<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a- 16 or 15d- 16 under the Securities Exchange Act of 1934
For the month of SEPTEMBER 30, 1999
---------------------------------------------------------------
STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY: CORNUCOPIA RESOURCES LTD.)
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
SUITE #410 - 325 HOWE STREET, VANCOUVER, B.C. V6C 1Z7
- --------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (604) 687-0619.
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
FORM 20-F /X/ FORM 40-F __
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
YES __ NO /X/
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
ON JULY 9, 1999, THE NAME CHANGE FROM CORNUCOPIA RESOURCES LTD. TO
STOCKSCAPE.COM TECHNOLOGIES INC. BECAME EFFECTIVE. UNLESS THE CONTEXT
OTHERWISE REQUIRES, THE "REGISTRANT" MEANS STOCKSCAPE.COM TECHNOLOGIES INC.
AND THE COMPANY MEANS THE REGISTRANT AND ITS SUBSIDIARIES.
UNLESS OTHERWISE INDICATED, ALL REFERENCES TO "DOLLARS" AND "$" ARE
TO UNITED STATES DOLLARS.
- --------------------------------------------------------------------------------
<PAGE>
FORM 61
QUARTERLY REPORT
INCORPORATED AS PART OF: /X/ SCHEDULE A
/ / SCHEDULE B & C
ISSUER DETAILS:
FOR QUARTER ENDED: SEPTEMBER 30, 1999
-----------------------------------------
DATE OF REPORT: NOVEMBER 26, 1999
-----------------------------------------
NAME OF ISSUER: STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY CORNUCOPIA RESOURCES LTD.)
-----------------------------------------
ISSUER'S ADDRESS: SUITE #410 - 325 HOWE STREET
-----------------------------------------
VANCOUVER, BC, V6C 1Z7
-----------------------------------------
ISSUER'S FAX NUMBER: 604-681-4170
-----------------------------------------
ISSUER'S PHONE NUMBER: 604-687-0619
-----------------------------------------
CONTACT PERSON: MARK T. BROWN
-----------------------------------------
CONTACT'S POSITION: TREASURER
-----------------------------------------
CONTACT TELEPHONE NUMBER: 604-687-0619
-----------------------------------------
CERTIFICATE
The Schedule(s) required to complete this Quarterly Report are attached and the
disclosure contained therein has been approved by the Board of Directors. A copy
of this Quarterly Report will be provided to any shareholder who requests it.
Please note this form is incorporated as part of both the required filing of
Schedule A and B&C.
John J. Brown "JOHN BROWN" November 26, 1999
- --------------------------------------------------------------------------------
Name of Director Signed (TYPED) Date Signed
Andrew Milligan "ANDREW MILLIGAN" November 26, 1999
- --------------------------------------------------------------------------------
Name of Director Signed (TYPED) Date Signed
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY "CORNUCOPIA RESOURCES LTD.")
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Stated in Canadian Dollars)
<TABLE>
<CAPTION>
SEPTEMBER 30 DECEMBER 31
1999 1998
(UNAUDITED) (AUDITED)
------------ -----------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 2,267,911 $ 58,732
Marketable securities 104,451 -
Accounts receivable 91,661 74,742
Prepaid expenses and deposits 15,367 8,920
------------ -----------
2,479,390 142,394
------------ -----------
FIXED ASSETS 145,245 103,584
LONG TERM INVESTMENTS 3,366,942 -
------------ -----------
TOTAL ASSETS $ 5,991,577 $ 245,978
============ ===========
LIABILITIES
CURRENT LIABILITIES
Accounts Payable and Accrued Liabilities $ 319,961 $155,730
Long Term Liabilities - 672,988
------------ -----------
TOTAL LIABILITIES 319,961 828,718
------------ -----------
SHAREHOLDERS' EQUITY
SHARE CAPITAL 7,008,219 257,500
Deficit (1,336,603) (840,240)
------------ -----------
TOTAL SHAREHOLDERS' EQUITY 5,671,616 (582,740)
------------ -----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 5,991,577 $ 245,978
============ ===========
</TABLE>
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY "CORNUCOPIA RESOURCES LTD.")
CONSOLIDATED STATEMENTS OF LOSS AND DEFICIT
(Unaudited)
(Stated in Canadian Dollars)
For the Nine Months Ended September 30
<TABLE>
<CAPTION>
1999 1998
(UNAUDITED) (AUDITED)
------------ -----------
<S> <C> <C>
REVENUES
Web-site sales $ 636,460 $ 158,417
COST OF SALES 559,359 252,840
------------ -----------
OPERATING MARGIN 77,101 (94,423)
EXPENSES
General and administrative expenses 366,606 156,426
Marketing and sales 167,834 97,085
Amortization 52,114 -
Other expenses (income) (13,090) -
------------ -----------
573,464 253,511
------------ -----------
NET LOSS FOR THE PERIOD (496,363) (347,934)
------------ -----------
DEFICIT, BEGINNING OF THE PERIOD (840,240) (408,977)
------------ -----------
DEFICIT, END OF THE PERIOD $ (1,336,603) $ (756,911)
============ ===========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 6,735,294 1,750,000
LOSS PER SHARE $ 0.07 $ 0.20
============ ===========
</TABLE>
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY "CORNUCOPIA RESOURCES LTD.")
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Stated in Canadian Dollars)
For the Nine Months Ended September 30
<TABLE>
<CAPTION>
1999 1998
------------ -----------
<S> <C> <C>
CASH PROVIDED BY (USED IN) OPERATIONS
Net loss for the period $ (496,363) $ (347,934)
Items not involving cash:
Accrued interest - 45,311
Amortization 52,114 28,364
Foreign exchange (56,809) -
Loss on disposal of fixed assets 16,043 -
------------ -----------
(485,015) (274,259)
------------ -----------
Net change in non-cash working capital items (178,951) 110,158
------------ -----------
(663,966) (164,101)
------------ -----------
INVESTMENT
Purchase of fixed assets, net (109,817) (39,846)
Business acquisition (3,151,577) -
------------ -----------
(3,261,394) (39,846)
------------ -----------
FINANCING
Proceeds/(repayment) of long term debt (672,978) 269,000
Private placement proceeds 2,000,000 -
Conversion of long term loan to common shares 825,000 -
Exercise of stock options 197,500 -
Exercise of warrants 633,450 -
Shares issued on acquisition 3,151,577 -
------------ -----------
6,134,549 269,000
------------ -----------
INCREASE (DECREASE) IN CASH 2,209,179 65,053
Cash and Equivalents, beginning of the period 58,732 33,992
------------ -----------
CASH AND EQUIVALENTS, END OF THE PERIOD $ 2,267,911 $ 99,045
============ ===========
</TABLE>
<PAGE>
FORM 61
QUARTERLY REPORT
INCORPORATED AS PART OF: / / SCHEDULE A
/X/ SCHEDULE B & C
ISSUER DETAILS:
FOR QUARTER ENDED: SEPTEMBER 30, 1999
---------------------------------------
DATE OF REPORT: NOVEMBER 23, 1999
---------------------------------------
NAME OF ISSUER: STOCKSCAPE.COM TECHNOLOGIES INC.
(FORMERLY CORNUCOPIA RESOURCES LTD.)
---------------------------------------
ISSUER'S ADDRESS: SUITE #410 - 325 HOWE STREET
---------------------------------------
VANCOUVER, BC, V6C 1Z7
---------------------------------------
ISSUER'S FAX NUMBER: 604-681-4170
---------------------------------------
ISSUER'S PHONE NUMBER: 604-687-0619
---------------------------------------
CONTACT PERSON: MARK T. BROWN
---------------------------------------
CONTACT'S POSITION: TREASURER
---------------------------------------
CONTACT TELEPHONE NUMBER: 604-687-3520
---------------------------------------
CERTIFICATE
The Schedule(s) required to complete this Quarterly Report are attached and the
disclosure contained therein has been approved by the Board of Directors. A copy
of this Quarterly Report will be provided to any shareholder who requests it.
Please note this form is incorporated as part of both the required filing of
Schedule A and B&C.
John J. Brown "JOHN BROWN" November 23, 1999
- --------------------------------------------------------------------------------
Name of Director Signed (TYPED) Date Signed
Andrew Milligan "ANDREW MILLIGAN" November 23, 1999
- --------------------------------------------------------------------------------
Name of Director Signed (TYPED) Date Signed
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC. Schedule B
(FORMERLY CORNUCOPIA RESOURCES LTD.)
Supplemental Information
For the Quarter Ended September 30, 1999
- --------------------------------------------------------------------------------
1. For the current fiscal year to date:
General and Administrative Expense Breakdown:
<TABLE>
<S> <C>
Audit & legal fees $ 48,467
Consulting & management fees 125,287
Foreign exchange (34,597)
Investor & shareholder relations 108,202
Listing & transfer fees 17,342
Loss on disposal of fixed assets 16,042
Office, rent & miscellaneous 49,269
Salaries, wages & benefits 24,031
Travel 12,563
---------
$ 366,606
=========
Expenditures to non arms length parties $ 144,854
=========
</TABLE>
2. For the quarter under review:
(a) The following securities were issued:
<TABLE>
<CAPTION>
Number of
Date Common Shares Type of Issue Consideration Issue price
------------ ------------- -------------------- --------------- -------------
<S> <C> <C> <C> <C>
Shares of
July 9, 1999 10,000,000 Business Acquisition Stockscape.com $0.50
Exercise of stock
Various 395,000 options Cash $0.50
Exercise of Series A
Various 672,000 Warrants Cash $0.65
Exercise of Series B
Various 207,000 Warrants Cash $0.95
</TABLE>
(b) There following stock options were granted during the quarter:
<TABLE>
<CAPTION>
Number of Granted Exercise Expiry
Shares To Price CDN$ Date
--------- --------- ---------- -------------
<S> <C> <C> <C>
700,000 Directors $0.50 July 12, 2004
50,000 Directors $0.50 June 30, 2004
25,000 Officer $0.50 July 30, 2000
50,000 Officers $0.50 July 12, 2004
465,000 Employees $0.50 July 12, 2004
---------
1,290,000
=========
</TABLE>
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC. Schedule B
(FORMERLY CORNUCOPIA RESOURCES LTD.)
Supplemental Information
For the Quarter Ended September 30, 1999
- --------------------------------------------------------------------------------
3. As at the end of the quarter:
(a) Authorized Share Capital:
200,000,000 common shares without a par value of which 19,433,183
shares were issued and outstanding as at September 30th.
100,000,000 preferred shares without par value of which none have been
issued.
(b) Incentive Stock Options outstanding:
<TABLE>
<CAPTION>
Number of Granted Exercise Expiry
Shares To Price CDN$ Date
--------- --------- ---------- -------------
<S> <C> <C> <C>
700,000 Directors $0.50 July 12, 2004
50,000 Directors $0.50 June 30, 2004
20,000 Officer $0.50 July 30, 2000
50,000 Officers $0.50 July 12, 2004
75,000 Employees $0.50 July 12, 2004
-------
895,000
=======
</TABLE>
Warrants outstanding:
<TABLE>
<CAPTION>
Number of Exercise Expiry
Shares Price CDN$ Date
---------- ---------- -----------------
<S> <C> <C> <C>
175,000 $2.00 December 31, 2001
400,000 $0.50 June 30, 2002
3,328,000 Series A $0.65 October 31, 1999
3,793,000 Series B $0.95 November 30, 1999
---------
7,696,000
=========
</TABLE>
(c) Total number of shares held in escrow: 10,000,000 common
shares for a minimum of two years to July 9, 2001.
(d) Directors at September 30, 1999: Andrew F. B. Milligan
Sargent H. Berner
David R. Williamson
A. Murray Sinclair
John J. Brown
<PAGE>
REPORT TO THE SHAREHOLDERS
The nine month period ended September 30, 1999 includes both the operations of
Stockscape.com and the operations of the former Cornucopia Resources Ltd. from
July 13, 1999 when the corporate reorganization was completed. Since that date
the consolidated financial statements relate to the operations of Stockscape.com
and related corporate expenses.
Sales for the period of $636,460 compared favorably with sales of $158,417 for
the corresponding nine months in 1998, representing an increase of 300%. Cost of
sales increased by 120% to $559,359 resulting in an operating margin of $77,101.
Expenses were inflated by the inclusion of the former Cornucopia Resource Ltd.
expenses referred to above. The resultant loss for the nine months of $496,373
compares to $347,934 in the previous year. Overall, this trend in which sales
are growing at a substantially faster rate than costs, can be considered
satisfactory, particularly since many of these costs are attributable to the
development and growth of our young Company.
The Consolidated Balance Sheet has been strengthened substantially through the
proceeds of the private placement of 4 million units in July, 1999. Subsequent
to the end of the period, all of the 4 million Series A warrants have been
exercised, and at the date of writing 1.8 million Series B warrants have also
been exercised, generating a cash position of approximately $4.5 million at
November 22, 1999.
The operating subsidiary continues to perform well. The website has been
maintaining the level of 1.2 - 1.4 million hits per month with a dedicated user
base of some 70,000. Steps are being taken to improve the content and quality of
the website and many innovative features are being added, both to attract
additional sponsors and to extend the user base. The new "Lead Machine" program
has been well received by clients seeking to take advantage of the latest
streaming video technology.
Progress is being made in seeking acquisitions in the database management and
publishing industries. It is hoped that these potential transactions will be in
place before the major investor awareness programs are inaugurated in the coming
year.
Andrew F. B. Milligan
President & CEO
November 22, 1999
YEAR 2000 COMPUTER RISK
The Year 2000 issue has resulted from computer programs coded to accept two
digits rather than four to define the applicable year. The effects of the
problem, if any, would occur on or about January 1, 2000, and could result in
internal system failure in, among other things, local area network, accounting
and other administrative functions. Externally, the problem could result in
system failure by third party providers or suppliers. It is not possible to be
certain that all aspects of the Year 2000 issue which may arise from third party
providers and suppliers will be resolved. In early 1998, the Company began
assessment of the potential impact of the Year 2000 issue. Internally, the
Company uses current or near current versions of software by major developers
for office productivity, accounting, internet and database applications. To gain
further certainty as to Year 2000 compliance, the Company has purchased upgrades
which are currently available or obtained published statements by these software
developers assuring that these programs are Year 2000 compliant. Of the software
programs currently in use, all have been upgraded as at end of the second
quarter of 1999. The cost of obtaining these upgrades was material. As the
Company currently is not heavily reliant on software now in use, even a worst
case scenario would not significantly impede the conduct of the business of the
Company. In the event that the Company acquires other businesses, the software
and hardware acquired in connection with those business combinations may be Year
2000 non-compliant.
INVESTORS RELATIONS
There are no current independent investor relations' agreements in place at this
time.
<PAGE>
STOCKSCAPE.COM TECHNOLOGIES INC.
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, thereunto duly authorized.
STOCKSCAPE.COM TECHNOLOGIES INC.
/s/ John J. Brown
Date: November 25, 1999 ---------------------------------
John J. Brown
Chief Financial Officer
/s/ Andrew F. B. Milligan
Date: November 25, 1999 ---------------------------------
President
