UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A-2
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) August 8, 2000
--------------
INTERNET MULTI-MEDIA CORPORATION
--------------------------------
(Exact name of registrant as specified in its charter)
NEVADA 0-29292 97-0431096
---------------------------- ---------------- ---------------------
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification Number)
2533 NORTH CARSON STREET, SUITE 3358, CARSON CITY, NEVADA 89706
---------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code (702) 841-4779
--------------
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
FINANCIAL STATEMENTS:
In keeping with the Form 8-K dated August 8, 2000 and filed with the U.S.
Securities & Exchange Commission on August 9, 2000 and the subsequent Form
8-K filed, on September 29, 2000, the Company hereby files the Financial
Statements and Notes to Financial Statements of Oasis Technology.srl ("Oasis")
for the nine month period ended September 30, 2000.
<PAGE> Auditor's Letter
GIANFRANCO COMAI
Dottore Commercialista
Revisore Contabile Verona October 6, 2000
Codice Fiscale CMO OFR 54P24 C3930
Partila IVA 0198285 023 8
37137 VERONA - Via Mantovana, 90/F
Tel. 045.8621443 - Fax 045.956249
e-mail: [email protected]
To the Board of Directors of Oasis Technology S.r.l. dba AmEurotech
S.r.l.
We have audit the accompanying balance sheet for the period ended 30
September 2000 and the related statements of operations and
shareholders' equity. These financial statements are the
responsibility of the Company's management. Our mandate and
responsibility is to express an opinion on these financial statements
based on our audit taking in consideration that the first Fiscal Year
of the Company will close on December 31, 2000 as per By Laws of the
Company.
We have conducted our audit in accordance with auditing standards
generally accepted in Italy. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An Audit
includes examining, on test basis, evidence supporting the amounts and
disclosures in the financial statements. We believe that our audit
provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly the financial position of Oasis Technology S.r.l. dba
AmEurotech S.r.l. as of 30 September 2000, and the results of their
operations and their cash flow for the period ended September 30,
2000, in conformity with the accounting policies generally accepted in
Italy.
Verona - Italy
October 6, 2000 /s/Gianfranco Comai
Dott. Gianfranco Comai
Certified Public Accountant
Revisore Contabile
As per D. Lgs January 27, 1992 #88
[SEAL]
<PAGE> F-1
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
OASIS TECHNOLOGY S.R.L. dba AMEUROTECH S.R.L.
Nine Months operations - period ended September 30, 2000
Of the First Fiscal Year of the Company
SUMMARY
1. Financial Information Nine Months Period ended September, 30,
2000
2. History and Company Organization
3. Notes to Financial Statements
4. Auditor Opinion
5. Management Discussion
6. Business
7. Market
8. Signature
<TABLE>
<CAPTION>
1. Balance sheet Data Nine Months Period ended September, 30, 2000
ASSETS
<S> <C> <C> <C>
CURRENT ASSETS
1 Receivables
A Trade accounts
Due in less than one year L. 522,446,351 E. 269,821.02 $ 236,498.13
Due after more than one year L. 0 E. 0.00 $ 0.00
B Due from others
Due in less than one year L. 875,988,170 E. 452,410.13 $ 396,537.48
Due after more than one year L. 2,850,000 E. 1,471.90 $ 1,290.12
Total receivables L. 1,401,284,521 E. 723,703.06 $ 634,325.73
2 Inventory
Raw, ancillary and consumables
materials L. 2,893,896,474 E. 1,494,572.80 $ 1,309,993.06
Work in progress and
semi-finished products L. 842,125,000 E. 434,921.27 $ 381,208.49
Finished products and goods L. 231,450,000 E. 119,533.95 $ 104,771.51
Total inventory L. 3,967,471,474 E. 2,049,028.01 $ 1,795,973.05
</TABLE>
<PAGE> F-2
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
<TABLE>
<CAPTION>
Contd..
<S> <C> <C> <C>
3 Liquid assets
Cash at the bank and post office L. 36,426,816 E. 18,812.88 $ 16,489.49
cheques outstanding L. 4,400,000 E. 2,272.41 $ 1,991.77
cash and cash equivalents on hand L. 127,047 E. 65.61 $ 57.51
Total liquid assets L. 40,953,863 E. 21,150.91 $ 18,538.77
TOTAL CURRENT ASSETS L. 5,409,709,858 E. 2,793,881.98 $ 2,448,837.55
NON CURRENT ASSETS
1 Intangible assets
Set-up and expansion cost L. 8,048,650 E. 4,156.78 $ 3,643.42
Research, develipoment and
advertising costs L. 31,433,000 E. 16,233.79 $ 14,228.92
Patents and right to use
intellectual property L. 345,358,116 E. 178,362.58 $ 156,334.80
Concessions, licenses, trademarks
and similar right L. 5,362,083 E. 2,769.28 $ 2,427.28
Goodwill L. 4,563,000,000 E. 2,356,592.83 $ 2,065,553.62
Total Intangible assets L. 4,953,201,849 E. 2,558,115.27 $ 2,242,188.03
2 Fixed Assets
Land and buildings L. 0 E. 0.00 $ 0.00
Plant and machinery L. 729,934,031 E. 376,979.47 $ 330,422.50
Industrial and trade equipments L. 119,270,112 E. 61,597.87 $ 53,990.53
Other goods L. 352,192,865 E. 181,892.43 $ 159,428.72
Fixed assets under construction
and payments on account L. 19,495,281 E. 10,068.47 $ 8,825.02
Total Fixed assets L. 1,220,892,289 E. 630,538.25 $ 552,666.77
TOTAL NON-CURRENT ASSETS L. 6,174,094,138 E. 3,188,653.51 $ 2,794,854.80
PREPAYMENT AND ACCRUED INCOME
Third Parties L. 22,300,000 E. 11,516.99 $ 10,094.64
Group Companies E. 0.00 $ 0.00
TOTAL PREPAYMENT AND ACCRUED INCOME L. 22,300,000 E. 11,516.99 $ 10,094.64
TOTAL ASSETS L.11,606,103,996 E. 5,994,052.48 $ 5,253,787.00
LIABILITIES
PAYABLES
1 Advances L. 22,528,715 E. 11,635.11 $ 10,198.17
Trade accounts L. 963,743,163 E. 497,731.81 $ 436,261.93
Due to group companies L. 212,000 E. 109.49 $ 95.97
</TABLE>
<PAGE> F-3
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
<TABLE>
<CAPTION>
Contd..
<S> <C> <C> <C>
Taxes payable L. 8,232,855 E. 4,251.91 $ 3,726.80
Due to social security authorities L. 8,219,047 E. 4,244.78 $ 3,720.55
Other Payables L. 307,259,668 E. 158,686.38 $ 139,088.61
TOTAL PAYABLES L. 1,310,195,448 E. 676,659.48 $ 593,092.03
STAFF LEAVING INDEMNITY
1 Staff Leaving Indemnity L. 325,823,209 E. 168,273.64 $ 147,491.85
TOTAL STAFF LEAVING INDEMNITY L. 325,823,209 E. 168,273.64 $ 147,491.85
SHAREHOLDERS' EQUITY
1 Group
Share Capital (Paid In Capital) L. 6,970,572,000 E. 3,600,000.00 $ 3,155,400.00
Reserve for capital payments L. 507,617,652 E. 262,162.64 $ 229,785.55
Net profit (loss) for the period L. 2,491,895,687 E. 1,286,956.72 $ 1,128,017.56
TOTAL SHAREHOLDERS' EQUITY L. 9,970,085,339 E. 5,149,119.36 $ 4,513,203.12
TOTAL LIABILITIES L.11,606,103,996 E. 5,994,052.48 $ 5,253,787.00
PROFIT AND LOSS
A (+) VALUE OF PRODUCTION
Revenues from sales and services L. 351,716,845 E. 181,646.59 $ 159,213.24
Other income and revenues L. 11,856,976 E. 6,123.62 $ 5,367.35
Changes in inventory of work in
proceess, semi-finished
goods and finished goods L. 1,073,575,000 E. 554,455.22 $ 485,980.00
TOTAL VALUE OF PRODUCTION L. 1,437,148,821 E. 742,225.42 $ 650,560.58
B (-) PRODUCTION COSTS
Raw, ancillary and consummable
materials -L. 4,131,071,474 (E. 2,133,520.36) ($ 1,870,030.60)
Services -L. 373,570,017 (E. 192,932.81) ($ 169,105.61)
Use of third party assets -L. 69,351,338 (E. 35,816.98) ($ 31,393.58)
Personnel
Wages and salaries -L. 12,445,208 (E. 6,427.41) ($ 5,633.63)
Social contributions -L. 3,992,482 (E. 2,061.94) ($ 1,807.29)
Depreciation, amortization and
writedowns
Amortization of intangible
assets -L. 485,859,150 (E. 250,925.31) ($ 219,936.03)
Depreciation of fixed assets -L. 14,413,992 (E. 7,444.21) ($ 6,524.85)
</TABLE>
<PAGE> F-4
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
<TABLE>
<CAPTION>
Contd..
<S> <C> <C> <C>
Changes in inventory of raw,
ancillary L. 2,893,896,474 E. 1,494,572.80 $ 1,309,993.06
Other operating costs -L. 3,936,099 (E. 2,032.83) ($ 1,781.77)
TOTAL PRODUCTION COSTS -L. 2,200,743,286 (E. 1,136,589.05) ($ 996,220.31)
DIFFERENCE BETWEEN (A-B) -L. 763,594,465 (E. 394,363.63) ($ 345,659.72)
C FINANCIAL INCOME AND CHARGES
(-) Interest and other financial charges -L. 1,007,453 (E. 520.31) ($ 456.05)
(+) Other financial income from third
party L. 2,525 E. 1.30 $ 1.14
TOTAL FINANCIAL INCOME AND CHARGES -L. 1,004,928 (E. 519.00) ($ 454.91)
D EXTRAORDINARY INCOME
(+) Extraordinary Income L. 3,256,495,080 E. 1,681,839.35 $ 1,474,132.19
TOTAL EXTRAORDINARY INCOME L. 3,256,495,080 E. 1,681,839.35 $ 1,474,132.19
PROFIT (LOSS) BEFORE TAXES L. 2,491,895,687 E. 1,286,956.72 $ 1,128,017.56
E (-) INCOME TAXES FOR THE PERIOD
Current L. 0 E. 0.00 $ 0.00
TOTAL INCOME TAXES L. 0 E. 0.00 $ 0.00
NET PROFIT (LOSS) FOR THE PERIOD L. 2,491,895,687 E. 1,286,956.72 $ 1,128,017.56
</TABLE>
2. History and Company Organization
2.1. History
Oasis Technology S.r.l. was registered by American Holding Corporation
on December 28, 1999 with a Paid in Capital of 11,000.00 Euro and
its registered address in Italy - Milan, Piazza Duomo 17 - and
business address in Italy - Agrate Brianza (Milan). Oasis Technology
S.r.l. is a Limited Liability Corporation. The Company became fully
operative on January 4, 2000 when the VAT number was issued to the
Company by the V.A.T. Fiancial Administration. According to the By
Laws of the Corporation, Oasis Technology S.r.l. will close its first
Fiscal Year on December 31, 2000. The Company started its business
purchasing the Italian Stable Organization of the German Registered
Company Oasis Europe GmbH the 13th of January 2000. The Assets and the
activities purchased are referred to all the technology, employees,
management, professional agreements, market and clients, inventory and
any other asset belonging to Oasis Europe GmbH. The acquisition
<PAGE> F-5
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
allowed Oasis Technology S.r.l. to have the technology already
developed by Oasis Europe GmbH and therefore to focus on the closing
the Development Stage within the second Quarter of the Year 2000. Once
the Company has finished the development stage and the sales started,
during the third quarter the total shares outstanding of the Company
were purchased by Internet Multimedia Corporation, a Nevada
Corporation listed at Nasdaq OTCBB under the symbol IIMC. Under the
direction of Internet Multimedia Corporation, on September 29, 2000,
Oasis Technology S.r.l. applied for the changing of the name into
AmEurotech S.r.l., it has increased the Paid In Capital from 11,000.00
Euro to 3,600,000.00 Euro. Oasis Technology S.r.l. dba AmEurotech
S.r.l also acquired the Total Assets of Bikappa S.r.l., a 20 years old
steel and aluminum manufacturing Company registered in Verona
(Italy),including all the activities, equipment, employees, clients
and market. On September 29, 2000 Oasis Technology S.r.l. dba
AmEurotech S.rl. moved its registered office and its business address
in Italy - Viale Dell'Industria,1 - 37059 Zevio (Verona).
2.2 Company Organization
The Company started on January 2000 with only the CEO fully operative
and on September 30, 2000 the company is composed of 24 people. The
departments are: R&D department, technical, support and service
department, manufacturing department, sale department, PR department,
Board of Directors. The Company at the 30th of September 2000 is
working under the direct control of a member of the Board of Director
of Internet Multimedia Corporation. The Company is located in Zevio
(Verona) and it has 3,500 square meter manufacturing facility and 400
square meters office facility. The Company is organized as pyramid.
The sale force is directed by the Company management.
3. Notes to Financial Statements
The Company's independent auditor has audited the accompanying
financial statements related to the first nine months operation of the
Company ended September 30, 2000. In the opinion of the management,
such financial statements reflects all adjustments (which include only
normal recurring adjustments) necessary for the fair presentation of
the financial position, results of operations and cash flows of the
Company for the interim period presented. The Financial Statements
presented for the interim period ended September 30, 2000 is composed
of Balance Sheet (Asset and Liabilities), Profit and Loss and the
notes hereby attached. It has been written according to the Art.2423
and following of Civil Code (C.C.) and using the standard accounting
methods. The policy adopted allows to present a clear, correct and
truthful financial information of the Company.
Because the Company was registered on December 28, 1999 and it became
fully operative upon receiving the V.A.T. number on January 4, 2000,
the year 2000 is the first fiscal year, as per By Laws of the Company,
which will end on December 31, 2000. Therefore previous years and/or
period are not applied.
Because the Company is legally registered under the Italian Law, the
Financial Information are presented according to the Italian law in
the CEE format.
The Accounting Books of the Company are in Italian Lira. Due to the
fixed change rate ITL/Euro and the needs of the sole shareholder,
Internet Multimedia Corporation, the financial information are
presented in ITL, Euro (1 Euro = 1936.27 ITL) and USD (1 Euro = 0.8765
USD as per official closing exchange rate on September 29, 2000)
<PAGE> F-6
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
3.1 ASSETS
3.1.1. CURRENT ASSETS
Receivables
The account receivables are, according to the Art.2426 Comma 1,
Paragrafo 8) of the Civil Code (C.C.), calculated at the cashable
value. Part of them were purchased from Bikappa S.r.l (L. 179,022,020=
Euro 92,457.16 = $ 81,038.70). The average of the trade account
receivables are cashable within 90 days
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Trade accounts
Due in less than one year L. 522.446.351 E. 269.821,02 $ 236.498,13
</TABLE>
The "Receivables due from others" is composed of:
1. Less than one year
* V.A.T Credit (The V.A.T. - Value Added Tax - is the 20% added on
every and each good and service purchased). The V.A.T. Credit
will be compensated starting from January 1, 2001 with the
monthly Social Contribution - Art 17 D.Lgs. July 9, 1997 #241
L. 823,570,522 E. 425,338.68 $ 372,809.35
* Advances Taxes on Staff Indemnity
L. 30,084,000 E. 15,537.09 $ 13,618.26
* Escrow
L. 20,532,967 E. 10,604.39 $ 9,294.75
* Other
L. 1,800,681 E. 929.97 $ 815.12
2. More than one year
* Rental escrow
L. 2,850,000 E. 1,471.90 $ 1,290.12
<PAGE> F-7
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
The condensed is
Due in less than one year L. 875,988,170 E. 452,410.13 $ 396,537.48
Due after more than one year L. 2,850,000 E. 1,471.90 $ 1,290.12
Inventory
The Inventory has been calculated considering the purchase price and
in case of several prices the lowest one. The goods purchased in USD
they have been calculated at the exchange rate Euro/USD of the
importing date (clearing customs). The semi-finished goods include
together with the raw materials the working costs until the stage of
manufacturing, the finished goods include the full production costs.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Raw, ancillary and consumables materials L. 2,893,896,474 E. 1,494,572.80 $ 1,309,993.06
Work in progress and semi-finished products L. 842,125,000 E. 434,921.27 $ 381,208.49
Finished products and goods L. 231,450,000 E. 119,533.95 $ 104,771.51
Total inventory L. 3,967,471,474 E. 2,049,028.01 $ 1,795,973.05
</TABLE>
Liquid Assets
The Liquid assets mean the cash available at the bank. At the 30th of
September 2000, the Company has not received any finance from a third
institutions. The cash on hand is the cash available at the office of
the Company for the immediate needs.
<TABLE>
<CAPTION>
Liquid assets
<S> <C> <C> <C>
Cash at the bank and post office L. 36,426,816 E. 18,812.88 $ 16,489.49
cheques outstanding L. 4,400,000 E. 2,272.41 $ 1,991.77
cash and cash equivalents on hand L. 127,047 E. 65.61 $ 57.51
Total liquid assets L. 40,953,863 E. 21,150.91 $ 18,538.77
</TABLE>
3.1.2. NON-CURRENT ASSETS
Intangible assets:
The intangible assets are composed of:
* Set-up and expansions costs: they represents the costs paid to
register the Company
* Research, development and advertising costs: they represents the
costs paid to third companies to develop the products of the
Company
* Patents and right to use intellectual property: they represents
the costs paid until September 30, 2000 to continue to develop
the software and hardware which is Company property
* Concessions, licenses, trademarks and similar rights: they
represents the cost of a third party licensee software purchased
as development tool.
<PAGE> F-8
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
* Goodwill:
- it represents the sum of the goodwill purchased from Oasis
Europe GmbH at the net value of the depreciation
L. 2,363,000,000 E. 1,220,387.65 $ 1,069,669.78
In the acquisition the Goodwill it has been calculated summing
all the development costs and the marketing costs and the
advertisement costs paid by Oasis Europe GmbH
And from Bikappa S.r.l.
L. 2,200,000,000 E. 1,136,205.18 $ 995,883.84
The Goodwill from Bikappa S.r.l. was purchased at the 70% of the
total yearly revenues on its traditional clients and their
potentiality.
<TABLE>
<CAPTION>
Intangible assets
<S> <C> <C> <C>
Set-up and expansion cost L. 8,048,650 E. 4,156.78 $ 3,643.42
Research, development and
advertising costs L. 31,433,000 E. 16,233.79 $ 14,228.92
Patents and right to use
intellectual property L. 345,358,116 E. 178,362.58 $ 156,334.80
Concessions, licenses, trademarks
and similar right L. 5,362,083 E. 2,769.28 $ 2,427.28
Goodwill L. 4,563,000,000 E. 2,356,592.83 $ 2,065,553.62
Total Intangible assets L. 4,953,201,849 E. 2,558,115.27 $ 2,242,188.03
</TABLE>
The amounts are reported at the net value after the depreciation.
Fixed Assets
The Company doesn't have any land or building owned. The warehouse at
the period ended is under a six years rental contract expiring on
2005. The contract has been transferred from Bikappa S.r.l. The rent
monthly paid is at a under-market value because Bikappa S.r.l.
invested over $200,000.00, during year 1998, to renew the building.
The plant, machinery, industrial and trade equipment, other goods and
the fixed assets under construction are calculated at the purchase
price less than depreciation and amortization according to the Italian
Law. They are reported at the net value.
<TABLE>
<CAPTION>
Fixed Assets
<S> <C> <C> <C>
Land and buildings L. 0 E. 0.00 $ 0.00
Plant and machinery L. 729,934,031 E. 376,979.47 $ 330,422.50
Industrial and trade equipment L. 119,270,112 E. 61,597.87 $ 53,990.53
Other goods L. 352,192,865 E. 181,892.43 $ 159,428.72
Fixed assets under construction
and payments on account L. 19,495,281 E. 10,068.47 $ 8,825.02
Total Fixed assets L. 1,220,892,289 E. 630,538.25 $ 552,666.77
</TABLE>
<PAGE> F-9
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
3.2 LIABILITIES
3.2.1 PAYABLES
The Payables are reported at the nominal value and they are as
follows:
* Advances: they represents the advances from clients for future
shipment
* Trade Accounts: they are the account payable and they are due
within the next five months
* Taxes payable: They are due to the Authority during the 4th Q 2000
* Due to Social Security Authorities: They are due during the 4th Q
2000
* Other Payables: it is composed of two debts:
- Per net salaries and wages to the employees transferred into
the Company Books from Bikappa s.r.l
L. 90,000,000 E. 46,481.12 $ 40,740.70
- Loan from the CEO & Managing Director at no interest charge
for the Company.
L. 217,000,000 E. 112,071.15 $ 98,230.36
PAYABLES
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Advances L. 22,528,715 E. 11,635.11 $ 10,198.17
Trade accounts L. 963,743,163 E. 497,731.81 $ 436,261.93
Due to group companies L. 212,000 E. 109.49 $ 95.97
Taxes payable L. 8,232,855 E. 4,251.91 $ 3,726.80
Due to social security authorities L. 8,219,047 E. 4,244.78 $ 3,720.55
Other Payables L. 307,259,668 E. 158,686.38 $ 139,088.61
TOTAL PAYABLES L. 1,310,195,448 E. 676,659.48 $ 593,092.03
</TABLE>
3.2.2. STAFF LEAVING INDEMNITY
The Staff Leaving Indemnity is a liability purchased from Bikappa
S.r.l. due to the transfer of all the employees into the Company. This
value represents the net value of the Leaving Indemnity employees at
September 30, 2000. According to the Italian Law and the Official
employees contracts the value is equal to the funds which must be paid
to the employees in case they quit the job.
Staff Leaving Indemnity L. 325,823,209 E. 168,273.64 $ 147,491.85
3.2.3. SHAREHOLDERS' EQUITY
The shareholders's equity is reported as:
<PAGE> F-10
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
* Share Capital (Paid In Capital)= it represents the fully paid
Paid in Capital and it is fully registered
* Reserve for capital payments: it represents further deposit made
by the shareholder to increase the paid in capital
* Net Profit: it represents the profit after taxes at September 30,
2000
<TABLE>
<CAPTION>
Group
<S> <C> <C> <C>
Share Capital (Paid In Capital) L. 6,970,572,000 E. 3,600,000.00 $ 3,155,400.00
Reserve for capital payments L. 507,617,652 E. 262,162.64 $ 229,785.55
Net profit (loss) for the period L. 2,491,895,687 E. 1,286,956.72 $ 1,128,017.56
TOTAL SHAREHOLDERS' EQUITY L. 9,970,085,339 E. 5,149,119.36 $ 4,513,203.12
</TABLE>
The sole shareholder (100% ownership) of Oasis Technology s.rl. dba
AmEurotech S.r.l. is Internet Multimedia Corporation, a Nevada
Corporation listed on Nasdaq OCTBB under the symbol IIMC
The share Capital (Paid In Capital) and the Reserve for Capital
Payments are calculated at the exchange rate Euro/USD of the day of
the deposit made by American Holding Corporation before the selling of
the stocks to Internet Multimedia Corporation. The deposits were made
in USD at an average exchange rate of 1 Euro=1.01 USD.
3.3 PROFIT AND LOSS
REVENUES AND INCOME
All the revenues and income are at the net of V.A.T. (20%)
The revenues from sales represent the total value of the sales made
during the nine months period ended on September 30, 2000. The
revenues from sales are reported, as per Italian Law, upon
transferring the ownership of the good which is normally considered
with the shipping.
<TABLE>
<CAPTION>
VALUE OF PRODUCTION
<S> <C> <C> <C>
Revenues from sales and services L. 351,716,845 E. 181,646.59 $ 159,213.24
Other income and revenues L. 11,856,976 E. 6,123.62 $ 5,367.35
Changes in inventory of work in
process, semi-finished
goods and finished goods L. 1,073,575,000 E. 554,455.22 $ 485,980.00
TOTAL VALUE OF PRODUCTION L. 1,437,148,821 E. 742,225.42 $ 650,560.58
</TABLE>
The acquisition of the Assets of Bikappa S.r.l. has reported an
extraodinary income (Profit and Loss under D).
<PAGE> F-11
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
Extraordinary Income L. 3,256,495,080 E. 1,681,839.35 $ 1,474,132.19
COSTS
All the costs are at the net of V.A.T. (20%)
Production costs:
* The raw, ancillary and consummables materials are calculated at
their effective purchase price.
* Services: it represents the aggregated general expenses of the
company.
* Third party assets: it represents the 9 months rent of the office
facility at the former address Agrate Brianza (Milan)
* Personnel: it represents the cost of the employees of the
company.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Raw, ancillary and consummable materials -L. 4,131,071,474 (E. 2,133,520.36) ($1,870,030.60)
Services -L. 373,570,017 (E. 192,932.81) ($ 169,105.61)
Use of third party assets -L. 69,351,338 (E. 35,816.98) ($ 31,393.58)
Personnel
Wages and salaries -L. 12,445,208 (E. 6,427.41) ($ 5,633.63)
Social contributions -L. 3,992,482 (E. 2,061.94) ($ 1,807.29)
</TABLE>
Depreciation, amortization and write-downs
They have been calculated for the nine months ended as 9/12 of the
total fiscal period. The percentage used is according to the Fiscal
and Civil Italian Law.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Amortization of intangible assets -L. 485,859,150 (E. 250,925.31) ($ 219,936.03)
Depreciation of fixed assets -L. 14,413,992 (E. 7,444.21) ($ 6,524.85)
</TABLE>
Interest and other financial charges
They represents the interest charges paid to the banks. At the period
ended September 30, 2000, the Company has not used any loan from any
banking institution. The interest are referred to the payment of the
interest of the value date of the funds.
<TABLE>
<CAPTION>
FINANCIAL INCOME AND CHARGES
<S> <C> <C> <C>
Interest and other financial charges -L. 1,007,453 (E. 520.31) ($ 456.05)
Other financial income from third party L. 2,525 E. 1.30 $ 1.14
TOTAL FINANCIAL INCOME AND CHARGES -L. 1,004,928 (E. 519.00) ($ 454.91)
</TABLE>
<PAGE> F-12
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
Income taxes for the Period
The Company doesn't present any tax for the period.
PROFIT
The Company presents a profit after taxes for the period ended
September 30, 2000 equal to
NET PROFIT (LOSS)
FOR THE PERIOD L. 2,491,895,687 E. 1,286,956.72 $ 1,128,017.56
4. AUDITOR OPINION
To the Board of Directors of Oasis Technology S.r.l. dba AmEurotech
S.r.l.
We have audit the accompanying balance sheet for the period ended 30
September 2000 and the related statements of operations and
shareholders' equity. These financial statements are the
responsibility of the Company's management. Our mandate and
responsibility is to express an opinion on these financial statements
based on our audit taking in consideration that the first Fiscal Year
of the Company will close on December 31, 2000 as per By Laws of the
Company.
We have conducted our audit in accordance with auditing standards
generally accepted in Italy. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An Audit
includes examining, on test basis, evidence supporting the amounts and
disclosures in the financial statements. We believe that our audit
provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly the financial position of Oasis Technology S.r.l. dba
AmEurotech S.r.l. as of 30 September 2000, and the results of their
operations and their cash flow for the period ended September 30,
2000, in conformity with the accounting policies generally accepted in
Italy.
Verona - Italy
October 6, 2000
Dott. Gianfranco Comai
Certified Public Accountant
Revisore Contabile
As per D. Lgs January 27, 1992 #88
5. Business
The Business of the Company is focused on the developing, design,
manufacturing and sale multimedia kiosks for several application and
to develop software tools (WAP) for the telecommunication industry.
<PAGE> F-13
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
* WAP - Wireless Application Protocol
- Similar to the WWW technology, the WAP technology is a
mixture between the TA (Telephony Application) and WWW. The
server WAP is on the hand a Proxy server that provides a
gateway to the Internet, by the other hand is a WTA
(Wireless Telephony Application) a Gateway to mobile devices
terminal as for example a GSM Mobile Phone Network. Due to
the WTLS protocol layer (Wireless Transport Layer Security),
the server permits to run secure real-time applications as
e-business and e-banking as well as telephony application
for new telephony services.
* AWP - Amusement with Prize
- 3.0 RELEASE FOR PC BASED AWP MACHINES
Oasis Technology S.r.l. dba AmEurotech S.r.l. offers the market a
complete product: software and cabinets. The 3.0 AWP Release of the
software distributed under the logo OASIS, developed by Oasis
Technology S.r.l. dba AmEurotech is the most innovative and state of
the art software for AWP. The novelty is represented both by hardware
and software. The extremely flexible software has been developed on a
Windows(R) NT 4.0 platform. Thanks to the software flexibility the
operator can set his machines according to his players requirements and
expectations. A database contains all the events occurred and gives
the operator useful marketing information. Detailed accounting is
available for each game and for the single machine both on video and
printed. All the machines work on a PC platform where each hardware
component is selected carefully in order to give the highest performance.
The new technology is going to substitute, due to its flexibility and cost
effectiveness, the old traditional boards dated back 30 years ago
with high tech multi-games AWP machines .The highest level quality of
the components used and the competitive price make this product the
most successful and profitable in the market. Over two years of
research and development has been necessary to give the market a high
stable and reliable product. The Company has developed multi-game
machines with a choice among up to 30 3D games with real theme music.
Interaction with the player is through touch screen and buttons. Each
machine is provided with features for any peripheral and device. On
line system is available for data transmission and hardware
monitoring. The Company has committed itself to manufacturing the most
stable and reliable product on the market today. New games installation
is made by CD. Oasis Technology S.r.l. dba AmEurotech S.r.l. provides its
strong and attractive steel/timber made cabinets for the Global market
with a typical Italian design.
- TATOO - STAR GAZER
The Model Tatoo - "Star Gazer" is a brand new skill-game provided on
a top bar machine whose electronic board and game software have also
been engineered and developed by the Company. Several wins
combinations are available along with an extra bonus and a Mister JP.
Interaction between the game and the player is given by the front
serigraphy, the sounds and the flushing led. The small new machine
features new flexibility in the AWP industry. Also this machine is
equipped with a sophisticated protection system against manipulations.
* AMUSEMENT
Noa(R) games are provided on stable and attractive machines working
with a PC on Windows 98(R), Windows 2000(R) and also Linux(R). The
3D engine property of the Company is used to give special movement
<PAGE> F-14
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
effects to original amusement games . The Company provides a range of
about 50 games among strategy, ability, memory, cards solitaires.
Each game has its original music themes. Interaction is given by
Touch screen and a Joy Pad which allows the player to move around a
3D space.All new Noa(R) games are available on CD.
* GAMBLING
- MACHINES ON A PC BASIS
The Company is developing casino games using the 3D engine on Windows
98(R) and Windows 2000(R) and Linux(R) in order to give the market
stability and reliability along with a excellent graphic interaction.
This new product will be ready about Q1 2001. At today stage it has
already been developed and tested at the Bocconi University of Milan
(Italy) the algorithm to meet the requirements of the US gambling
Jurisdiction and it is at the integration stage. The machine will be a
multi-game machine and based on the experience made, the Company has
already got good responses from the market which is seeking new
products. The Company is also working on the data transmission
protocol as per USA Gambling Jurisdiction requirements. The cabinet
can be provided with 18,1" STF LCD or SVGA screens. Its machine has a
voltage meter to check power supply constantly. The cabinet can be
equipped with any kind of device according to the market
requirements. Oasis Technology S.r..l. dba AmEurotech S.r.l. will
provide the on line system for data transmission and hardware
monitoring.
- CASINO ON-LINE
Oasis Technology dba AmEurotech is also working on a project, Casino
on line where the novelty is represented by the new credit system for
wins replacing in this way any check shipment and the flexibility of
the games together with the interaction with the player. The wins
payment system is protected with encryption systems. Graphic is
really attractive thanks to the NOA(R) 3D engine used.
* MULTIMEDIA KIOSKS
Oasis Technology S.r.l. dba AmEurotech S.r.l. also manufactures net-
kiosks for advertising and information and on-line application such
as virtual shop. The Flexibility of the Company permits to have
kiosks customized and a 3D graphic application which allows the user
to create by himself, at low costs, an effective and graphically
attractive presentation of his company. Net-kiosks can be used during
exhibitions or events for promotion and marketing. Inside Stores,
kiosks can provide better information service on products, offers,
promotions, stock. Advertising on the spot through kiosks is for sure
more successful. With on line systems and the adequate peripherals
(credit card readers, printers ect.) kiosks can be used for e-
commerce and internet surfing. A complete product made of hardware
and software can be provided by Oasis Technology S.r.l. dba
Ameurotech S.r.l. for special projects. Mc Laren Formula 1 Racing Team
will use our products during the next race season.
* VENDING
The Company manufactures customized kiosks for vending. With the
adequate peripherals and software the vending machines can be used for
ticket, telephone cards, hot drinks distribution.
<PAGE> F-15
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
The Company is now engenering a new hot drinks distributor which will
be launched in the Italian and American market in 2001.
5. Market
The Company started and was founded with the vision to become leader
in the global market for its own products. The market provides several
competitors within the different fields of application of Oasis
Technology S.r.l. dba AmEurotech S.r.l. products. The capability of
the Company consists in having created flexible products and
technology which allows Oasis Technology S.r.l. dba AmEurotech S.r.l.
to be leader in the Global Market. Globally the competitors are
divided per application due to the fact that their technology doesn't,
generally speaking, provide flexibility. The Oasis Technology S.r.l.
dba AmEuroptech S.r.l. Kiosks, as per general definitions, can be
used either as with multimedia application, amusement, amusement with
prize, gambling, telephony and vending. The needs of the market in the
several fields is growing and it is changing due to the new
technology. The Global Market is moving to the wireless applications.
The distribution of the mobile-cellular equipment is increasing and
the forecast of such products shows a grow in the 3 digits in the next
three years. Oasis Technology S.r.l. dba Ameurotech S.r.l. has already
started to develop WAP (Wireless Application Protocol) product
applications.
6. Management Discussion
THIS INTERIM FINANCIAL STATEMENTS CONTAINS FORWARD-LOOKING STATEMENTS.
THE STATEMENTS OTHER THAN OF HISTORICAL FACT ARE "FORWARD-LOOKING
STATEMENTS" FOR PURPOSES OF THESE PROVISIONS, INCLUDING ANY PROJECTION OF
EARNINGS, REVENUES OR OTHER FINANCIAL ITEMS; ANY STATEMENTS OF THE PLANS,
STRATEGIES, AND OBJECTIVES OF MANAGEMENT FOR FUTURE OPERATION; ANY
STATEMENTS CONCERNED ANY PROPOSED PRODUCTS, SERVICES, OR DEVELOPMENTS;
ANY STATEMENTS REGARDING FUTURE ECONOMIC CONDITIONS OR PERFORMANCE;
STATEMENTS OF BELIEF; AND ANY STATEMENTS OF ASSUMPTIONS UNDERLYING ANY OF
THE FOREGOING. SUCH FORWARD-LOOKING STATEMENTS ARE SUBJECT TO INHERENT
RISKS AND UNCERTAINTIES, AND ACTUAL RESULTS COULD DIFFER MATERIALLY FROM
THOSE PROJECTED OR ASSUMED IN THE COMPANY'S FORWARD-LOOKING STATEMENTS.
THESE RISKS AND UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED TO: RISKS OF
PRESSURE FROM COMPETITORS, CHANGE IN ECONOMIC CONDITIONS, OBSOLESCENCE,
FAILURE OF NEW STRATEGIES IDEAS OR CONCEPT TO BECOME POPULAR; AND OTHER
FACTORS DESCRIBED FROM TIME TO TIME IN THE COMPANY'S REPORT.
The Financial Statements provided reflect the real situation of the
Company as per September 30, 2000. All the Financial Statements
including revenues and costs are reported as per policy reported by
the auditor.
The Company believes that the products developed and the acquisition
made will increase the revenues starting from the 4th Quarter of the
current Fiscal Year. The sole owner, Internet Multimedia Corporation,
of Oasis Technology S.r.l. dba AmEurotech S.r.l. has already started
to market the products within the US market. The first shipments of
the products to USA will be made during the 4th Quarter year 2000. The
forecast of the revenues will also increase due to the Distributorship
Contract signed on June 2000 with Megatronica s.a. for over 2000
machines. Also the Assets acquired from Bikappa S.r.l. will allow to
increase the revenues. The cost of the services (general costs) will
have during the next period less influence than the first nine months
ended due to increase of the sales. The Management believe that the
<PAGE> F-16
Oasis Technology S.r.l. dba AmEurotech S.r.l.
Financial Statements 9 months period
Ended September 30, 2000
Company will not need any further working capital for the next quarter
of the Fiscal Year 2000 due to the cash flow generated by the sales.
The Inventory of the Company will allow to increase the sales without
increasing for the same percentage the purchase of the raw materials.
The Company is also planning to make new investments for the equipment
and machinery plant. The cash flow generated by the sales will support
such investments. The Company is also planning to employee further
engineers for its R&D department and therefore to keep the investments
in this department as main investment for the future of the Company.
October 6, 2000
/s/ Giovanna Colombo
(Chief Executive Officer
Managing Director
Oasis Technology S.r.l.
dba AmEurotech S.r.l).
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
INTERNET MULTI-MEDIA CORPORATION
Date October 20, 2000
------------------------------
By: /s/ Tom Knowles
-----------------------------
TOM KNOWLES, CEO AND DIRECTOR
