FORM 10-SB/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
GENERAL FORM FOR REGISTRATION OF SECURITIES OF SMALL BUSINESS ISSUERS
Under Section 12(b) or (g) of the
Securities Exchange Act of 1934
INTERNET VIP, INC.
(Name of Small Business Issuer in its charter)
Delaware (I.R.S. Employer
(State or other jurisdiction of Identification No.)
incorporation or organization)
1155 University St., Suite 602, Montreal, Canada H3B 3A7
(Address of principal executive offices) (Zip Code)
Telephone Number (514) 876-9222 Fax Number (514) 876-1001
Securities to be registered under Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Securities to be registered under Section 12(g) of the Act:
Common Stock, $.0001 par value
(Title of Class)
<PAGE>
Revised September 14, 1999
INTERNET VIP, INC. AND SUBSIDIARY
(a development stage company)
CONSOLIDATED BALANCE SHEET
Unaudited
MAY 31, 1999
ASSETS
CURRENT ASSETS
Cash and cash equivalence 190,251.74
Other current assets 801.00
Total current assets 191,052.74
COMPUTER EQUIPMENT 223,542.34
RECEIVABLES FROM SUBSIDIARIES 32,432.00
INVESTMENT IN SUBSIDIARIES 14,000.00
INCORPORATION AND ORGANIZATION EXPENSES 4,090.00
Total assets 465,117.08
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accrued expenses 120,313.00
Accounts payable 4,450.84
Total current liabilities 124,763.84
STOCKHOLDERS' EQUITY:
Common Stock, $0.0001 par value; 50,000,000 Shares Authorised;
21,695,695 shares issued and outstanding 2,169.00
Additional paid-in capital 928,455.50
Deferred compensation (100,000.00)
Accumulated Deficit (490,271.26)
Total stockholders' equity 340,353.24
Total liabilities and stockholders's equity 465,117.08
The accompanying notes are an integral part of this balance sheet.
<PAGE>
Revised September 14, 1999
INTERNET VIP, INC. AND SUBSIDIARY
(a development stage company)
Unaudited
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE PERIOD FROM MARCH 1, 1999 TO MAY 31, 1999
OPERATING EXPENSES2
General and administrative expenses $ 271,261.26
Total operating expenses $ 271,261.26
Net loss $ 271,261.26
============
BASIC AND DILUTED NET LOSS PER SHARE $ 0.01
AVERAGE COMMON STOCK OUTSTANDING -
BASIC AND DILUTED3 21,285,248
The accompanying notes are an integral part of this statement.
<PAGE>
Revised September 14, 1999
INTERNET VIP, INC. AND SUBSIDIARY
(a development stage company)
Unaudited
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM MARCH 1, 1999 TO MAY 31, 1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(271,261)
Adjustments to reconcile net loss to net cash used in operating
activities
Changes in operating assets and liabilities -
Other current assets (801.00)
Accrued expenses 120,313.00
----------
Net cash used in operating activities (151,749.00)
CASH FLOWS FROM INVESTING ACTIVITIES:
Deposit on account of property and equipment (198,542.00)
Net cash used in investing activities (198,542.00)
CASH FLOWS FROM FINANCING ACTIVITIES:
Stockholders' capital contribution, net 430,448.00
Net cash provided by financing activities 430,448.00
Net increase (decrease) in cash and
cash equivalents (33,372.00)
CASH AND CASH EQUIVALENTS, beginning of period 223,624.00
CASH AND CASH EQUIVALENTS, end of period $190,252.74
===========
NONCASH FINANCING ACTIVITIES:
Common stock issued for consulting services $100,000.00
===========
The accompanying notes are an integral part of this balance sheet.
<PAGE>
Revised September 14, 1999
INTERNET VIP, INC. AND SUBSIDIARY
(a development stage company)
Unaudited
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE
PERIOD FROM INCEPTION (NOVEMBER 13, 1998) TO MAY 31, 1999
<TABLE>
<S> <C> <C> <C> <C> <C>
Common Stocks
Additional Total
Number Amount Paid-in Deferred Accumulated Stockholders'
of Shares ($) Capital Compensation Deficit Equity
($) ($) ($) ($)
BALANCE, November 13, 1998 - - - - - -
Issuance of Common Stocks
to founders 18,772,600 1,877 - - - 1,877
Issuance of Common Stocks
in a private placement
($0.05 per share) 1,184,000 118 59,082 - - 59,200
($0.50 per share) 27,695 3 13,844.50 13,847.50
Issuance of common Stocks
for consulting services 200,000 20 99,980 (100,000) - -
Issuance of Common Stocks
in a private placement
($0.50 per share), net of
issuance costs of $20,000 1,511,400 151 755,549 - - 755,700
Net loss - - - - (490,271.26) (490,271.26)
- ------------------------------------- ---------------- ---------- --------------- --------------- --------------- ----------------
BALANCE, May 31, 1999 21,695,695 $2,169 $928,455.50 $ (100,000) ($490,271.26) $340,353.24
========== ====== =========== =========== ============= ===========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
Revised September 14, 1999
INTERNET VIP, INC. AND SUBSIDIARY
(a development stage company)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Unaudited
MAY 31, 1999
(1) BASIS OF PRESENTATION:
The accompanying unaudited condensed consolidated financial statements have
been prepared by the Company and reflect all adjustments, consisting of
only normal adjustments, which are, in the opinion of management, necessary
for a fair presentation of financial results for the period from March 1,
1999 to May 31, 1999 in accordance with generally accepted accounting
principles for the interim financial reporting.
The results of operations for the period from March 1, 1999 to May 31, 1999
are not necessarily indicative of the results of operations to be expected
for a full fiscal year.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and disclosures of
contingent assets and liabilities at the dates of the financial statements
and the reported amounts of revenues and expenses during the reporting
periods. Actual results could differ from those estimates.
(2) OPERATING EXPENSES:
Travel expenses represented roughly 25% of total operating expenses for the
period under review. This percentage is expected to decrease significantly
once the Company is fully operational.
(3) OUTSTANDING SHARES (O/S)
O/S on February 28, 1999 20,874,800
on May 31, 1999 21,695,695
O/S Average common shares; 21,285,248
<PAGE>
SIGNATURES
In accordance with Section 12 of the Securities Exchange Act of 1934, the
Registrant caused this registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
INTERNET VIP, INC.
Date: September 21, 1999 /s/
Dr. Ilya Gerol, Chairman and CEO
(Chief Executive Officer)
Date: September 21, 1999 /s/
Michael MacInnis, CFO and Director
(Chief Financial Officer)
Date: September 21, 1999 /s/
Derek LaBell, President and Director
Date: September 21, 1999 /s/
Viatcheslav Makarov, V P and Director
