
204
Calgary, AB T2G0Y8
</TABLE>
Lance Morginn, President(1)/Secretary/Treasurer/Director
Lance Morginn has been an officer and director of the Company
since February 11, 2000.
Mr. Morginn founded MediaNet Solutions, a Vancouver based Web
Development Company in April 1996. Under Lance's guidance,
MediaNet Solutions received worldwide recognition from leading
software companies and grossed over 1.5 million dollars in
revenues in just two years. As a tie-in to MediaNet Solutions,
Mr. Morginn also initiated a portal production project, which
attracted a large pool of investment funds. Other projects
included the production of a leading North American Y2K software
package capable of physically updating a computer's CPU.
For the last year he has been an Officer of Wsi Interactive
Corporation. Wsi is an innovative Internet business development
and marketing firm, whose objective is to capitalize on business
opportunities on the Internet. Wsi builds, manages and markets
online businesses using its unique combination of technology,
marketing and venture capital to build successful on-line
ventures.
Mr. Morginn holds a certificate from the Vancouver Firm School
multi-media program. He is trained in various multi-media
computer programs used specifically for the Firlm and Video
Industry.
Silvio Forigo; Director
Silvio Forigo has been a director of the Company since February
11, 2000.
Currently CEO and Director of Heritage Ventures Ltd. and has been
a founding member since 1988. Heritage Ventures Ltd. (HVL) was
one of the first JCP approved on the Alberta Stock Exchanges
(ASE). Heritage is a technology-based company that takes new high-
tech products to market. Mr. Forigo has served as Director,
President and CEO of a number of their public companies and has
gained a sound knowledge of corporate restructuring, mergers and
acquisitions.
Note (1): Mr. Lance Morginn has been President of the Company
since June 16, 2000, when Mr. Theo Sanidas resigned from his
positions as an officer and a director.
ITEM 10. EXECUTIVE COMPENSATION
None of the Company's officers and/or directors receive any
compensation for their respective services rendered to the
Company, nor have they received such compensation in the past.
They have agreed to act without compensation until authorized by
the Board of Directors. As of the date of this registration
statement, the Company has no funds available to pay directors.
Further, none of the directors are accruing any compensation
pursuant to any agreement with the Company.
It is anticipated that Management will be compensated with stock
options and/or salary, if a business combination is completed.
The details of the stock options and/or salary have not yet been
completed. It is expected that these details will be one of the
items to be negotiated as part of the combination.
No retirement, pension, profit sharing, stock option or insurance
programs or other similar programs have been adopted by the
Registrant for the benefit of its employees.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT.
The following table sets forth each person known to the Company,
as of June 20, 2000, to be a beneficial owner of five percent
(5%) or more of the Company's common stock, by the Company's
directors individually, and by all of the Company's directors and
executive officers as a group. Except as noted, each person has
sole voting and investment power with respect to the shares
shown.
<TABLE>
<S> <C> <C> <C>
Title of Name/Address Shares Percentage
Class of Owner Beneficially Ownership
Owned
Common Donna Harper 6,635,000 44.23%
7170 E. McDonald Dr.,
#4
Scottsdale, AZ 85258
Common Total Ownership over 5% 6,635,000 44.23%
and Officers and
Directors
</TABLE>
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Board of Directors has passed a resolution which contains a
policy that the Company will not seek an acquisition or merger
with any entity in which any of the Company's Officers,
Directors, principal shareholders or their affiliates or
associates serve as officer or director or hold any ownership
interest. Management is not aware of any circumstances under
which this policy may be changed through their own initiative.
ITEM 13. FINANCIAL STATEMENTS AND EXHIBITS.
FINANCIAL STATEMENTS
Report of Independent Auditor, Michael L. Stuck,
Certified Public Accountant, dated May 30, 2000
Balance Sheet as of April 30, 2000 and April 30, 1999
Statement of Operation for the years ended April 30,
2000, April 30, 1999 and the period April 28, 1997
(date of inception) through April 30, 2000
Statement of Stockholders' Equity for the years ended
April 30, 2000, April 30, 1999 and the period April
28, 1997 (date of inception) through April 30, 2000
Statement of Cash Flows for the years ended April 30,
2000, April 30, 1999 and the period April 28, 1997
(date of inception) through April 30, 2000
Notes to Financial Statements
INDEPENDENT AUDITOR'S REPORT
Board of Directors and Stockholders
Caribbean Ventures, Inc.
Vancouver, BC
We have audited the accompanying balance sheets of Caribbean
Ventures, Inc., as of April 30, 2000 and April 30, 1999 and the
related statements of income, stockholders' equity, and cash
flows for the years ended April 30, 2000, April 30, 1999 and the
period April 28, 1997 (date of inception) through April 30, 2000.
These financial statements are the responsibility of the
Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with Generally Accepted
Auditing Standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free from material misstatement. An
audit includes examining on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audit provides basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Caribbean Ventures, Inc. as of April 30, 2000 and April 30
1999 and its results of operations, and cash flows for the years
ended April 30, 2000, April 30, 1999 and the period April 28,
1997 (date of inception) through April 30, 2000, in conformity
with Generally Accepted Accounting Principles.
Michael L. Stuck
Certified Public Accountant
May 30, 2000
Scottsdale, Arizona
CARIBBEAN VENTURES, INC.
BALANCE SHEETS
April 30, 2000 and April 30, 1999
<TABLE>
<S> <C> <C>
ASSETS
April 30, April 30,
2000 1999
------------ ------------
Current Assets
Cash and Cash Equivalents $ -0- $ -0-
-------- ---------
Total Currrent Assets -0- -0-
-------- ---------
Other Assets
Organization Expense (net of
Amortization) -0- 299
-------- ---------
Total Other Assets -0- 299
-------- ---------
Total Assets $ -0- $ 299
======== =======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities $ -0- $ -0-
---------- ---------
Total Current Liabilities -0- -0-
---------- ---------
STOCKHOLDERS' EQUITY;
Common stock, authorized 25,000,000
shares, 3,000,000 shares outstanding par
value
$.001 3,000 3,000
Additional Paid In Capital -0- -0-
Retained Earnings (Loss) (3,000) (2,701)
--------- ---------
Total Stockholders' Equity -0- 299
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ (-0-) $ 299
========= ========
</TABLE>
See accompanying accountants' report.
The accompanying notes are an integral part of these statements.
CARIBBEAN VENTURES, INC.
STATEMENTS OF INCOME
For the Years Ended April 30, 2000 and April 30, 1999,
and the Period April 28, 1997
(inception) to April 30, 2000
<TABLE>
<S> <C> <C> <C>
April 28,
1997
(inception)
Year Ended Year Ended to
April 30, April 30, April 30,
2000 1999 2000
------------ ------------ ------------
Revenue $ -0- $ -0- $ -0-
Expenses
Amortization Expense -0- 101 101
--------- ---------- ----------
Total Expenses -0- 101 101
--------- ---------- ----------
Net Income/(Loss) Before Taxes -0- (101) (101)
--------- ---------- ----------
Income Taxes -0- -0- -0-
--------- ---------- ----------
Net Income Before
Extraordinary
Item -0- (101) (101)
Adjustment due to Account (299) -0- (299)
Change
--------- ---------- ----------
Net Income/(Loss) $(299) $ (101) $(400)
======== ======== =======
Earnings (Loss) per Common
Share
Income before extraordinary
items (-0-) (-0-) (-0-)
Effect of accounting change (-0-) (-0-) (-0-)
---------- ----------- ----------
Net Income/(Loss) -0- -0- -0-
======== ======= =======
Weighted Average Numbers of
Shares Outstanding 3,000,000 3,000,000 3,000,000
</TABLE>
See accompanying accountants' report.
The accompanying notes are an integral part of these statements.
CARIBBEAN VENTURES, INC.
STATEMENT OF STOCKHOLDERS' EQUITY
April 30, 2000
<TABLE>
<S> <C> <C> <C> <C> <C> <C> <C>
Paid In
Preferred Stock Common Stock Capital Retained
Stock Amount Stock Amount Amount Earnings Total
--------- ---------- ------------ ---------- --------- ---------- -------
Balance April 30,
1998 -0- $ -0- 3,000,000 $3,000 $ -0- $(2,600) $400
Retained Earnings
(Loss) -0- -0- -0- -0- -0- (101) (101)
-------- ---------- ------------ ---------- --------- ---------- ----------
Balance April 30,
1999 -0- -0- 3,000,000 3,000 -0- (2,701) 299
-------- ---------- ------------ ---------- --------- ---------- ----------
Retained Earnings
(Loss) -0- -0- -0- -0- -0- (299) (299)
-------- ---------- ------------ ---------- --------- ---------- ----------
Balance April 30,
2000 -0- $ -0- 3,000,000 $3,000 $ -0- $(3,000) $ -0-
===== ======= ========= ======= ======= ======== =======
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statement
CARIBBEAN VENTURES, INC.
STATEMENTS OF CASH FLOWS
For the Years Ended April 30, 2000 and April 30, 1999
and the Period April 28, 1997
(inception) to April 30, 2000
<TABLE>
<S> <C> <C> <C>
April 28,
1997
Year Ended Year Ended (inception)
to
April 30, April 30, April 30,
2000 1999 2000
---------- ----------- ----------
Net Income (Loss) $ 299 $ (101) $ 400
Adjustments to reconcile net
income to
net cash provided by operating
activities:
Amortization Expense -0- 101 101
Adjustment due to accounting
change 299 -0- 299
------- ------- -------
Cash Provided by Operations -0- -0- -0-
------- ------- -------
Cash Used in Investing -0- -0- -0-
Activities
------- ------- -------
Cash Provided by Financing -0- -0- -0-
Activities
------- ------- -------
Net Change in Cash -0- -0- -0-
Beginning Balance -0- -0- -0-
------- ------- -------
Ending Cash Balance $ -0- $ -0- $ -0-
====== ====== ======
</TABLE>
See accompanying accountant's report.
The accompanying notes are an integral part of these statements.
CARIBBEAN VENTURES, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 2000 and April 30, 1999
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Operations - Caribbean Ventures, Inc. was
incorporated in the State of Nevada in 1997 and is authorized to
do business in the United States. The Company has no revenue from
operations during the period covered by this financial statement.
Method of Accounting - These financial statements are prepared on
the accrual basis of accounting in accordance with generally
accepted accounting principles. Consequently, revenues are
recognized when earned and expenses are recognized when the
obligation is actually incurred.
Income Taxes and Cash Flows - The Company accounts for income
taxes and the statement of cash flows in accordance with
Financial Accounting Standards Board Statement No. 109 and No.
95.
Cash and Cash Equivalents - Cash and cash equivalents include all
highly liquid investments with a maturity of three months or less
when purchased.
NOTE 2. CASH
The Company has no bank accounts at this time.
NOTE 3 - ORGANIZATION COSTS
The Company incurred organization costs in the amount of $500 in
April, 1997. These costs were being amortized on a straight-line
basis over a five year period through April 30, 1999 after which
time statement of position 98-5 as discussed in note 8 was
adopted.
NOTE 4 - EARNINGS PER SHARE
Earnings per share has been computed by dividing net
income/(loss) by the weighted average number of common shares
outstanding for the period. There are no items which are deemed
to be common stock equivalents during the audit period.
CARIBBEAN VENTURES, INC.
NOTES TO FINANCIAL STATEMENTS
April 30, 2000 and April 30, 1999
(continued)
NOTE 5 - COMMON STOCK
The Company had 3,000,000 shares of common stock, par value
$0.001, issued and outstanding as of April 30, 2000 and April 30,
1999. The stock was issued for maintaining the entity and
reviewing potential business opportunities.
NOTE 6 - LEASE COMMITMENTS
The Company currently has no commitments for leases or
contingencies.
NOTE 7 - USE OF ESTIMATES
The preparation of financial statements in conformity with
Generally Accepted Accounting Principles requires management to
make estimates and assumptions that affect certain reported
amounts and disclosures. Accordingly, actual results could
differ from these estimates.
NOTE 8 - ACCOUNTING CHANGE
The Company adopted statement of position 98-5 regarding
expensing of organizational costs effective May 1, 1999. As a
result of this change the Company expensed $299 of unamortized
organizational costs during the current period
EXHIBITS
3.1 The exhibits, consisting of the Company's Articles of
Incorporation, are attached to the Company's Amended Form 10-
SB, filed on August 11, 1999. These exhibits are
incorporated by reference to that Form.
3.2 The exhibits, consisting of the Company's Bylaws, are
attached to the Company's Amended Form 10-SB, filed on
August 11, 1999. These exhibits are incorporated by
reference to that Form.
27 Financial Data Schedule
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange
Act, the Registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Internetfinancialcorp.com, Inc.
By: /s/ Lance Morginn
Lance Morginn, President
Date: July 17, 2000
