-----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, EmgokmsLSitKVvajxurdpsSLOuHP7FUa4f6Os8+X/pN6/Y/VKaaJmdRUiQj3giaB VXnoLSzDPE6F6hsh8h6yDQ== 0000950168-97-001374.txt : 19970522 0000950168-97-001374.hdr.sgml : 19970522 ACCESSION NUMBER: 0000950168-97-001374 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970521 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: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-26888 FILM NUMBER: 97612482 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 10-Q 1 INTERNET HOLDINGS, INC. 10-Q 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 March 31, 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 Registrant as specified in its charter) State of Utah 13-3758042 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) c/o The Law Office of Lewis M. Klee, 40 Exchange Place, 8th Floor New York, New York 10004 (Address of principal executive offices) Registrant's telephone number, including area code: (212) 271 4366 -------------------- Indicate by check mark whether the Registrant (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 Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes.....X..... No.......... 1 PART I Financial Statements Attached. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Sources of Capital As of March 30, 1997 the Registrant had current assets of $0.00 as compared to $89,243 as of March 31, 1996 and $0.00 as of December 31 1996. In order to pay certain liabilities and to assist in restructuring the Company the Company raised $125,000 on April 4, 1997 by means of the issue of a Convertible Loan Note. The Loan Note carries interest at 8% per annum capitalized monthly in arrears until the note is redeemed or converted. The Loan note converts upon demand by the Noteholder into common stock in the Company at 50% of the average bid price of the Company's common stock in the five trading days prior to the conversion or at $0.50 cents per share whichever is the lower. Further funding will be necessary for the Company to continue its 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 The Company is seeking to acquire companies engaged in the business of providing hardware and software products and services for the Internet and ISDN markets. ISDN is the international digital telephony standard that has been adopted world-wide. It provides two 64kilobit channels for voice and/or data and one 8kilobit signalling channel. The Company does not expect to realise significant revenues in the immediate future from these activities. 2 PART II Item 1. Legal Proceedings Neither the Registrant 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 5 Other Information Effective April 20, 1997 the Company effected a 1 for 8 reverse stock split of the issued and outstanding shares of common stock. The par value of the common stock and the total amount authorized were not affected. Item 6 Exhibits and Reports on Form 8-K Reports on Form 8-K No reports on Form 8-K were filed during the reporting period. 3 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 thereto duly authorized. Dated this ___20th _____ day of May, 1997 INTERNET HOLDINGS, INC. (the Registrant) By: /s/ Christopher Wilkes _____________________________ Christopher J. Wilkes President 4 INTERNET HOLDINGS, INC. BALANCE SHEET MARCH 31, 1997 March 31 December 31 1997 1996 (Unaudited) (Note 1) ASSETS NONE $ -- $ -- =========== =========== LIABILITIES AND STOCKHOLDERS' DEFICIT CURRENT LIABILITIES: Account payable and accrued expenses $ 85,707 $ 70,507 ------------ ---------- Total current liabilities 85,707 70,507 ------------ ---------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' DEFICIT: Common stock, $.001 par value, 50,000,000 shares authorized, 1,697,858 shares issued and outstanding 1,698 1,698 Additional paid-in capital 3,151,481 3,151,481 Accumulated deficit (3,238,686) (3,223,686) ----------- ----------- Total stockholders' deficit (85,507) (70,507) ----------- ----------- $ -- $ -- =========== =========== 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 March 31 1997 1996 ----------- ------------ REVENUES $ -- $ -- EXPENSES 15,000 -- ----------- ------------- Loss from continuing operations (15,000) -- LOSS FROM DISCONTINUED OPERATIONS -- (245,290) ----------- ------------- Net loss $ (15,000) $ (245,290) =========== ============= PER SHARE DATA: Loss from continuing operations $ (0.01) $ -- =========== ============= Loss from discontinued operations $ -- $ (0.22) =========== ============= Net loss $ (0.01) $ (0.22) =========== ============= Weighted average number of common shares outstanding 1,308,656 1,112,069 =========== ============= The accompanying notes to financial statements are an integral part of these statements. F-2 INTERNET HOLDINGS, INC. STATEMENTS OF CASH FLOWS UNAUDITED Three Months Ended March 31, 1997 1996 ----------- ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (15,000) $(245,290) Adjustments to reconcile net loss to net cash used by continuing operations: Loss from discontinued operations -- 245,290 Depreciation and amortization (Increase)/Decrease in accounts receivable -- Increase (decrease) in accounts payable and accrued expenses 15,000 Decrease in payroll and sales taxes payable -- Increase in other liabilities -- --------- --------- Net cash used by continuing operations -- -- --------- --------- Net cash used by discontinued operations -- (25,453) --------- --------- Net cash used by operating activities -- (25,453) --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: (Increase) decrease in intangible assets -- 176,087 --------- --------- Net cash provided (used) by investing activities -- 176,087 --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock -- -- Increase in loans payable Foreign currency translation adjustment -- (155,054) --------- --------- Net cash provided by financing activities -- (155,054) --------- --------- NET INCREASE (DECREASE) IN CASH -- (4,420) CASH, BEGINNING OF PERIOD -- 33,087 --------- --------- CASH, END OF PERIOD $ -- $ 28,667 ========= ========= 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 three month period ended March 311, 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 -----END PRIVACY-ENHANCED MESSAGE-----