<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
AMENDMENT NO. 1 TO
FORM 10-KSB
ANNUAL REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
Commission file number 0-27971
THE FINANCIAL COMMERCE NETWORK, INC.
------------------------------------
(Name of small business issuer in its charter)
Nevada 22-2582276
------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
63 WALL STREET 10005
------------------------ ------------------
(Address of principal executive offices) (Zip Code)
ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 742-9870
--------------
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act: Common Shares,
$.001 par value
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
--- ---
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained herein, and no disclosure will be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]
The issuer's net revenues for its most recent fiscal year were $1,668,000.
The aggregate market value of the 12,174,218 shares of voting stock held
by non-affiliates of the Registrant, as of September 29, 2000 when the closing
sale price was $.65625 per share, was $7,989,331 (assuming solely for purposes
of this calculation that all directors, officers and greater than 5%
stockholders of the Registrant are "affiliates").
The number of shares outstanding of the issuer's common stock, par
value $.001 per share, as of March 20, 2000, was 23,868,069.
Documents Incorporated by Reference: Not Applicable.
<PAGE>
This Amendment Number 1 to the Company's Annual Report on Form 10-KSB
is filed to include an exhibit that was inadvertently omitted from the
original filing.
ITEM 13. EXHIBITS, LIST AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT NO. Description
3.1 Articles of Incorporation of The Financial Commerce Network,
Inc., f/k/a Intrex.com, Inc. and Amended Articles (1)
3.2 By-laws of The Financial Commerce Network, Inc., f/k/a
Intrex.com, Inc. (1)
4 Certificate of Designations, Preferences and Rights of Series A
Convertible Preferred Stock of The Financial Commerce Network,
Inc., f/k/a Intrex.com, Inc. (2)
10 Material Contracts
Spear Leeds & Kellogg Clearing Agreement (1)
1st Southwest Clearing Clearing Agreement *
Unit Purchase Agreement Naturalist.com (3)
KLAD Agreement (2)
21 Subsidiaries of the Registrant (3)
23 Consents (3)
27 Financial Data Schedule (3)
(1) Incorporated by reference from the Form 10-SB filed by the company on
November 5, 1999, and the amendments thereto filed on January 7, and
February 15, 2000. and contemporaneously herewith.
(2) Incorporated by reference from Amendment No. 3 to Form 10-SB filed by
the company contemporaneously herewith.
(3) Previously filed with this Annual Report on Form 10KSB filed by the
company on April 7, 2000.
* Filed herewith.
(b) Reports on Form 8-K.
There were no Reports on Form 8-K filed by the Company during fiscal year
ended December 31, 1999.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Dated: October 4, 2000
THE FINANCIAL COMMERCE NETWORK, INC.
By: /s/ Ara Proudian By: /s/ Richard H. Bach
---------------------------- -----------------------------
Ara Proudian Richard H. Bach
Chief Financial Officer Chief Executive Officer
In accordance with the Exchange Act, this Report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURE
TITLE DATE
<S> <C> <C>
/s/ Richard H. Bach Chairman and Chief October 4, 2000
------------------------ Executive Officer
Richard H. Bach
/s/ Ara Proudian President, Chief Financial October 4, 2000
------------------------ Officer and Director
Ara Proudian
/s/ James Mullen Director October 4, 2000
------------------------
James Mullen
/s/ Lawrence Lentchner Director October 4, 2000
------------------------
Lawrence Lentchner
/s/ Edward Rodriguez Director October 4, 2000
------------------------
Edward Rodriguez
/s/ Sharon Ciavatta Director October 4, 2000
------------------------
Sharon Ciavatta
</TABLE>
