U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------------
FORM 10-QSB/A
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
Commission File Number 33-32341-D
WORLDPORT COMMUNICATIONS, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 84-1127336
(State or other jurisdiction of (I.R.S. Employer ID Number)
incorporation or organization)
100 California St. Suite 1400, San Francisco, CA 94111
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (415) 393-0724
Sage Resources, Inc. 10 Exchange Place, Suite 309, Salt Lake City, UT 84111
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check mark whether the issuer (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Exchange Act during the
preceding 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.
[ X ] Yes [ ] No
Applicable only to issuers involved in bankruptcy proceedings during the
preceding five years.
Indicated by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act
subsequent to the distribution of securities under a plan confirmed by a court.
[ ] Yes [ ] No
Applicable only to corporate issuers.
As of September 30, 1996, Registrant had 4,060,000 shares common stock
par value $.001 outstanding.
1
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
On November 8, 1996, the Company filed a lawsuit against Com Tech
International Corporation in the United States District Court in the Northern
District of California (Case No. C-96-4055). The Company filed the lawsuit to
collect $500,000 plus interest and attorney's fees for money that Com Tech
borrowed from the Company that is now due, owing and unpaid.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
An annual and special meeting of the shareholders of the Company was
held on September 30, 1996. Of the 4,060,000 issued and outstanding shares of
the Company, 3,502,800 were represented at the meeting by proxy. One hundred
percent (100%) of the shares represented at the meeting approved (1) the change
of domicile and Reincorporation of the Company from Colorado to Delaware, (2)
the adoption of the WorldPort Communications, Inc. Long Term Incentive Plan for
employees and consultants of the Company, and (3) the election of Jonathan Y.
Hicks, Edward P. Mooney, and Daniel P. McGinnis as the new board of directors.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
Exhibits
10.1 Financial Advisory Agreement between the
Registrant and Dinton Trader S.A. dated
October 31, 1996.
10.2 Loan Agreement between Com Tech International
Corporation and the Registrant dated June 27,
1996.
10.3 Assignment, Pledge & Security Agreement
between Com Tech International Corporation
and the Registrant dated June 27, 1996.
10.4 Convertible Secured Promissory Note between
the Registrant and Maroon Bells Capital
Partners, Inc. dated July 1, 1996.
10.5 Loan Agreement between the Registrant and
Maroon Bells Capital Partners, Inc. datd
July 1, 1996.
10.6 Assignment, Pledge & Security Agreement
between the Registrant and Maroon Bells
Capital Partners, Inc. dated July 1, 1996.
10.7 Secured Promissory Note between the
Registrant and Com Tech International
Corporation dated June 27, 1996.
22.1 Notice of Annual and Special Meeting of
Shareholders and Proxy Statement dated
September 18, 1996.
27.1 Financial Data Schedule
Reports on Form 8-K
None.
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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.
WORLDPORT COMMUNICATIONS, INC.
Date November 21, 1996 By /s/ Edward P. Mooney
Edward P. Mooney
Title President
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