U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: January 31, 2000
Commission File Number: 0-24590
E-NET FINANCIAL.COM CORPORATION
(Exact name of small business issuer as specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
84-1273503
(IRS Employer Identification No.)
3200 Bristol St. Ste 700
Costa Mesa, CA.
(Address of principal executive offices)
92626
(Zip Code)
(714) 557-2222
(Issuer's Telephone Number)
(Former name, former address and former fiscal year,
if changed since last report)
e-Net Financial Corporation
2102 Business Center Drive, Suite 115E
Irvine, CA 92612
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 number of shares of the registrant's only class of common stock issued and
outstanding, as of January 31, 2000 was 10,648,037 shares.
<PAGE>
Part I
Item I - Financial Information
e-Net Financial.Com Corporation and Subsidiaries
(A Development Stage Company)
Consolidated Balance Sheets
(Unaudited)
January 31 April 30
2000 1999
----------- -----------
ASSETS
CURRENT ASSETS
Cash and equivalents $ 850 $ 4,282
Accounts receivable 13,288 611
Note receivable 87,500 87,500
Investment in Marketable Equity Securities 203,120 162,500
Other current assets 54,777 13,807
----------- -----------
Total Current Assets 359,535 268,700
EQUIPMENT, net 64,950 40,030
OTHER ASSETS
Goodwill, net 400,211 --
Investment in Unrelated Company 143,109 18,800
----------- -----------
Total Other Assets 543,320 18,800
Total Assets $ 967,805 $ 327,530
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 228,264 $ 56,754
Accrued salaries and payroll taxes 142,003 --
Current portion of deferred revenue 12,980 83,300
Notes payable 231,716 38,606
Income Tax Liability -- 17,700
----------- -----------
TOTAL CURRENT LIABILITIES 614,963 196,360
DEFERRED REVENUE -- 75,458
----------- -----------
TOTAL LIABILITIES 614,963 271,818
----------- -----------
SHAREHOLDER'S EQUITY
Preferred stock, 1,000,000 shares authorized,
no par value, none issued and outstanding -- --
Common stock, 20,000,000 shares authorized,
$.001 par value, 4,500,000 shares issued
and outstanding 10,647 4,500
Additional paid-in capital 1,752,349 45,175
Unrealized Appreciation on Marketable Securities 40,620 --
Accumulated Deficit (1,450,774) 6,037
----------- -----------
TOTAL SHAREHOLDERS' EQUITY 352,842 55,712
----------- -----------
$ 967,805 $ 327,530
=========== ===========
See accompanying notes
<PAGE>
e-Net Financial.Com Corporation and Subsidiaries
(A Development Stage Company)
Consolidated Statements of Operations
(Unaudited)
3 Months 3 Months
Ended Ended
Jan 31, 2000 Jan 31, 1999
------------ ------------
REVENUES
Consulting Revenue $ 20,826 $ 20,825
Other Revenue 25,487 --
----------- -----------
TOTAL REVENUES 46,313 20,825
COST OF SALES
Cost of Sales-Projects 5,900 --
----------- -----------
5,900 --
----------- -----------
GROSS PROFIT (LOSS) 40,413 20,825
OPERATING EXPENSES
General and administrative 1,040,096 --
----------- -----------
TOTAL OPERATING EXPENSES 1,040,096 --
----------- -----------
INCOME (LOSS) FROM OPERATIONS (999,683) 20,825
OTHER INCOME (EXPENSE)
Interest Income 4,380 --
Interest Expense (994) --
----------- -----------
TOTAL OTHER INCOME (EXPENSE) 3,386 --
----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES (996,297) 20,825
Income Taxes -- 3,750
----------- -----------
NET INCOME (LOSS) BEFORE EXTRAORDINARY ITEMS (996,297) 17,075
EXTRAORDINARY LOSS
Early Extinguishment of Debt 86,032 --
NET INCOME (LOSS) $(1,082,329) $ 17,075
=========== ===========
Basic and diluted net loss per share $ (0.11) $ 0.00
=========== ===========
Basic and diluted weighted average number
of common shares outstanding 9,820,356 4,000,000
=========== ===========
See accompanying notes
<PAGE>
<TABLE>
<CAPTION>
e-Net Financial.Com Corporation and Subsidiaries
(A Development Stage Company)
Consolidated Statements of Operations
(Unaudited)
Cumulative
9 Months 9 Months from inception
Ended Ended (Aug 18, 1988) to
Jan 31, 2000 Jan 31, 1999 Jan 31, 2000
------------ ------------ ------------
REVENUES
<S> <C> <C> <C>
Consulting Revenue $ 62,478 $ 62,475 $ 153,331
Other Revenue 28,580 -- 28,580
----------- ----------- -----------
TOTAL REVENUES 91,058 62,475 181,911
COST OF SALES
Cost of Sales-Projects 5,900 -- 5,900
----------- ----------- -----------
5,900 -- 5,900
----------- ----------- -----------
GROSS PROFIT (LOSS) 85,158 62,475 176,011
OPERATING EXPENSES
General and administrative 1,406,221 -- 1,485,310
----------- ----------- -----------
TOTAL OPERATING EXPENSES 1,406,221 -- 1,485,310
----------- ----------- -----------
INCOME (LOSS) FROM OPERATIONS (1,321,063) 62,475 (1,309,299)
OTHER INCOME (EXPENSE)
Interest Income 14,122 -- 25,288
Interest Expense (7,588) -- (7,780)
----------- ----------- -----------
TOTAL OTHER INCOME (EXPENSE) 6,534 -- 17,508
----------- ----------- -----------
INCOME (LOSS) BEFORE INCOME TAXES (1,314,529) 62,475 (1,291,791)
Income Taxes -- 7,537 16,700
----------- ----------- -----------
NET INCOME (LOSS) BEFORE EXTRAORDINARY ITEMS (1,314,529) 54,938 (1,308,491)
EXTRAORDINARY LOSS
Early Extinguishment of Debt 142,282 -- 142,282
----------- ----------- -----------
NET INCOME (LOSS) $(1,456,811) $ 54,938 $(1,450,773)
=========== =========== ===========
Basic and diluted net loss per share $ (0.16) $ 0.01
=========== ===========
Basic and diluted weighted average number
of common shares outstanding 9,300,785 9,000,000
=========== ===========
See accompanying notes
</TABLE>
<PAGE>
e-Net Financial.Com Corporation
(A Development Stage Company)
Consolidated Statements of Cash Flows
(Unaudited)
9 Months 9 Months
Ended Ended
Jan 31, 2000 Jan 31, 1999
------------ ------------
Cash flows from operating activities:
Net income (loss) $(1,456,811) $ 54,938
Adjustments to reconcile net income (loss)
to net cash used by operating activities:
Depreciation/Amortization 27,225 --
Common Stock Issued as Bonuses to Employees 593,750 --
Fair Value over Excise Price of Deferred Employee
wages 29,352 --
Early Extinguishment of Debt 86,032 --
(Increase) Decrease in accounts receivable (735) --
(Increase) in accrued receivables (12,845) --
(Increase) in deposits (14,997) --
(Increase)/Decrease in prepaid expenses (25,070) --
(Increase) in note receivable (87,500)
(Increase) in other assets (415,549) --
Increase in accounts payable 104,948 --
Increase in accrued expenses 190,865 --
Increase in income tax liability 7,538
(Decrease) in deferred revenue (145,778) (62,476)
----------- -----------
Net cash used by operating activities (1,039,613) (87,500)
----------- -----------
Cash flows from investing activities:
Purchases of equipment (31,807) --
Negotiable Stock 87,500
Joint venture investments 327,023 --
----------- -----------
Net cash used by investing activities 295,216 87,500
----------- -----------
Cash flows from financing activities:
Net Proceeds from borrowings on short-term loans 537,157 --
Proceeds from issuance of common stock by
private placement 86,400 --
Proceeds received from stockholders 117,408 --
----------- -----------
Net cash provided by financing activities 740,965 --
----------- -----------
Net increase (decrease) in cash (3,432) --
Cash, beginning of period 4,282 --
----------- -----------
Cash, end of period $ 850 $ --
=========== ===========
See accompanying notes
<PAGE>
<TABLE>
<CAPTION>
e-Net Financial.Com Corporation and Subsidiaries
(A Development Stage Company)
Consolidated Statements of Shareholders' Equity
From inception (August 18, 1988) to January 31, 2000
(Unaudited)
Deficit
Common Stock (1) Unrealized Accumulated
Amount Additional Appreciation During the Total
Number Per Paid-in on Marketable Development Shareholders'
of Shares Share Total Capital Securities Stage Equity
--------- ----- ----- ------- ---------- ----- ------
<S> <C> <C> <C> <C> <C> <C> <C>
Initial capitalization 4,000,000 $ 0.001 $ 4,000 $ (2,000) $ -- $ -- $ 2,000
Net loss for 1997 (2,000) (2,000)
---------- -------------------------------------------------------------------------------------
Balance, April 30, 1997 4,000,000 4,000 (2,000) -- (2,000) --
Net income for 1998 -- 5,242 5,242
---------- -------------------------------------------------------------------------------------
Balance, April 30, 1998 4,000,000 4,000 (2,000) -- 3,242 5,242
Contributed capital -- 10,000 -- 10,000
e-Net reorganization 5,000,000 $ 0.001 5,000 32,675 -- 37,675
Net income for 1999 -- -- 2,795 2,795
---------- -------------------------------------------------------------------------------------
Balance, April 30, 1999 9,000,000 9,000 40,675 -- 6,037 55,712
Stock issued for debt reduction 300,000 $ 1.375 300 205,950 206,250
Private Placement 120,000 $ 1.000 120 59,880 -- 60,000
Private Placement 11/99 30,200 $ 1.000 30 15,070 15,100
Purchase of EMB Shares 250,000 $ 2.000 250 249,750 250,000
Deferred Compensation 117,408 $ 1.000 117 146,643 146,760
Bonus 475,000 $ 1.000 475 593,275 593,750
Private Placement 11,300 $ 1.000 11 11,289 11,300
Early Extinguishment of Debt 344,129 $ 1.250 344 429,817 430,161
Unrealized Appreciation 40,620 40,620
Net Loss for 2000 (1,456,811) (1,456,811)
---------- -------------------------------------------------------------------------------------
Balance, January 31, 2000 10,648,037 $ 10,647 $ 1,752,349 $ 40,620 $(1,450,774) $ 352,842
========== ======================================================================================
See accompanying notes
</TABLE>
<PAGE>
NOTE 1. BASIS OF PRESENTATION:
Name Change
On January 18, 2000 the Company change its name to e-Net.com Corporation to more
accurately reflect the Company's focus.
Unaudited Interim Financial Statements
In the opinion of management, the accompanying financial statements contain all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the balance sheet of e-Net Financial.Com Corporation and
subsidiaries as of January 31, 2000, and the results of their operations and
their cash flows for the nine months ended January 31, 2000 and 1999
respectively. These consolidated financial statements include the accounts of
e-Net Financial.Com Corporation and its subsidiary companies (together "the
Company").
Going Concern
The accompanying consolidated financial statements have been prepared assuming
the Company will continue as a going concern. The Company is still in the
development stage. It relies on borrowing from shareholders and other related
parties to provide a portion of the cash necessary to cover its current
operating requirements. In addition, management is seeking private equity and
debt capital. There are no assurances that proceeds from the sources discussed
above will be available on acceptable terms or available at all. The
accompanying financial statements do not include any adjustments that might
result from the outcome of this uncertainty.
NOTE 2. LOSS PER COMMON SHARE:
Basic and dilutive loss per common share is based on the weighted average number
of common shares outstanding during the period. Outstanding options and warrants
have not been included in the calculation of the weighted average shares
outstanding since their effects are anti-dilutive.
NOTE 3. SHAREHOLDERS' EQUITY
During the nine months ended January 31, 2000, the Company issued 1,648,037
shares of common stock valued at $1,711,674 to certain employees, consultants,
and advisors for services provided; for early extinguishments of debt; for
private placement; and for acquisition investment purposes.
NOTE 4. SIGNIFICANT AGREEMENTS:
See Item 2. Management's discussions and analysis of financial condition and
plan of operations for discussion of significant agreements.
NOTE 5. SUBSEQUENT EVENTS
See Item 2. Management's discussions and analysis of financial condition and
plan of operations for discussion of subsequent events.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF
OPERATIONS
PLAN OF OPERATIONS
E-Net Financial.Com Corporation, f/k/a E-Net.com Corporation and e-Net Financial
Corporation (the "Company") was incorporated on August 18, 1988, under the laws
of the State of Nevada to engage in any lawful corporate undertaking. On July
11, 1994 the Company submitted its Form 10-SB to the Securities and Exchange
Commission, which was declared effective on December 22, 1994, at which time the
Company became a reporting company under Section 12(g) of the 1934 Securities
and Exchange Act. On August 16, 1996 the Company changed its name to Suarro
Communications, Inc., and on February 12, 1999 and May 12, 1999, respectively,
the Company changed it name to E-Net Corporation and E-Net Financial
Corporation. The Company is also qualified to do business in California
The Company acts as a technology driven financial resource to serve the needs of
both the commercial and consumer markets in supplying fast and affordable
mortgages and telecommunications via the Internet and through strategic
alliances and partnering with established industry leaders. The Company will
engage in the business of providing mortgage products and services on both the
retail and wholesale levels.
The Company's business plan provides for the Company to develop and deliver
through the internet and through other means, mortgage loan brokerage services.
The Company does this through developing, acquiring and joint venturing with
appropriate organizations and businesses. It is the Company's intention to serve
as an incubator to cutting edge, technologically innovative companies; to marry
their innovation to the resources necessary to bring to market new products in
new ways.
The Company conducts its activities primarily through its two subsidiaries.
e-Net Mortgage Corp. and VPNCOM.Net.
RESULTS OF OPERATIONS
Three months ended January 31, 2000 compared with three months ended January
31,1999:
Revenues, increased to $46,313 in the three month period ended January 31, 2000
from $20,825 in 1999. Revenues were generated primarily from consulting services
and telecommunication services. The increase in revenues was attributable to the
Company commencing operations in VPN.COM JV.
General and administrative expenses increased to $1,040,096 in the three month
period ended January 31, 2000 from $0 in 1999. This increase is attributed to
the Company having no operations in 1999. The majority of these expenses are
related to the issuance of common stock to employees as bonuses, an increase in
professional fees and consultant fees during the current period.
Nine months ended January 31, 2000 compared with nine months ended January
31,1999:
Revenues, increased to $91,058 in the nine month period ended January 31, 2000
from $62,475 in 1999. Revenues were generated primarily from consulting services
and telecommunication services. The increase in revenues was attributable to the
Company commencing operations in VPN.COM JV.
General and administrative expenses increased to $1,406,221 in the nine month
period ended January 31, 2000 from $0 in 1999. This increase is attributed to
Company having no operations in 1999. The majority of these expenses are related
to the issuance of common stock to employees as bonuses, and an increase in
professional fees and consultant fees during the current period.
Activities of E-Net Mortgage Corp. (e-Net Mortgage)
e-Net Mortgage is the Company's wholly owned subsidiary; it provides Mortgage
loan brokerage services e-Net Mortgage conducts business on the Internet and
through conventional methods. It has, at present, three offices: San Jose, Costa
Mesa and Las Vegas. The San Jose office is currently generating cash flow; the
other two offices are still being brought on line.
<PAGE>
e-Net Mortgage has updated and improved its web site on the internet. At present
it is still informational only. The Company will be making the site interactive
in the near future: potential clients will be able to complete applications
on-line, and will be able to check progress of their loan applications through
the web site. The web site will be integrated with the sites of other divisions
of the Company. Each site will link to the others and promote the services
offered by the others.
As a retail mortgage broker, E-Net Mortgage is continuing the process of putting
in place relationships with key mortgage lenders, nationwide. With these
relationships in place the Company will be able to offer a wide range of
mortgage loan products and services.
Activities of VPNCOM.Net (f/k/a City Pacific International, U.S.A., Inc.)
On December 21, 1999 the Company completed its acquisition of VPN.COM JV
Partners, a Nevada Joint Venture.
VPN.COM JV is in the business of providing comprehensive broadband networks and
connectivity. These networks facilitate customized telephone, video
teleconferencing , internet access, and data transfer. VPN.COM JV provides
vertically integrated solutions to commercial businesses, multiple dwelling unit
concerns, and the hospitality industry.
VPN.COM JV Partners was integrated into City Pacific International. City Pacific
changed its name to VPNCOM.Net on December 23, 1999.
Activities of the Parent Company
On January 18th, 2000 e-Net Financial.Com Corporation announced that its Common
Stock had begun trading on the Berlin Stock Exchange under the symbol ENNT.DE
and has been assigned the German Securities Code (Wertpapierkennumer) 925558.
e-Net no longer trades on the Berlin Tradegate system.
Liquidity and Capital Resources
We have funded our operations with a combination of revenue from operations,
loans from shareholders and equity proceeds.
We received $456,561 in private placement proceeds and $180,400 in loans from
major shareholders during the third quarter of our fiscal year. The Company
reduced total debt by $430,161, during the same period, through the
aforementioned private equity sales.
Existing cash, cash equivalents, proceeds from the sale of VPNCOM.NET, operating
revenue, and other internal sources of cash are expected to be sufficient to
fund our cash requirements for the next 12 months, including commitments
involved in announced acquisitions and general operations requirements. We will
continue to evaluate acquisition opportunities and we expect to acquire
additional ownership interests in new and existing companies in the next 12
months which may make it necessary for us to raise additional funds. Such
additional funds will be raised through the issuance of equity securities or
bank funding or other financing. If additional funds are raised through the
issuance of equity securities, our existing shareholders may experience
significant dilution.
We utilized $25,000 cash, a note for $125,000 (payable in 12 months), and
125,000 share of common stock for the acquisition of VPN.COM JV Partners on
December 21, 1999. VPN.COM JV Partners became part of City Pacific
International, Inc. City Pacific International, Inc. later changed its name to
VPNCOM.NET.
Our operations are not capital intensive, and capital expenditures in any year
normally will not be significant in relation to our overall financial position.
We expect to commit funds in 2000 to the development of our information
technology infrastructure. There were no material capital asset purchase
commitments as of January 31, 2000.
As of January 31, 2000 there were 10,648,037 shares of common stock issued and
outstanding. Shareholder equity totaled $352,842. Common stock and additional
paid-in capital have been retroactively restated to give effect to the e-Net
reorganization.
<PAGE>
SIGNIFICANT AGREEMENTS
On January 20th, 2000 e-Net agreed to purchase from EMB Corporation its mortgage
and real estate subsidiaries, which include American Residential Funding, Inc.,
and Bravo Real Estate, Inc. In addition, the agreement called for e-Net to
acquire the rights of EMB Corporation to purchase Titus Asset Management
pursuant to an existing letter of intent between EMB and Titus.
SUBSEQUENT EVENTS
On February 2, 2000 the Company's name changed to e-Net Financial.Com
Corporation. The Company's Board of Directors determined that this name is more
representative of the Company's current direction and distinct from others in
the marketplace.
On February 9th, 2000 a Special Meeting of Shareholders was announced and then
subsequently held on February 29, 2000. Matters voted on were:
1. Shareholders approved a Certificate of Amendment to the Company's
Restated Articles of Incorporation authorizing 100,000,000 shares of
common stock.
2. A proposed 3 for 2 stock split was not approved by the shareholders.
On February 11, 2000 e-Net Financial.Com Corporation completed the purchase of
Titus Real Estate Corporation, the management company of Titus Capital
Corporation.. At the present time, Titus Capital is an equity REIT. Our plan is
to convert it into a hybrid REIT as soon as possible. Our goal is for Titus
Capital to not only have equity holdings, but to also provide mortgage warehouse
facilities for our own mortgage subsidiaries and other mortgage originators as
well.
The Company is paying three hundred thousand shares (300,000), of the Company's
Common Stock, and one hundred thousand (100,000) shares of the Company's
Preferred Stock, Convertible at ten to one, for the acquisition. The Preferred
Stock is both callable and convertible.
On February 11th, 2000 e-Net Financial.Com Corporation signed a letter of intent
to acquire First Guaranty Financial Corporation, a mortgage wholesale banking
institution. Terms of the transaction were not finalized. In 1999, First
Guaranty funded over $500 Million in its primary markets, California, Texas and
Florida, with an emphasis on government production. First Guaranty has made
product balance and administrative streamlining a major goal for calendar year
2000. All corporate functions have been moved to its Costa Mesa, California
headquarters. First Guaranty is an approved desktop underwriter with Fannie Mae,
a FHA Direct Endorsement and Insurer, and a VA Automatic LAP. It also has 15
major investor conduits for funding, and at the present time it has a $45
million dollar warehouse line of credit.
On February 15th, 2000 e-Net Financial.Com Corporation finalized the purchase of
Loan Net Mortgage Inc., a Kentucky Corporation. Loan Net is a new mortgage
company that has three offices in Kentucky, and Indiana and is in the process of
becoming licensed in Tennessee. Loan Net has projected total loan volume of
approximately $100,000,000 for the year, with revenues of $4,000,000, and
profits of $1,000,000. These will be generated by three offices located in
Kentucky, and Indiana, and a fourth office soon to be on line in Tennessee.
Negotiations for additional offices and net branch offices with Loan Net are
presently on-going.
The terms of the purchase were as follows:
The Company acquired all of the outstanding common stock, 1,600 shares, held by
the former owners: James M. Cunningham, an individual, Joni Baquerizo, an
individual, and The Mortgage Store, LLC, a Tennessee corporation, in exchange
for 250,000 unregistered shares of the Company's Common Stock. In addition to
the Common Stock, Loan Net has issued and outstanding 400 shares of 8%
non-cumulative preferred stock. The preferred stock is non-convertible and is
not part of this transaction and ownership will therefore remain with its
existing shareholders.
<PAGE>
On February 28th, 2000 e-Net Financial.Com Corporation entered into a letter of
intent to purchase ExpiDoc.Com Inc. ExpiDoc.Com is an Internet based nation-wide
notary service, currently in 50 states and with well over 6,500 signers. The
company specializes in providing mortgage brokers with a solution to complete
the final and most critical step of the loan process. ExpiDoc.Com operates a one
of a kind centralized software solution that takes signing requests via the
Internet, and provides its clients with real time access to the status of their
documents, 24 hours a day. We are projecting that by the end of this year we
will be signing up approximately 120 loans a day for an average of 2600 per
month with a projected net profit of approximately $110,000 per month. The terms
of the purchase were not fixed.
On March 3, 2000 the Company sold VPNCOM.Net to Mr. E.G. Marchi on the following
terms: two hundred and fifty thousand dollars ($250,000) payable in 30 days and
two hundred and fifty thousand (250,000) shares of common stock of e-Net
Financial.Com Corporation valued in the amount of $1,812,500 (based on the
3/3/00 closing price of e-Net Financial.Com Corporation stock, as reported on
the Internet by Yahoo, $7.25 per share).
<PAGE>
PART II
ITEM 1. LEGAL PROCEEDINGS - NONE
ITEM 2. CHANGES IN SECURITIES
Effective November 30, 1999 the Company executed a 2:1 forward split of its
Common Stock. This increased the shares issued and outstanding to 9,420,000.
On December 21, 1999 the Company issued 125,000 shares of its Common Stock in
connection with its acquisition of VPN.COM JV Partners.
During the third fiscal quarter, ended January 31, 2000 the Company sold the
following shares of common stock pursuant to rule 506, Regulation D of the
Securities Act of 1933.
<TABLE>
<CAPTION>
Relationship Common Stock
Date Name to Company # of shares Per Share Paid
---- ---- ---------- ----------- --------- ----
PRIVATE ISSUE
<S> <C> <C> <C> <C> <C>
11/5/99 Private Investors None 10,500 $ 1.00 10,500
11/9/99 Private Investors None 1,000 $ 1.00 1,000
11/15/99 Private Investors None 2,500 $ 1.00 2,500
11/18/99 Private Investors None 1,100 $ 1.00 1,100
1/7/00 Private Investors None 151,994 $ 1.25 189,993
1/7/00 Private Investors None 154,370 $ 1.25 192,963
1/7/00 Major Shareholders Major Shareholders 34,534 $ 1.25 43,168
1/7/00 President Officer/Director 3,231 $ 1.25 4,039
1/10/00 Employee Employee 300 $ 1.00 300
1/17/00 Private Investors None 11,000 $ 1.00 11,000
$ 370,529 $ 456,561
</TABLE>
ITEM 3. DEFAULTS UPON SENIOR SECURITIES - NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(a) Annual Meeting of Stockholders
The Company held its Annual Meeting of Stockholders on December 16,
1999, at 2:30 p.m. at its branch corporate office, 1061 E. Flamingo
Rd., Suite 5, Las Vegas, Nevada.
(b) Elected Directors of Registrant.
The following persons were elected to serve as directors of the
Company:
Michael P. Roth
Jean Oliver
Theodore Bohrer
(c) Items Voted Upon By Stockholders of the Registrant.
The following matters were voted upon by the stockholders of the
Company. The number of votes cast for and against are set forth below
(as well as the applicable number of abstentions and broker
non-votes):
<PAGE>
Votes Against Broker
Subject Votes For or Withheld Abstentions Non-Votes
- ------------------------------------------------------------------------------
Election of Directors
Michael P. Roth 2,405,000 2,097,500
Jean Oliver 2,405,000 2,097,500
Theodore Bohrer 2,405,000 2,097,500
Ratification of the
2:1 Stocksplit that
was effective 12/1/99 2,405,000 2,097,500
Ratification of all
acts of the Board of
Directors during the
prior 12 months 2,405,000 2,097,500
To Give the Board of
Directors the
Right to Make
Acquisitions 2,405,000 2,097,500
To Increase the size
of the Board of
Directors to Seven
Members 2,405,000 2,097,500
To Reaffirm the
Authority of the
Board of Directors to
Change the
Company's Name to
Reflect its Business
Focus 2,405,000 2,097,500
ITEM 5. OTHER INFORMATION - NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Form 8-K, Item 2 as filed with the commission on January 27, 2000 reported
the acquisition of VPN.COM JV Partners. Item 7 Financial Information was
not included.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
e-Net Financial.Com Corporation.
(Registrant)
Dated: March 13, 2000
By: /s/ Michael Roth
--------------------
Michael Roth
President
(Chief Executive Officer)
<PAGE>
e-Net Financial.Com Corporation
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended January 31, 2000
EXHIBITS
EX-27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> APR-30-2000
<PERIOD-START> MAY-01-1999
<PERIOD-END> JAN-31-2000
<CASH> 850
<SECURITIES> 203,120
<RECEIVABLES> 13,288
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 359,535
<PP&E> 78,832
<DEPRECIATION> 13,882
<TOTAL-ASSETS> 967,805
<CURRENT-LIABILITIES> 614,963
<BONDS> 0
0
0
<COMMON> 10,647
<OTHER-SE> 342,195
<TOTAL-LIABILITY-AND-EQUITY> 967,805
<SALES> 0
<TOTAL-REVENUES> 91,058
<CGS> 5,900
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,406,221
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<INTEREST-EXPENSE> 14,122
<INCOME-PRETAX> (1,314,529)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,314,529)
<DISCONTINUED> 0
<EXTRAORDINARY> (142,282)
<CHANGES> 0
<NET-INCOME> (1,456,811)
<EPS-BASIC> (.16)
<EPS-DILUTED> (.16)
</TABLE>
