<PAGE> 1
------------------------------------------------------------------------------
------------------------------------------------------------------------------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
--------------------------------------
Form 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended December 31, 1999
--------------------------------------
WSi INTERACTIVE CORPORATION
1200 West Pender Street, Suite 200
Vancouver, B.C., Canada
V6E 2S9
(604) 681-4911
(Address of principal executive offices)
--------------------------------------
[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 __ Form 40-F __
[indicate by check mark whether the registrant by furnishing
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 __
------------------------------------------------------------------------------
------------------------------------------------------------------------------
<PAGE> 2
FORM 61
QUARTERLY REPORT
INCORPORATED AS PART OF: SCHEDULE A
X SCHEDULE B & C
ISSUER DETAILS:
NAME OF ISSUER WSi INTERACTIVE CORP.
ISSUER ADDRESS SUITE 200 - 1200 WEST PENDER STREET,
VANCOUVER, B.C., V6E 2S9
ISSUER TELEPHONE NUMBER (604) 681-4911
CONTACT PERSON THEO SANIDAS
CONTACT'S POSITION PRESIDENT
CONTACT TELEPHONE NUMBER (604) 681-4911
FOR QUARTER ENDED DECEMBER 31, 1999
DATE OF REPORT FEBRUARY 1, 2000
CERTIFICATE
THE SCHEDULES(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 SCHEDULES B & C.
/s/ THEO SANIDAS 00/02/01
- ------------------------------------------- -----------------------------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
/s/ WALTER MAUGHAN 00/02/01
- ------------------------------------------- -----------------------------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
<PAGE> 3
WSI INTERACTIVE CORPORATION
QUARTERLY REPORT TO DECEMBER 31, 1999
SCHEDULE B: SUPPLEMENTARY INFORMATION
1. SIX MONTHS TO DECEMBER 31, 1999
- --------------------------------------------------------------------------------
Breakdown of cost of sales:
<TABLE>
<CAPTION>
<S> <C>
Labour $ 437,543
Lists 142,148
Mailing 59,491
Printing 50,388
Other 66,655
---------
Total $ 756,225
=========
</TABLE>
Related party transactions:
Legal fees of $93,461 were paid to a director of the Company.
Fees of $78,000 were paid to a director of the Company
2. QUARTER ENDED DECEMBER 31, 1999
- --------------------------------------------------------------------------------
(a) Securities issued during the quarter:
COMMON SHARES
<TABLE>
<CAPTION>
TYPE OF ISSUE NUMBER OF PRICE TOTAL TYPE OF COMMISSION
SHARES PROCEEDS CONSIDERATION PAID
<S> <C> <C> <C> <C> <C>
Conversion of Special 5,250,000 $0.40 $1,996,930 Cash $103,070
Warrants
Exercise of Warrants 333,334 $0.17 $56,666 Cash $0
Performance Shares 3,000,000 $0.01 $30,000 Cash $0
Private Placement 1,250,000 $0.40 $500,000 Cash $0
Finders Fee 50,000 $0.00 $0 N/A $0
Option Exercise $0.35 Cash $0
200,000 70,000
---------- ----------
Total 10,083,334 $2,653,596
========== ==========
</TABLE>
WARRANTS
<TABLE>
<CAPTION>
TYPE OF ISSUE NUMBER OF PRICE POTENTIAL TYPE OF COMMISSION
SHARES PROCEEDS CONSIDERATION PAID
<S> <C> <C> <C> <C> <C>
Special Warrants 5,250,000 $1.00 $5,250,000 Cash $0
Private Placement 1,250,000 $0.40 Yr. 1 $500,000
---------
$0.46 Yr. 2 to $575,000 Cash $0
6,500,000
</TABLE>
(b) Options granted during the quarter:
<TABLE>
<CAPTION>
NUMBER OF EXERCISE EXPIRY DATE
SHARES PRICE
<S> <C> <C>
360,000 $0.35 November 8, 2004
395,000 $0.52 December 21, 2004
-------
755,000
</TABLE>
<PAGE> 4
3. AS AT DECEMBER 31, 1999
- --------------------------------------------------------------------------------
(a) Share capital:
Authorized: 100,000,000
Issued: 41,286,781
(b)
Summary of options outstanding:
<TABLE>
<CAPTION>
NUMBER OF EXERCISE EXPIRY DATE
SHARES PRICE
<S> <C> <C>
2,700,000 $0.35 July 30, 2004
360,000 $0.35 November 8, 2004
2,740,000 $0.50 July 12, 2004
395,000 $0.52 December 21, 2004
---------
6,195,000
=========
</TABLE>
Summary of warrants outstanding:
<TABLE>
<CAPTION>
NUMBER OF EXERCISE EXPIRY DATE
SHARES PRICE
<S> <C> <C>
167,000 $0.17 June 18, 2000
5,250,000 $1.00 June 30 ,2000
1,250,000 $0.40 November 26, 2000
---------
or $0.46 November 26, 2001
6,667,000
=========
</TABLE>
(c) Escrow shares: 3,112,500 subject to release only by regulatory approval.
(d) List of directors:
Theo Sanidas
James L. Harris
Walter Maughan
Randy Buchamer
Mike Donald
<PAGE> 5
WSI INTERACTIVE CORPORATION
QUARTERLY REPORT TO DECEMBER 31, 1999
SCHEDULE C: MANAGEMENT DISCUSSION
Revenue of $2,086,111 for the quarter exceeded the company's target of $1.1
million by 89%
Year to date revenue of $2.9 million compares favorably to the YTD plan of $2.15
million
During the second quarter WSi continued to focus its investment on the
development of proprietary Internet businesses. Several key staff positions were
filled in the technology area and significant investment has been made in
software and hardware. Assets grew from $2.3 million to a value of $3.9 million
Michael Donald, co-founder of Homegrocer.com was appointed to WSi's board and a
decision was made in December to hire John York as Chief Financial Officer. John
joined the company in late December.
Enhancements were made to several of WSi's proprietary Internet businesses and
significant improvements were made to content. As examples, daily newsletter
content was added to Stocksecrets.com and enrichments were made to the
Yourwinestore database.
Pursuing its strategy of building its position as an incubator, the company took
a 25% ownership position in Restauranthelp.com for $250,000 US in consideration
of research and development services that have been provided by WSi.
A priority during the period was the development of Targetpacks.com. WSi
considers Targetpacks to be of significant strategic importance to its overall
plan as it serves to manage and market all of the opt-in e-mail databases of
WSi's proprietary businesses and realize this important revenue source.
Targetpacks also manages the databases of other dot-com companies.
To give Targetpacks a competitive edge over its competition, WSi sought and
acquired the license and source code for software that will facilitate the
delivery of multi-media e-mail through Targetpacks opt-in lists. WSi acquired
the license for software, which it is advised was developed at a cost of $6
million, for $1 million US in payment for marketing services rendered to the
software developer.
Increasing revenue from Stocksecrets.com, Yourwinestore.com, Healthcreator.com,
Targetpacks.com and steady revenue from WSi's direct marketing and web services
divisions, means that WSi is trending well toward its current fiscal year goal
of $6 million in revenue
Subsequent to December 31, 1999 the company received $1,082,498 into its
treasury and issued 1,538,166 shares in the exercise of outstanding warrants and
options.
<PAGE> 6
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.
WSi INTERACTIVE CORPORATION
Date: February 1, 2000 By /s/ JAMES L. HARRIS
------------------------------------
Name: James L. Harris
Title: Secretary
