-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Iy/yj782EnqwKVeuCSKbBtbMR0uUUA6ZbEFkzKrbSiviy7Vh67doKbGTzgSgvTNA D9b6bt8T6tLeXouC1u66hQ== 0000891554-98-000556.txt : 19980512 0000891554-98-000556.hdr.sgml : 19980512 ACCESSION NUMBER: 0000891554-98-000556 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19980511 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHINA BIOMEDICAL GROUP INC CENTRAL INDEX KEY: 0001001601 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 133758042 STATE OF INCORPORATION: UT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-26888 FILM NUMBER: 98614849 BUSINESS ADDRESS: STREET 1: C/O ALCOTT SIMPSON & CO STREET 2: 250 PARK AVENUE STE 1930 CITY: NEW YORK STATE: NY ZIP: 10117 BUSINESS PHONE: 2126818400 MAIL ADDRESS: STREET 1: C/O ALCOTT SIMPSON & CO INC STREET 2: 250 PARK AVENUE STE 1930 CITY: NEW YORKMELVILLE STATE: NY ZIP: 10117 10QSB 1 QUARTERLY REPORT Form 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-26886 INTERNET HOLDINGS, INC. (Exact name of Company as specified in its charter) State of Utah 13-3758042 (State or other jurisdiction (I.R.S. Employer of incorporation or organisation) Identification Number) c/o The Law Office of Beckman Millman & Sanders, LLP 116 John Street New York, New York 10038 (Address of principal executive offices) Company's telephone number, including area code: (212) 406-4700 Indicate by check mark whether the Company (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Act of 1934 during the preceding 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _X_ No___ PART I Item1. Financial Statements Attached. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Sources of Capital As of September 30 1997, the company had current assets of $323,234, as compared to $370,745 on June 30 1997, $89,243 as of March 31, 1996 and $0.00 as of December 31 1996. It should be noted that the major changes between the two reporting periods are accounted for by the Company's acquisition of Chiron Systems Ltd (CSL), which is the Company's main operating subsidiary. Prior to this acquisition the Company had no operations. The Company believes in the potential of CSL and has raised funds on the basis of the potential of CSL. It should be noted that further funding will be necessary for the Company to continue its expansion and development. The Company has no present commitments for such funding and there can be no assurance that such funding can be raised. Results of Operations On May 22, 1997 the Company acquired the whole of the issued capital of Chiron Systems Ltd. (CSL), in exchange for 2,640,313 shares of the Company's common stock. CSL is an English company, engaged in the business of designing and developing products for the Integrated Services Digital Network (ISDN) market place. CSL was a management buy-out from GEC-Plessey Telecommunications ("GPT") in 1993 and had transferred to it, under the terms of that buy-out, rights to certain technology developed by GPT which had a development cost in excess of $6million. The sales during the quarter were lower than the previous quarter ended June 30, 1997 partly due to manufacturing problems experienced by CSL with existing production operations in the U.K. CSL believes that these issues have now been resolved. Further discussions with SCI, Venture Manufacturing and, NatSteel Electronics in Singapore are close to providing the Company with low cost manufacturing for CSL's products for sale in ASEAN and the rest of the world. During the quarter CSL signed a letter of intent with Teledata Sendirian BHD., a subsidiary of Ahli Kumpulan Sapura Holdings SDN. BHD. This provides for a joint venture to be set up for CSL and Sapura to supply the CSL's products in Malaysia and ASEAN. This will involve CSL supplying the technology and Sapura the finance and manufacturing expertise to develop and build a basic ISDN telephone. It is envisaged that a definitive agreement should be in place within the next quarter. 2 PART II Item 1. Legal Proceedings Neither the Company nor its subsidiaries were subject to any legal proceedings during the reporting period. Item 2 Change in Securities. Not Applicable Item 3 Defaults Upon Senior Securities Not Applicable Item 4 Submission of matters to a Vote of Security Holders None Item 6 Exhibits and Reports on Form 8-K None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereto duly authorised. Dated this 12th day of November, 1997 Internet Holdings, Inc. (The Company) By: /s/ Christopher Wilkes ------------------------------- Christopher J. Wilkes President 3 INTERNET HOLDINGS, INC. BALANCE SHEET SEPTEMBER 30, 1997 UNAUDITED September 30, December 31, 1997 1996 (Unaudited) (Note 1) ----------- ----------- ASSETS CURRENT ASSETS: Cash 67 -- Accounts Receivable 170,289 -- Stock 152,877 -- ----------- ----------- Total Current Assets $ 323,234 $ -- ----------- ----------- FIXED ASSETS 2,283,238 -- INTANGIBLE ASSETS 757,794 -- ----------- ----------- $ 3,364,265 $ -- =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Bank Overdraft $ 174,218 -- Taxes payable 34,197 -- Accounts payable and accrued expenses 347,835 70,507 Other liabilities ----------- ----------- Total current liabilities 556,249 70,507 ----------- ----------- Long term loans 354,875 -- ----------- ----------- Total liabilities 911,124 70,507 ----------- ----------- STOCKHOLDERS' EQUITY: Common stock, $.001 par value, 50,000,000 shares authorized, 1,697,858 and 3,160,208 shares issued and outstanding respectively 3,160 1,698 Additional paid-in capital 5,727,382 3,151,481 Accumulated deficit (3,277,401) (3,223,686) ----------- ----------- Total stockholders' equity 2,453,141 (70,507) ----------- ----------- $ 3,364,265 $ -- =========== =========== The accompanying notes to financial statements are an integral part of this statement. F-1 INTERNET HOLDINGS, INC. STATEMENTS OF OPERATIONS UNAUDITED
Three Months Ended September, 30 Nine Months Ended September, 30 -------------------------------- ------------------------------- 1997 1996 1997 1996 ----------- ----------- ----------- ----------- REVENUES $ 229,109 $ -- $ 792,348 $ -- COST OF SALES 128,549 388,833 ----------- ----------- ----------- ----------- Gross Profit 100,560 -- 403,514 -- SELLING, OPERATING AND ADMINSTRATIVE EXPENSES 148,217 18,000 368,276 171,710 ----------- ----------- ----------- ----------- Profit / (Loss) from operations (47,657) (18,000) 35,238 (171,710) INTEREST CHARGES 22,266 -- 53,380 -- DEPRECIATION 7,377 35,573 ----------- ----------- ----------- ----------- Profit / (Loss) before provision for income taxes (77,300) (18,000) (53,715) (171,710) PROVISION FOR INCOME TAXES -- -- -- -- ----------- ----------- ----------- ----------- Net Profit / (Loss) $ (77,300) $ (18,000) $ (53,715) $ (171,710) =========== =========== =========== =========== Profit / (Loss) per share $ (0.02) $ (0.01) $ (0.02) $ (0.14) ----------- ----------- ----------- ----------- Weighted average number of common shares outstanding 3,160,208 1,688,069 3,160,208 1,199,192 =========== =========== =========== ===========
The accompanying notes to financial statements are an integral part of these statements. F-2 INTERNET HOLDINGS, INC. STATEMENTS OF CASH FLOWS UNAUDITED
Nine Months Ended September 30, 1997 1996 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Proft / (Loss) $ (53,715) $ (417,000) Adjustments to reconcile net profit to net cash used by continuing operations: Depreciation and amortization 35,573 -- (Increase)/Decrease in stock (152,877) -- (Increase)/Decrease in accounts receivable (170,289) -- Increase/(Decrease) in accounts payable and accrued expenses 277,328 25,171 Increase/(Decrease) in payroll and sales taxes payable 34,197 -- Increase (Decrease) in bank overdraft 174,218 -- ----------- ----------- Net cash Generated/(Used) by operating activities 144,434 (391,829) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: (Increase) decrease in assets (3,041,032) 8,842,881 ----------- ----------- Net cash provided (used) by investing activities (3,041,032) 8,842,881 ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 1,462 533,050 Increase in loans payable 354,875 (70,000) Increase in additional paid-in capital 2,491,229 (8,915,591) ----------- ----------- Net cash provided by financing activities 2,847,566 (8,452,541) ----------- ----------- NET INCREASE (DECREASE) IN CASH (49,032) (1,489) CASH, BEGINNING OF PERIOD -- 1,489 ----------- ----------- CASH, END OF PERIOD $ 67 $ -- =========== ===========
The accompanying notes to financial statements are an integral part of these statements. F-3 INTERNET HOLDINGS, INC. NOTES TO FINANCIAL STATEMENTS UNAUDITED (1) Basis of presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The balance sheet at December 31, 1996 has been derived from audited financial statements at that date. In the opinion of management all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 1997 are not necessarily indicative of the results which may be expected for the year ended December 31, 1997. For further information refer to the financial statements and footnotes thereto for the year ended December 31, 1996. F-4 EX-27 2 FDS
5 3-MOS DEC-30-1997 SEP-30-1997 67 152,877 170,289 0 0 323,234 2,283,238 0 3,364,265 556,249 0 0 0 3,160 2,449,981 3,364,265 229,109 229,109 128,549 128,549 148,217 0 22,266 77,300 0 0 0 0 0 77,300 0.02 0.02
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