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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-QSB
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000.
( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
Commission file number: 0-28511
INTERCONEXUS.COM, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
DELAWARE 52-2225697
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
2651 WARRENVILLE ROAD, SUITE 560, DOWNERS GROVE, ILLINOIS 60515
(Address of Principal Executive Offices)
(630) 874-5500
(Issuer's Telephone Number, Including Area Code)
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
--- ---
The registrant has a single class of common stock, of which there are
12,908,091 shares issued and outstanding as of November 7, 2000
Transitional Small Business Disclosure Format (Alternative 2):
Yes X No
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PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
InterConexus.com, Inc.
(A Development Stage Company)
Balance Sheet
September 30, 2000
(Unaudited)
Assets
Current assets:
Cash and cash equivalents $ 10,000
Fixed assets, net of accumulated depreciation
Of $1,000
16,499
---------
Total assets $ 26,499
=========
Liabilities and Stockholder's Equity
Liabilities:
Amounts due related party $ 491,955
---------
Stockholder's equity:
Common Stock (par value $.0001 per share,
20,000,000 shares authorized, 12,908,091
shares issued and outstanding) 1,291
Additional paid-in capital 10,000
Deficit accumulated during
the development stage (476,747)
---------
Total stockholder's equity (465,456)
---------
Total liabilities and stockholders' equity $ 26,499
=========
See Notes to Financial Statements
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InterConexus.com, Inc.
(A Development Stage Company)
Statements of Operations
For the Three Months ended September 30, 2000
and the Period from March 28, 2000 to September 30, 2000
(Unaudited)
Three months March 28, 2000
Ended to
September 30, September 30,
2000 2000
Sales revenue $ - $ -
--------- -----------
Gross Profit - -
Operating expenses 59,574 476,747
--------- -----------
Operating loss (59,574) (476,747)
--------- -----------
Net loss before income taxes (59,574) (476,747)
Income taxes $ - $ -
--------- -----------
Net loss $ (59,574) $ (476,747)
========= ===========
Earnings/(Loss)per share:
Basic $ - $ (0.04)
========= ===========
Diluted $ - $ (0.03)
========= ===========
See Notes to Financial Statements
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InterConexus.com, Inc.
(A Development Stage Company)
Statements of Stockholders' Equity
For the Period from March 28, 2000 to September 30, 2000
(Unaudited)
Additional
Common paid-in
Total stock capital Deficit
----- ----- ------- -------
Balance, March 28, 2000 $ - $ - $ - $ -
Net loss (417,173) (417,173)
Common stock issued,
(12,908,091 shares) 11,291 1,291 10,000 -
--------- --------- --------- ---------
Balance, June 30, 2000 $(405,882) $ 1,291 $ 10,000 $(417,173)
Net Loss (59,574) - - (59,574)
--------- --------- --------- ---------
Balance, September 30, 2000 $(465,456) $ 1,291 $ 10,000 $(476,747)
========= ========= ========= =========
See Notes to Financial Statements
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InterConexus.com, Inc.
(A Development Stage Company)
Statements of Cash Flows
For the Three Months ended September 30, 2000
and the Period from March 28, 2000 to September 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Three Months March 28,2000
Ended to
September 30, September 30,
2000 2000
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (59,574) $(476,747)
Adjustments to reconcile net loss
to net cash provided by(used in)
operating activities:
Depreciation 1,000 1,000
Increase in amounts due related party 57,283 491,955
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Net cash provided by(used in) operating activities (1,291) 16,208
Cash flows from investing activities:
Purchase of fixed assets - (17,499)
Cash flows from financing activities:
Common stock issued - 11,291
--------- ---------
Net increase (decrease) in cash and
cash equivalents (1,291) 10,000
Cash and cash equivalents:
Beginning of period 11,291 -
--------- ---------
End of period $ 10,000 $ 10,000
========= =========
</TABLE>
See Notes to Financial Statements
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InterConexus.com, Inc.
(A Development Stage Company)
Notes to Financial Statements
Note 1. Basis of Presentation
The unaudited financial statements and related notes of
InterConexus.com, Inc. ("the Company") have been prepared pursuant to
the rules and regulations of the U.S. Securities and Exchange
Commission. Accordingly, certain information and footnote disclosures
normally included in the financial statements prepared in accordance
with generally accepted accounting principles have been omitted
pursuant to such rules and regulations. The accompanying financial
statements and related notes should be read in conjunction with the
audited financial statements of the Company, and notes thereto, for
the fiscal year ended June 30, 2000. The following information
reflects, in the opinion of management, all adjustments, consisting of
normal recurring accruals, necessary for a fair presentation of the
interim period results. Operating results for interim periods are not
necessarily indicative of results which may be expected for the year
as a whole.
Description of Business
InterConexus.com, Inc., a Delaware corporation, (the Company) was
organized on March 16, 2000 as a wholly-owned subsidiary of Capri
Corp., a Minnesota corporation (Capri) and was initially funded on
March 28, 2000. On June 1, 2000, Capri spun-off the common shares of
the Company, in a taxable distribution, to Capri shareholders of
record on May 30, 2000 on the basis of one share of Company stock for
each share of Capri stock held on the record date. The Company intends
to pursue certain E-commerce opportunities within the global
interconnect industry.
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Note 2. Summary of significant accounting policies continued
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 those estimates.
Cash and cash equivalents
For purposes of the balance sheet and statement of cash flows, cash
and cash equivalents consist of cash in a demand deposit account held
at a local bank.
Fixed assets
Fixed assets consist of computer equipment and are stated at cost.
Depreciation is computed using the straight-line method over the
estimated useful lives of the assets.
Note 3. Development stage operations
The Company is in the initial stage of developing an e-commerce
business-to-business trading exchange which would make up an
electronic trading community within the global electronic interconnect
industry which comprises the areas of integrated circuits,
semi-conductors, contract assembly, printed circuit boards and
electronic manufacturing service providers. Other efforts of the
Company are spent on raising additional capital and procuring other
financing arrangements, as well as other administrative functions. As
of September 30, 2000, the Company's planned principal operations had
not commenced. The Company has relied solely on services provided by
Capri and Cimnet Systems, Inc. (a wholly-owned subsidiary of Capri),
obtained under a separate services agreement as further described in
note 6.
Note 4. Stockholder's equity
The Company's certificate of incorporation authorizes 40,000,000
shares of common stock, par value $.0001 and 20,000,000 shares of
preferred stock, par value $.001. At the balance sheet date,
12,908,091 shares of common stock were issued and outstanding. There
were no preferred shares issued or outstanding.
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The Company's amended and restated Certificate of Incorporation
restricts the transfer of the Company's common stock until the first
to occur of the following: 1) the second anniversary of the spin-off
2) the consummation of an initial public offering of the common stock
of the Company under the Securities Act of 1933, as amended, or 3) the
Board of Directors of the Company determines, in its sole discretion,
that the business of the Company has developed to support a trading
market.
Note 5. Earnings per share
Basic earnings per share is calculated using the weighted average
number of shares outstanding during the period. Diluted earnings per
share is computed on the basis of the weighted average number of
common share outstanding plus the diluted effect of shares associated
with the common stock option plan, treated as if they were exercised.
The following table sets forth the computation of basic and diluted
earnings per share:
<TABLE>
<CAPTION>
Three Months March 28, 2000
Ended to
September 30, 2000 September 30, 2000
------------------ ------------------
<S> <C> <C>
Net Loss $ (59,574) $ (476,747)
Weighted average
Share outstanding 12,908,091 12,908,091
Dilutive effect of the
common stock option plan 900,000 900,000
Diluted shares outstanding 13,808,091 13,808,091
Basic earnings per share (loss) $ - $ (0.04)
Diluted earnings per share (loss) $ - $ (0.03)
</TABLE>
Note 6. Related party transactions
The Company and Capri have common members of their respective Board of
Directors.
For the purpose of governing certain ongoing relationships between the
Company and its former parent company Capri, Capri's wholly-owned
operating subsidiary Cimnet Systems, Inc. ("Cimnet") and the Company
have
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entered into a services agreement and adopted certain policies as
follows:
The services agreement enables either company to provide certain
services to the other on an as-needed basis, at cost. The services
provided under this agreement include, but are not limited to,
accounting services, computer services, insurance coverage, payroll
processing services and management of employee benefits programs, or
any other similar services. The agreement does not preclude either
party from obtaining these services from unrelated third parties or
from developing their own in-house capabilities.
Cimnet has agreed to share office space with the Company and allocates
to the Company its pro rata share of rent, common area maintenance
charges and other costs and expenses under Cimnet's lease for the
Company occupied office space.
During the three months ended September 30, 2000, and the period from
March 28, 2000 to September 30, 2000, Cimnet billed the Company
$58,574 and $493,246, respectively, for services under this agreement.
Included in those billings were charges for certain computers and
software amounting to $17,499. Cimnet did not utilize any services of
the Company during this period.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The Registrant relied upon Alternative 2 in its registration statement
filed on Form 10-SB. There is no information to provide in response to Item
6(a)(3)(i) to Model B of Form 1-A.
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Ex. 27 Financial Data Schedule
(b) Reports on Form 8-K
None.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
INTERCONEXUS.COM, INC.
(Registrant)
Date: November 13, 2000
By: /s/ Mehul J. Dave
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Mehul J. Dave, Chairman of the Board,
President and Chief Executive Officer
(Principal Financial Officer)
