UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 30549
FORM 10-QSB
(MarkOne)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSACTION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
---------- -----------
Commission file number: 0-28363
-------
Inet Commerce Conduit Corporation
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Florida 59-28363
- ------------------------------- -------------------
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
615 Mount Pleasant Road, Suite 318, Toronto, Ontario, Canada M453C5
- -------------------------------------------------------------------
(Address of principal executive offices)
(416) 482-3191
---------------------------
(Issuer's telephone number)
---------------------------------------------------
(Former name, former address and former fiscal year
(if changed since last report)
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 12, 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
The number of shares outstanding of each of the issuer's classes of common
equity, as of May 4, 2000 was 6,517,200 shares of common stock.
Transitional Small Business Disclosure Format (Check one): Yes [X] No [ ]
<PAGE>
INDEX
Page
Number
------
Part I. Financial Information
Item 1. Financial Statements
Balance Sheet as of March 31, 2000 3
Statements of Income,
Three Months ended March 31, 2000 and March 31, 1999 4
Statement of Changes in Stockholders' Equity,
Three Months Ended March 31, 2000 5
Statements of Cash Flows,
Three Months Ended March 31, 2000 and March 31, 1999 6
Notes to Financial Statements 7
Item 2. Plan of Operation 9
Part II. Other Information
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults in Senior Securities 10
Item 4. Submission of Matters to a Vote of Securities Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
2
<PAGE>
Inet Commerce Conduit Corp.
Balance Sheet
(A Development Stage Company)
March 31, 2000
ASSETS
Cash $195,236
Deposits 6,750
--------
TOTAL ASSETS $201,986
========
LIABILITIES AND
STOCKHOLDERS' EQUITY
LIABILITIES:
Accounts Payable - Trade $ 127
--------
TOTAL LIABILITIES 127
STOCKHOLDERS' EQUITY
Common stock - par value $.001,
authorized 50,000,000 shares;
issued and outstanding
6,517,200 shares. 6,517
Additional Paid-in Capital 308,643
Accumulated Deficit (113,301)
--------
TOTAL STOCKHOLDERS' EQUITY 201,859
--------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $201,986
========
3
<PAGE>
Inet Commerce Conduit Corp.
Statements of Operations
(A Development Stage Company)
Three Months Ended March 31, 2000 and 1999
Three Months Three Months
3/31/00 3/31/99
REVENUES:
--------- ---------
TOTAL REVENUES $ 0 $ 0
EXPENSES
DEVELOPMENT STAGE EXPENSES (26,225) 0
--------- ---------
NET LOSS $ (26,225) $ 0
========= =========
NET LOSS PER SHARE $ (0.004) $ (0.000)
========= =========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 6,517,200 6,517,200
========= =========
4
<PAGE>
<TABLE>
<CAPTION>
Inet Commerce Conduit Corporation
Statement of Changes in Stockholders' Equity
For the Three Months Ended March 30, 2000
Common Stock
Par Value $.001 Additional Total
------------------------- Paid-In Retained Stockholders'
Shares Amount Capital Earnings Equity
-------- -------- ---------- ----------- -------------
<S> <C> <C> <C> <C> <C>
Balance at January 1, 1999 517,200 $ 517 $ 14,643 $ (32,249) $ (17,089)
Common stock issued in connection
with 504 offering 6,000,000 6,000 294,000 300,000
Net Loss 1999 (54,827) (54,827)
------------------------------------------------------------------------------
Balance at December 31, 1999 6,517,200 6,517 308,643 (87,076) 228,084
Net Loss March 31, 2000 (26,225) (26,225)
------------------------------------------------------------------------------
Balance at March 31, 2000 6,517,200 6,517 308,643 (113,301) 201,859
==============================================================================
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
Inet Commerce Conduit Corp.
Statements of Cash Flows
For the Three Months Ended March 31, 2000 and 1999
2000 1999
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net Loss $(26,225) $ 0
Adjustments to reconcile net loss
to net cash provided by operating activities:
Accounts Payable 44 (12,867)
-------- --------
Net cash utilized by operating activities (26,181) (12,867)
Cash flows from investing activities:
Net cash utilized by investing activities 0 0
Cash flows from financing activities:
Proceeds from issuance of common stock 0 300,000
-------- --------
Net cash provided from financing activities 0 300,000
-------- --------
Net Increase in Cash (26,181) 287,133
Cash & Cash Equivalents balance at January 1, 221,417 0
-------- --------
Cash & Cash Equivalents balance at March 31, $195,236 $287,133
======== ========
</TABLE>
6
<PAGE>
Inet Commerce Conduit Corp.
(A Development Stage Company)
Notes to the Financial Statements
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business and Organization
- -------------------------
Inet Commerce Conduit Corp. (the "Company"), a development stage company, was
incorporated in the State of Florida on September 20, 1996 as Cosmetics
Consultants Corp. for the purpose of marketing sales and support services to
retailers of cosmetic companies. In November of 1999 the Company changed its
activities to acting as a consultant to internet related enterprises that are
seeking capital.
On November 25, 1996, Cosmetics Consultants Corp. changed its name to Lomillo
Consultants Corp.
On July 17, 1997, the Company amended and restated its articles of incorporation
and changed its name to Inet Commerce Conduit Corp.
Development Stage
- -----------------
The Company has operated as a development stage enterprise since its inception
by devoting substantially all its efforts to the ongoing development of the
Company.
Accounting Method
- -----------------
The Company's financial statements are prepared using the accrual method of
accounting. The Company has elected a calendar year end of December 31.
Loss per Share
- --------------
The computation of loss per share of common stock is based upon the weighted
average common shares outstanding during each period.
Development Stage
- -----------------
The Company has operated as a development stage enterprise since its inception
by devoting substantially all of its efforts to the ongoing development of the
Company.
NOTE 2 - DEPOSITS
This represents an amount deposited on November 15, 1999 with a bank for a
secured corporate credit card with a credit limit of $5,000. The deposit must be
kept in the account for twelve months not to forfeit the deposit. The deposit
can be returned any time after the initial twelve months provided the request is
made in writing and there is no balance outstanding on the account. Should any
balance be outstanding, the deposit would be applied against the balance due and
the remainder would be refunded to the Company. As of March 31, 2000 the balance
due on the card was $0.
7
<PAGE>
NOTE 3 - STOCKHOLDER'S EQUITY
The Company had the following classes of capital stock as of March 31, 1999 and
2000:
Common stock, $0.001 par value; authorized 50,000,000 shares; issued and
outstanding 6,517,200 shares at March 31, 1999 and 2000.
NOTE 4 - GOING CONCERN
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets and liquidation of liabilities in the normal course of
business. However, the Company has no current source of revenue. Without
realization of additional capital, it would be unlikely for the Company to
continue as a going concern. It is management's intention to seek additional
capital through a merger with an existing operating company and raising capital.
NOTE 5 - CAPITAL STOCK ACTIVITY
During the three months ended March 31, 1999 the Company completed a private
offering of 6,000,000 shares of common stock at a price of $0.05 per share.
Gross proceeds related to the offering were $300,000 and selling expenses
associated with the offering were $12,868.
NOTE 6 - INCOME TAXES
For financial reporting purposes, a valuation allowance of $27,568 has been
recognized to offset the net deferred tax assets related to these carryforwards
and other deferred tax assets since realization of any portion of the Company's
deferred tax asset is not considered to be more likely than not.
Deferred income taxes reflect the net effects of temporary differences between
the carrying amounts of assets and liabilities for financial reporting purposes
and the amounts used for income tax purposes. Significant components of the
Company's deferred tax liabilities and assets are as follows:
Deferred tax assets:
Net operating loss carryforwards $ 27,568
--------
Total deferred tax assets 27,568
Valuation allowance for deferred tax assets ( 27,568)
--------
0
========
NOTE 7 - RELATED PARTY TRANSACTIONS
The Company neither owns or leases any real property. Fees totaling $7,835 have
been paid to companies owned by shareholders during the three months ended March
31, 2000 for administrative fees, consulting services rendered and, expenses
paid on behalf of the Company. The officers and directors of the Company are
involved in other business activities and may, in the future, become involved in
other business opportunities.
8
<PAGE>
ITEM 2. PLAN OF OPERATION
The Issuer is presently negotiating consulting arrangements with
experienced venture capitalists, investment bankers, systems analysts and
technical Internet consultants to put together a team able to evaluate and
assist emerging Internet companies and introduce them to potential capital
sources. The Issuer will only be paid for its services if its client is
successful in acquiring capital. The Issuer's activities will include: (i)
reviewing and evaluating the client's business plan, business operations,
personnel and facilities; (ii) advising the client as to its business and
capital structure; (iii) assisting the client in developing information and
documentation on its company, operations and an investment therein; and (iv)
introducing the client to capital sources interested in an investment in such a
business venture. The Issuer may take steps to facilitate negotiations between a
client and prospective capital sources; but will not engage in selling
activities as such.
If sufficient capital becomes available to the Issuer, it may also
acquire and hold direct venture capital investments in Internet related
companies it has evaluated. There are no present arrangements under which the
Issuer can acquire such capital, nor any assurance that such capital will become
available. It is the present intention of the Issuer, that most venture capital
investments will result in the Issuer holding a majority voting interest in the
company in which the investment is made and to otherwise conduct its operations
so that the Issuer does not become an Investment Company under the Investment
Company Act of 1940.
9
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Not Applicable
Item 2. Changes in Securities
Not Applicable
Item 3. Defaults in Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Securities Holders
Not Applicable
Item 5. Other Information
Not Applicable
Item 6. Exhibit and Reports on Form 8-K
(a) Exhibits:
Description Exhibit No.
----------- -----------
Financial Data Schedule 27
(b) Form 8-Ks
No Reports of Form 8-K were filed during the three-month
period ended March 31, 2000.
10
<PAGE>
SIGNATURES
----------
In accordance with the Exchange Act, the registrant caused this report
to be signed on its behalf by the undersigned, thereunto duly
authorized.
INET COMMERCE CONDUIT CORPORATION
Dated: May 10, 2000 By: /s/ Paul H. Stone
----------------------------------------
Paul H. Stone, President and Principal
Executive, Financial and Accounting
Officer and Sole Director
INDEX TO EXHIBITS
Page Number
Exhibit No. Description or Reference
- ----------- ----------- ------------
27 Financial Data Schedule ____
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S FORM 10-QSB FOR THE QUARTER ENDED MARCH 31, 2000 AND IS QUALIFIED
IN ITS ENTIRETY TO SUCH FORM 10-QSB.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 195,236
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 195,236
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 201,986
<CURRENT-LIABILITIES> 127
<BONDS> 0
0
0
<COMMON> 6,517
<OTHER-SE> 195,342
<TOTAL-LIABILITY-AND-EQUITY> 201,986
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 26,225
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (26,225)
<INCOME-TAX> 0
<INCOME-CONTINUING> (26,225)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (26,225)
<EPS-BASIC> (0.004)
<EPS-DILUTED> (0.004)
</TABLE>
