6-K 1 d6k.txt FORM 6-K FORM 6-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of May, 2001 INVESTORLINKS.COM INC. (Formerly: Opus Minerals Inc.) ------------------------------------------------------------------------------- (Translation of registrant's name into English) Suite 203, 120 Front Street EastToronto, Ontario, M5A 4L9 --------------------------------------------------------- (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 X Form 40-F____ ----- Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2b under the Securities Exchange Act of 1934: Yes ____ No X ----- If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82 _____________________ 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. INVESTORLINKS.COM INC. (formerly Opus Minerals Inc.) Date: /s/ May 17, 2001 By: /s/ Sandra J. Hall ----------------------- ----------------------------------- Sandra J. Hall, Director and Secretary InvestorLinks.com ------------------------------------------------------------------------- CONSOLIDATED BALANCE SHEET (Unaudited) As at January 31, 2001 ------------------------------------------------------------------------- ASSETS Current Cash $ 415,772 Short term investments 2,422,599 Accounts receivable and prepaid expenses 115,999 ------------ 2,954,370 Property and equipment 171,923 Deposits 5,247 Marketable securities 158,333 Internet investment site costs 385,177 ------------ $ 3,675,050 ============ LIABILITIES AND SHAREHOLDERS' EQUITY Accounts payable and accrued liabilities $ 87,914 ------------ Shareholders' Equity Share capital 5,063,410 Foreign exchange translation adjustment 17,752 Deficit (1,494,026) ------------ 3,587,136 ------------ $ 3,675,050 ============ ------------------------------------------------------------------------- CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) For the nine month period ended January 31, 2001 ------------------------------------------------------------------------- Revenue Advertising and sponsorship $ 109,899 Interest income 77,090 ------------ 186,989 Expenses Amortization 9,836 Business development 223,286 Depreciation 14,132 General and administrative 465,632 Insurance 2,689 Interest 14,565 Investor relations 160,831 Marketing 15,961 Organization costs written off 3,248 Professional fees 172,988 Salaries and consulting 329,231 Shareholder information and annual meeting 29,153 Transfer agent fees 18,410 Write down of marketable securities 260,000 ------------ 1,719,962 ------------ Loss for the period before the undernoted item 1,532,973 Unrealized foreign exchange gain (38,947) ------------ Net loss for the period $ 1,494,026 ============ Net loss per share $ 0.08 ============ The accompanying notes are an integral part of these unaudited consolidated financial statements. INVESTORLINKS.COM INC. ---------------------------------------------------------------------------- CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) For the nine month period ended January 31, 2001 ---------------------------------------------------------------------------- Cash provided by (used in) Operating activities Net loss for the period $ (1,494,026) Add items not requiring an outlay of cash Amortization 9,329 Depreciation 14,151 Unrealized gain on foreign exchange 17,752 Shares issued for business development 223,286 ---------------- (1,229,508) Net changes in non-cash working capital Decrease in accounts receivable 103,123 Decrease in accounts payable and accrued liabilities (95,384) ---------------- (1,221,769) ---------------- Investing activities Proceeds from sale of marketable securities 278,600 Marketable securities written down to fair market value 260,000 Short term investments (1,675,794) Purchase of capital assets (133,410) Web site design (67,456) Leasehold improvements (3,936) ---------------- (1,341,996) ---------------- Financing activities Deposits (5,247) Repayment of loan payable (458,273) Issuance of common shares 3,316,481 ---------------- 2,852,961 ---------------- Increase in cash 289,196 Cash, beginning of period 126,576 ---------------- Cash, end of period $ 415,772 ================ The accompanying notes are an integral part of these unaudited consolidated financial statements. Notes to Unaudited Consolidated Financial Statements For the Nine Months Ended January 31, 2001 On July 25, 2000 the Company amended its Articles and changed its name from Opus Minerals Inc. to Investorlinks.com Inc. Basis of Presentation These financial statements include the accounts of Investorlinks.com Inc. ("Investorlinks" or the "Company") and its wholly owned subsidiary IL Data Canada, Inc. "IL Canada", a Canadian company, who owns IL Data Corporation, Inc. ("IL Nevada") who owns and operates the Internet investment site www.investorlinks.com. All dollar --------------------- amounts referred to herein are Canadian Dollars unless indicated otherwise. Business Acquisitions and Combination On June 6, 2000, the following transactions occurred: (a) Business Acquisitions (i) IL Canada, a newly incorporated inactive company, acquired all of the issued shares of IL Nevada, a newly incorporated inactive company for US $6,800 cash. 2. Business Acquisitions and Combination (Con't.) (ii) IL Nevada acquired the unincorporated business, InvestorLinks.com LLC ("LLC") from a person who became a director of the Company and the director's spouse for US $300,000 cash. The net assets acquired at fair value are as follows: ========================================================================= IL Nevada - US Investorlinks.com LLC - US Dollars Dollars ------------------------------------------------------------------------- Cash $ 6,800 $ 5,500 Current Assets - 68,483 Capital Assets - 26,500 Current Liabilities - (21,737) --------- ---------- Net Assets 6,800 78,746 Consideration 6,800 300,000 --------- ---------- Excess of consideration $ - $221,254 given over net assets ---------- ---------- acquired /(1)/ ========================================================================= /(1)/ The excess of consideration given over the net assets of LLC acquired is attributed to the cost of the Internet investment site. (b) Business Combination On June 6, 2000, after the business acquisitions referred to in Note 2(a), Investorlinks acquired all of the issued shares of IL Canada for consideration of 6,800,000 common shares of the Company having a stated value of $1,700,000. After this transaction, the shareholders of IL Canada owned 47% of the issued shares of Investorlinks. The business combination has been accounted for as a reverse take-over of Investorlinks by IL Canada. Application of reverse take-over accounting results in the following: (i) IL Canada is deemed to be the acquirer for accounting purposes; its assets and liabilities are included in the consolidated balance sheet at their carrying values. (ii) The consolidated balance sheet combines the assets and liabilities of Investorlinks as an acquisition under the purchase method of accounting. The net assets acquired at fair value as at June 6, 2000 are as follows: ==================================================================== Canadian Dollars -------------------------------------------------------------------- Cash and short term investments $840,413 Marketable securities 696,933 Current assets 117,855 Capital assets 9,553 Current liabilities (151,163) ----------- Consideration attributed to the stated capital of the shares issued $1,513,591 ----------- ==================================================================== Share Capital (a) Authorized Unlimited non-participating, redeemable, voting preference shares Unlimited common shares (b) Issued Preference Shares - Nil Common shares issued prior to the reverse takeover: ======================================================================== Investorlinks Number of Shares Stated Capital ------------------------------------------------------------------------ Balance at April 30, 2000 6,944,576 $6,222,102 Options exercised 300,000 75,000 Warrants exercised 300,000 105,000 --------- ---------- Balance at June 5, 2000 7,544,576 $6,402,102 --------- ---------- ========================================================================
====================================================================================== IL Canada Number of Shares Stated Capital -------------------------------------------------------------------------------------- Common shares issued upon incorporation for cash and balance as at June 6, 2000 6,800 $ 10,052 ======================================================================================
3. Share Capital (Con't.) Common shares issued from the date of the reverse takeover:
====================================================================================== Investorlinks Number of Shares Stated Capital -------------------------------------------------------------------------------------- Balance as at date of reverse take-over /(1)/ 7,544,576 $ 10,052 Issued on acquisition 6,800,000 1,513,591 Warrants exercised 3,000,000 1,050,000 Issued per Private placement 680,000 2,266,481 Issued per strategic alliance service agreement 1,500,000 5,168,813 (Note 7) --------- --------- 19,524,576 10,008,937 Shares to be released (Note 7) (1,433,333) (4,945,527) ----------- ----------- Balance as at January 31, 2001 18,091,243 $ 5,063,410 ----------- ----------- =====================================================================================
/(1)/ The balance as at the date of the reverse take-over consists of the number of shares issued in the Company and the stated capital of IL Canada. (c) Common Share Purchase Options Options outstanding, beginning of period 630,000 Granted 961,000 Exercised (300,000) --------- Options outstanding, end of period 1,291,000 ========= At January 31, 2001 the following common share purchase options are outstanding: ======================================================================= Number of Issued to Outstanding Exercise Price Expiry Date ----------------------------------------------------------------------- Director 30,000 $0.30 August 3, 2002 Consultant 300,000 $0.90 November 15, 2001 Directors 553,000 US $2.55 June 30, 2005 Employees 24,000 US $2.55 June 30, 2005 Consultant 9,000 US $2.55 June 30, 2005 Advisory Board 225,000 US $2.55 June 30, 2005 Consultant 150,000 US $2.55 June 30, 2002 ======================================================================= (d) Common Share Purchase Warrants Warrants outstanding, beginning of period 3,340,000 Issued 680,000 Exercised (3,300,000) Expired (40,000) ----------- Warrants outstanding, end of period 680,000 =========== At January 31, 2001 the following common share purchase warrants are outstanding: ============================================================================ Number of Outstanding Shares for Warrants Exercise Price Expiry Date ---------------------------------------------------------------------------- 680,000 1 for 1 US $3.00 August 8, 2002 ============================================================================ Comparative Financial Statements There are no comparative financial statements as IL Canada, the acquiring company, was a newly incorporated inactive company. Loss Per Share The loss per share figure has been calculated using the weighted average number of common shares outstanding during the period. Exercise of common share purchase options and common share purchase warrants would be anti-dilutive. Segmented Information The Company owns and operates the Internet investment site www.investorlinks.com --------------------- indirectly through its subsidiary. The Company's revenue, net loss, and capital assets, net of depreciation, have been identified based on geographic areas as follows: ======================================================================== For the period ended January 31, 2001 Canada United States ------------------------------------------------------------------------ Revenue $ 72,261 $ 114,728 Net loss $ 783,882 $ 710,144 Capital assets, net $ 9,553 $ 162,370 ======================================================================== Supplementary Cash Flow Information The Company entered into a strategic alliance service agreement, effective August 2, 2000 with a global financial content firm to provide business development services. As consideration for the services to be provided over twenty-nine months following the effective date, the Company will release common shares on the basis of one common share for each US $2.25 of services provided for a total of up to 1,500,000 common shares for total consideration of US $3,375,000. Under the terms of the agreement the Company released 66,667 earned common shares with a value of US $150,000 on August 9, 2000. The remaining 1,433,333 shares to be released will be in lots of 66,667 shares or US $150,000 of services rendered. 8. Subsequent Events (a) Effective February 28, 2001 the Company and an Investor Relations Consultant mutually agreed to terminate an agreement dated November 15, 1999, and amended on June 26, 2000. As a result, 150,000 common share purchase options exercisable at US $2.55 per share and 300,000 common share purchase options exercisable at $0.90 per share will expire on March 30, 2001. (b) On March 7, 2001 the Company acquired for cancellation 4,890,000 common shares in its capital from certain shareholders for US $0.05 per share, settled employment contracts and cancelled 470,000 stock options exercisable at US $2.55 per share. ------------------------------------------------------------------- 2 Adelaide Street West, Suite 301, Toronto, Ontario M5H 1L6