Nevada
|
7389
|
98-2020313
|
(State
or other jurisdiction of
incorporation
or organization)
|
(Primary
Standard Industrial
Classification
Code Number)
|
(I.R.S.
Employer
Identification
Number)
|
Title of Each Class
of
Securities
to
be Registered
|
Amount to Be Registered(1) |
Proposed
Maximum
Offering
Price
Per
Share
(1)(2)
|
Proposed Maximum
Aggregate
Offering Price
(2)
|
Amount of Registration
Fee
|
Common
Stock, $0.001
par
value, issuable upon
conversion
of callable
secured
convertible notes
|
10,895,884(3)
|
$1.10
|
$11,985,472.40
|
$1,410.69
|
Common
Stock, $0.001
par
value issuable upon
exercise
of warrants
|
1,000,000(4)
|
$1.10
|
$1,100,000.00
|
$129.47
|
Total
Fee
|
$1,540.16
|
1
|
|
Innofone.com,
Incorporated
|
1 |
3
|
|
Terms
of Callable Secured Convertible Notes
|
4
|
7
|
|
6
|
|
7
|
|
12
|
|
13
|
|
Unaudited
Proforma Financial Statements
|
15
|
18
|
|
21
|
|
25
|
|
25
|
|
Submission of Matters To A Vote of Security Holders | 25 |
26
|
|
27
|
|
28
|
|
29
|
|
30
|
|
Transfer Agent | 30 |
30
|
|
31
|
|
34
|
|
35
|
|
35
|
|
35
|
|
Index
to Financial Statements
|
F-1
|
a)
|
A
vast increase of trillions of Internet addresses, resulting in what
will
seem to be almost unlimited Internet Protocol (IP) address availability,
which will enable each customer to have many such addresses, inexpensively
- for cell phones, game consoles, home appliances, consumer electronics
and automobiles (getting such addresses with today’s Internet is
difficult, and costly in most parts of the
world);
|
b)
|
More
secure wired and wireless communications (this is one reason the
military
has mandated this protocol, to send top secret information) in part
because greater identity is possible with more
addresses;
|
c)
|
Mobile
wireless online access (this is more difficult to do with
IPv4);
|
d)
|
Television
and voice over the Internet, or VoIP (very difficult and expensive
to do
well with IPv4 without multicast);
|
e)
|
The
online connection of many wireless devices, such as security cameras.
Some
forecasts estimate over one trillion Internet connected devices by
2015,
an impossibility with only an IPv4 platform;
and
|
f)
|
Online
connection of smart tags such as Radio Frequency Identification (RFID),
which could enable tracking inventory and products as an essential
part of
any Enterprise Resource Program
(ERP).
|
SHARES
OUTSTANDING
|
|
PRIOR
TO OFFERING
|
|
Common
Stock, $0.001
|
|
par
value
|
61,388,270
|
Common
Stock Offered
|
|
by
Selling Securityholders
|
11,895,884
|
Use
of Proceeds
|
We
will not receive any proceeds from the sale by the
|
selling
Stockholders of shares in this offering, except
|
|
upon
any exercise of the Warrants issued to the Selling
|
|
Stockholders.
See “Use
of Proceeds.”
|
|
Risk
Factors
|
An
investment in our common stock involves a high
|
degree
of risk and could result in a loss of your entire
|
|
investment.
|
|
OTC
Symbol
|
INFN
|
Executive
Offices
|
Our
executive offices are located at 1431 Ocean Avenue, Suite 1100, Santa
Monica, California 90401. Our telephone number is (310) 458-3233
and our
five websites are: www.usipv6.com,
www.coalitionsummit.com,
www.innofone.net,
www.v6tranistion.com
and www.v6training.com. The
information on our websites is not part of this
prospectus.
|
·
|
$1,500,000
was disbursed on September 1, 2005;
|
·
|
$1,500,000
will be disbursed upon the filing of this registration statement;
and
|
·
|
$1,500,000
will be disbursed upon this prospectus being declared
effective.
|
For
the Year
Ended
June
30,
2005
(Audited)
|
||||
Revenues
|
$545,588
|
|||
Cost
of Revenues
|
$118,164
|
|||
Selling
General Administrative Expense
|
$466,913
|
|||
Net
loss
|
(55,469)
|
|||
Basic
Net loss per share
|
(0.03)
|
|||
Weighted
average common shares outstanding
|
2,000,000
|
|||
As
of
June
30, 2005
(Audited)
|
||||
Total
|
82,389
|
|||
Current
liabilities
|
60,782
|
|||
Total
Liabilities
|
60,782
|
|||
Stockholders’
deficit
|
21,607
|
2005
|
High
|
Low
|
|
1/1/05
- 3/31/05
|
.85
|
.85
|
|
4/1/05
- 6/30/05
|
1.69
|
1.50
|
|
7/1/05
- 9/30/05
|
2.50
|
2.36
|
|
10/1/05-10/24/05
|
1.64
|
1.10
|
|
2004
|
|||
1/1/04
- 3/31/04
|
2.50
|
2.35
|
|
4/1/04
- 6/30/04
|
2.50
|
2.35
|
|
7/1/04
- 9/30/04
|
2.50
|
2.35
|
|
Innofone.com,
Incorporated
|
|||||||||||
Proforma
Condensed Balance Sheet
|
|||||||||||
June
30, 2005
|
|||||||||||
(Unaudited)
|
|||||||||||
Adjustments
|
Proforma
|
||||||||||
Innofone.com
|
IPv6
Summit
|
Total
|
DR
(CR)
|
Total
|
|||||||
Cash
|
17,840
|
17,840
|
17,840
|
||||||||
Other
current assets
|
59,709
|
59,709
|
59,709
|
||||||||
Fixed
assets, net
|
4,840
|
4,840
|
4,840
|
||||||||
|
|
|
|
||||||||
Total
assets
|
-
|
82,389
|
82,389
|
82,389
|
|||||||
Accounts
payable and accrued liabilities
|
53,848
|
53,848
|
53,848
|
||||||||
Note
payable-related party
|
-
|
(1,000,000
|
) |
(c)
|
1,000,000
|
||||||
Other
current liabilities
|
|
6,934
|
6,934
|
6,934
|
|||||||
Total
liabilities
|
-
|
60,782
|
60,782
|
1,060,782
|
|||||||
Common
stock
|
4,898,880
|
2,000
|
4,900,880
|
4,840,311
|
(a)
|
60,569
|
|||||
Additional
paid-in capital
|
9,659,382
|
9,659,382
|
9,659,382
|
(b)
|
-
|
||||||
Retained
(deficit) earnings
|
(14,558,262
|
) |
19,607
|
(14,538,655
|
) |
(13,499,693
|
) |
(d)
|
(1,038,962)
|
||
Total
stockholders' equity
|
-
|
21,607
|
21,607
|
|
(978,393)
|
||||||
Total
liabilities and stockholders' equity
|
-
|
82,389
|
82,389
|
-
|
82,389
|
(a)
Adjustment to reflect outstanding common shares post reverse
merger with
IPv6 Summit of 60,568,603 at $0.001 par value.
|
||||||||||
(b)
Eliminate additional paid-in capital of Innofone post reverse
merger with
IPv6 Summit.
|
||||||||||
(c)
Record $1,000,000 note payable to Alex Lightmann related to reverse
merger
with IPv6 Summit.
|
||||||||||
(d)
Eliminate deficit earnings of Innofone post reverse merger, record
$58,569
of expense reverse merger expense and
|
||||||||||
$1,000,000
consideration given to Alex Lightmann related to reverse merger
which has
been accounted for as a
distribution.
|
Innofone.com,
Incorporated
|
|||||||||||
Proforma
Condensed Statement of Operations
|
|||||||||||
June
30, 2005
|
|||||||||||
(Unaudited)
|
|||||||||||
Adjustments
|
Proforma
|
||||||||||
Innofone.com
|
IPv6
Summit
|
Total
|
DR
(CR)
|
Total
|
|||||||
Revenues
|
545,588
|
545,588
|
545,588
|
||||||||
Cost
of revenues
|
|
118,164
|
118,164
|
118,164
|
|||||||
Gross
profit
|
-
|
427,424
|
427,424
|
427,424
|
|||||||
Operating
expenses
|
|||||||||||
Depreciation
and amortization
|
2,941
|
2,941
|
2,941
|
||||||||
Selling,
general and administrative expenses
|
681,000
|
466,913
|
1,147,913
|
58,569
|
(a)
|
1,206,482
|
|||||
Total
operating expenses
|
681,000
|
469,854
|
1,150,854
|
1,209,423
|
|||||||
Loss
from operations
|
(681,000
|
) |
(42,430
|
) |
(723,430
|
) |
(781,999
|
) | |||
Other
income (expense)
|
|||||||||||
Interest
income
|
3
|
3
|
3
|
||||||||
Loss
on disposal of asset
|
|
(2,756
|
) |
(2,756
|
) |
(2,756
|
) | ||||
Total
other income (expense)
|
-
|
(2,753
|
) |
(2,753
|
) |
(2,753
|
) | ||||
Net
loss before provision for income taxes
|
(681,000
|
) |
(45,183
|
) |
(726,183
|
) |
(784,752
|
) | |||
Provision
for income taxes
|
|
10,285
|
|
|
|
||||||
Net
loss
|
(681,000)
|
(55,468
|
) |
(726,183
|
) |
58,569
|
(784,752
|
) | |||
(a)
Record reverse merger expense.
|
g)
|
A
vast increase of trillions of Internet addresses, resulting in what
will
seem to be almost unlimited Internet Protocol (IP) address availability,
which will enable each customer to have many such addresses, inexpensively
- for cell phones, game consoles, home appliances, consumer electronics
and automobiles (getting such addresses with today’s Internet is
difficult, and costly in most parts of the
world);
|
h)
|
More
secure wired and wireless communications (this is one reason the
military
has mandated this protocol, to send top secret information) in part
because greater identity is possible with more
addresses;
|
i)
|
Mobile
wireless online access (this is more difficult to do with
IPv4);
|
j)
|
Television
and voice over the Internet, or VoIP (very difficult and expensive
to do
well with IPv4 without multicast);
|
k)
|
The
online connection of many wireless devices, such as security cameras.
Some
forecasts estimate over one trillion Internet connected devices by
2015,
an impossibility with only an IPv4 platform;
and
|
l)
|
Online
connection of smart tags such as Radio Frequency Identification (RFID),
which could enable tracking inventory and products as an essential
part of
any Enterprise Resource Program
(ERP).
|
Name
|
Age
|
Position
|
Alex
Lightman
|
43
|
Chief
Executive Officer, President, Director
|
Peter
Maddocks
|
49
|
Chief
Financial Officer and Director
|
Frederick
Dale Geesey
|
36
|
Vice
President of Consulting
|
Paul
Shephard
|
50
|
Secretary
|
Name
and Principal Position
|
Year
|
|
Salary($)
|
|
Bonus($)
|
|
Other
Annual
Compensation
($)
|
|
Restricted
Stock
Award(s)
($)
|
|
Securities
Underlying
Options
SARs(#)
|
|
LTIP
Payouts($)
|
|
All
Other
Compensation
($)
|
|
|||||||||
Alex
Lightman (1)
|
2005
|
$
|
45,565
|
||||||||||||||||||||||
Peter
Maddocks (2)
|
2005
|
--
|
--
|
$
|
25,000(2
|
)
|
--
|
--
|
--
|
--
|
|||||||||||||||
Dale
Geesey (3)
|
2005
|
$
|
7,705
|
--
|
--
|
200,000(3
|
)
|
--
|
--
|
||||||||||||||||
Paul
Shephard
|
2005
|
--
|
(1)
|
Mr.
Lightman is expected to earn an annual salary of approximately $400,000
during the next fiscal year.
|
|
(2)
|
Mr.
Maddocks has been paid a one-time advance payment of $25,000 for
his board
representation for the next fiscal year.
|
|
(3)
|
Mr.
Geesey is expected to earn an annual salary of $150,000 during the
next
fiscal year. Pursuant to Mr. Geesey’s employment agreement, he is eligible
to receive options to purchase 200,000 shares of the Company’s restricted
common stock commencing on the effective date that the Company initiates
any Stock Option Plan.
|
Name/Address of Beneficial
Owner
|
Position with Company
|
Amount
and Nature
of
Beneficial
Ownership
of Class
A
common Stock (1)
|
Percentage of Securities
(1)
|
Alexander
Lightman(2)/*
|
President
|
6,333,000
|
10.32%
|
|
|
|
|
Peter
Maddocks*
|
CFO
|
0
|
0
|
|
|
|
|
Dale
Geesey*
|
VP
of Consulting
|
0
|
0
|
|
|
|
|
Paul
Shephard
|
Secretary
|
0
|
0
|
|
|
|
|
Alliance
Housing Partners(3)
|
|
|
|
c/o
17 W Jefferson St., Suite 1
|
|
|
|
Rockville,
MD 20850
|
--
|
3,750,000
|
6.11%
|
|
|
|
|
Equitocracy
Trust(2)
|
|
|
|
c/o
1431 Ocean Avenue, Suite 419
|
|
|
|
Santa
Monica, CA 90401
|
--
|
27,000,000
|
43.98%
|
|
|
|
|
Frederic
Richardson(3)
|
--
|
17,180,000
|
27.99%
|
|
|
|
|
All
executive officers and Directors as a group
(4 persons) |
|
|
54.3% |
Name
|
Number
of
Shares
Beneficially
Owned
Prior to
Offering(1)(2)
|
Number
of
Shares
Offered
|
Number of Shares Beneficially
Owned
After
the
Offering
|
AJW
Partners, LLC (3)/(4)
|
1,427,506
|
1,427,506
|
0
|
AJW
Offshore, Ltd (3)/(5)
|
6,066,901
|
6,066,901
|
0
|
AJW
Qualified Partners LLC(3)/(6)
|
4,223,039
|
4,223,039
|
0
|
New
Millennium Capital Partners II LLC (3)/(7)
|
178,438
|
178,438
|
0
|
·
|
$1,500,000
was disbursed on September 1, 2005;
|
·
|
$1,500,000
will be disbursed upon the filing of this registration statement;
and
|
·
|
$1,500,000
will be disbursed upon this prospectus being declared
effective.
|
·
|
ordinary
brokerage transactions and transactions in which the broker-dealer
solicits purchasers;
|
·
|
block
trades in which the broker-dealer will attempt to sell the shares
as
agent, but may position and resell a portion of the block as principal
to
facilitate the transaction;
|
·
|
purchases
by a broker-dealer as principal and resale by the broker-dealer for
its
account;
|
·
|
an
exchange distribution in accordance with the rules of the applicable
exchange;
|
·
|
privately
negotiated transactions;
|
·
|
short
sales after this registration statement becomes
effective;
|
·
|
broker-dealers
may agree with the selling stockholders to sell a specified number
of such
shares at a stipulated price per
share;
|
·
|
through
the writing of options on the
shares;
|
·
|
a
combination of any such methods of sale;
and
|
·
|
any
other method permitted pursuant to applicable
law.
|
Page
|
|
Number
|
|
IPV6 SUMMIT, INC. FINANCIAL STATEMENTS | |
F-2
|
|
F-3
|
|
F-4
|
|
F-5
|
|
F-6
|
|
F-7-9
|
|
INNOFONE.COM, INCORPORATED | |
F-10
|
|
F-11
|
|
F-12
|
|
F-13
|
|
F-14
|
|
F-15
|
June
30, 2005
|
||||
ASSETS
|
||||
Cash
|
$
|
17,840
|
||
Accounts
receivable
|
46,980
|
|||
Officers'
advances
|
12,729
|
|||
Total
current assets
|
77,550
|
|||
Fixed
assets, net
|
4,840
|
|||
Total
assets
|
$
|
82,389
|
||
LIABILITIES
AND STOCKHOLDER'S EQUITY
|
||||
Current
liabilities
|
||||
Accounts
payable and accrued liabilities
|
53,848
|
|||
Customer
deposits
|
--
|
|||
Other
current liabilities
|
6,934
|
|||
Total
current liabilities
|
60,782
|
|||
Long-term
liabilities
|
--
|
|||
Total
liabilities
|
60,782
|
|||
Commitments
and contingencies
|
--
|
|||
Stockholder's
equity
|
||||
Common
stock; $0.001 par value; 2,000,000 shares authorized, issued and
outstanding
|
2,000
|
|||
Additional
paid-in capital
|
--
|
|||
Retained
earnings
|
19,607
|
|||
Total
stockholder's equity
|
21,607
|
|||
Total
liabilities and stockholder's equity
|
$
|
82,389
|
For
the period from
|
|||||||
July
9, 2003
|
|||||||
(Date
of Inception)
|
|||||||
For
the year ended
|
through
|
||||||
June
30, 2005
|
June
30, 2004
|
||||||
Revenues
|
$
|
545,588
|
$
|
553,287
|
|||
Cost
of revenues
|
118,164
|
165,686
|
|||||
Gross
profit
|
427,424
|
387,601
|
|||||
Operating
expenses
|
|||||||
Depreciation
and amortization
|
2,941
|
1,302
|
|||||
Selling
general and administrative
|
466,913
|
311,225
|
|||||
Total
operating expenses
|
469,854
|
312,527
|
|||||
Income
(loss) from operations
|
(42,431
|
)
|
75,074
|
||||
Other
income (expense)
|
|||||||
Interest
income
|
3
|
2
|
|||||
Loss
on Disposal of Asset
|
(2,756
|
)
|
--
|
||||
Total
other income (expense)
|
(2,753
|
)
|
2
|
||||
Net
income (loss) before provision for income taxes
|
(45,184
|
)
|
75,076
|
||||
Provision
for income taxes
|
(10,285
|
)
|
--
|
||||
Net
income (loss)
|
$
|
(55,469
|
)
|
$
|
75,076
|
||
Net
income (loss) per common share - basic and diluted
|
$
|
(0.03
|
)
|
$
|
0.04
|
||
Weighted
average common shares outstanding - basic and
diluted
|
2,000,000
|
2,000,000
|
|||||
|
Total
|
|||||||||||||||
Common
Stock
|
Additional
|
Retained
|
Stockholders'
|
|||||||||||||
Shares
|
Amount
|
Paid-in
Capital
|
Earnings
|
Equity
|
||||||||||||
Balance,
July 9, 2003 (Date of Inception)
|
--
|
$
|
--
|
$
|
--
|
$
|
--
|
$
|
--
|
|||||||
Issuance
of stock for services to the founding shareholder, $0.001 per
share
|
2,000,000
|
2,000
|
--
|
--
|
2,000
|
|||||||||||
Net
income (loss)
|
--
|
--
|
--
|
75,076
|
75,076
|
|||||||||||
Balance,
June 30, 2004
|
2,000,000
|
2,000
|
--
|
75,076
|
77,076
|
|||||||||||
Net
income (loss)
|
--
|
--
|
--
|
(55,469
|
)
|
(55,469
|
)
|
|||||||||
Balance,
June 30, 2005
|
2,000,000
|
2,000
|
--
|
19,607
|
21,607
|
|||||||||||
|
For
the year ended
June 30, 2005 |
For
the period
July
9, 2003
(Date of Inception) through June
30, 2004
|
|||||
Cash
flows from operating activities:
|
|||||||
Net
income (loss)
|
$
|
(55,469
|
)
|
$
|
75,076
|
|
|
Adjustments
to reconcile net income (loss) to net cash used by operating
activities:
|
|||||||
Depreciation
and amortization
|
2,941
|
1,302
|
|||||
Loss
on disposal of fixed assets
|
2,756
|
--
|
|||||
Stock
issued for services
|
--
|
||||||
Changes
in operating assets and liabilities:
|
|||||||
Change
in accounts receivable
|
69,548
|
(116,529
|
)
|
||||
Change
in officers' advances
|
(12,729
|
)
|
--
|
||||
Change
in prepaid expenses
|
3,050
|
(3,050
|
|||||
Change
in other assets
|
11,810
|
(11,810
|
|||||
Change
in accounts payable and accrued liabilities
|
(29,448
|
)
|
83,296
|
||||
Change
in advances from related parties
|
(39,139
|
)
|
39,139
|
||||
Change
in accrued income taxes
|
6,934
|
--
|
|||||
Net
cash provided (used) by operating activities
|
(39,745
|
)
|
69,425
|
||||
Cash
flows from investing activities:
|
|||||||
Purchase
of fixed assets
|
(2,165
|
)
|
(9,675
|
)
|
|||
Net
cash used by investing activities
|
(2,165
|
)
|
(9,675
|
)
|
|||
Cash
flows from financing activities:
|
|||||||
Proceeds
from issuance of common stock
|
--
|
--
|
|||||
Net
cash provided by financing activities
|
--
|
--
|
|||||
Net
change in cash
|
(41,910
|
)
|
59,750
|
||||
Cash,
beginning of period
|
59,750
|
--
|
|||||
Cash,
end of period
|
$
|
17,840
|
$
|
59,750
|
|
||
Supplemental
disclosure of cash flow information:
|
|||||||
Cash
paid for interest
|
$
|
--
|
$
|
--
|
|
||
Schedule
of non-cash financing and investing activities:
|
|||||||
Issuance
of 2,000,000 shares of common stock for services
|
$
|
--
|
$
|
2,000
|
|
1. |
DESCRIPTION
OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
|
2. |
FIXED
ASSETS
|
Equipment
|
$
|
9,004
|
||
Less:
accumulated depreciation
|
4,164
|
|||
Fixed
assets, net
|
$
|
4,840
|
||
3. |
COMMITMENTS
AND CONTINGENCIES
|
4. |
SUBSEQUENT
EVENTS
|
July 25, 2005 |
Chartered
Accountants
|
INNOFONE.COM, INCORPORATED |
Statement
I
|
2005
|
2004
|
||||||
ASSETS
|
$
|
--
|
$
|
--
|
|||
LIABILITIES
|
$
|
--
|
$
|
--
|
|||
SHAREHOLDERS’
DEFICIENCY
|
|||||||
CAPITAL
STOCK (note
3)
|
|||||||
Common
shares
|
4,898,880
|
4,879,010
|
|||||
Additional
paid-in capital
|
9,659,382
|
8,998,252
|
|||||
14,558,262
|
13,877,262
|
||||||
(DEFICIT)
-
Statement II
|
(
14,558,262
|
)
|
(
13,877,262
|
)
|
|||
|
--
|
(--
|
)
|
||||
|
$ | -- |
$
|
--
|
|||
INNOFONE.COM, INCORPORATED |
Statement
II
|
Additional
|
|||||||||||||
Common
|
Paid-In
|
||||||||||||
Shares
|
Capital
|
Deficit
|
Total
|
||||||||||
BALANCE,
June 30, 2002
|
$
|
4,842,772
|
$
|
7,719,593
|
($13,318,937
|
)
|
($
756,572
|
)
|
|||||
Convertible
note converted to stock
|
2,300
|
647,700
|
--
|
650,000
|
|||||||||
Issuance
of shares for legal services
|
500
|
1,887
|
--
|
2,387
|
|||||||||
Issuance
of shares for consulting services
|
26,378
|
180,932
|
--
|
207,310
|
|||||||||
Net
loss
|
--
|
--
|
--
|
(
209,697
|
)
|
||||||||
BALANCE,
June 30, 2003
|
4,871,950
|
8,550,112
|
(
13,528,634
|
)
|
(
106,572
|
)
|
|||||||
Issuance
of shares for selling, general and administrative services
|
7,060
|
448,140
|
--
|
455,200
|
|||||||||
Net
loss
|
--
|
--
|
--
|
(
348,628
|
)
|
||||||||
BALANCE,
June 30, 2004
|
4,879,010
|
8,998,252
|
(
13,877,262
|
)
|
(--
|
)
|
|||||||
Issuance
of shares for selling, general and administrative services (note
4)
|
19,870
|
661,130
|
--
|
681,000
|
|||||||||
Net
loss
|
--
|
--
|
--
|
(
681,000
|
)
|
||||||||
BALANCE,
June 30, 2005
|
$
|
4,898,880
|
$
|
9,659,382
|
($14,558,262
|
)
|
$
|
--
|
|||||
INNOFONE.COM, INCORPORATED |
Statement
III
|
2005
|
2004
|
2003
|
||||||||
REVENUE
|
$
|
--
|
$
|
--
|
$
|
--
|
||||
EXPENSES
|
||||||||||
Selling,
general and administrative services (note 4)
|
681,000
|
455,200
|
209,697
|
|||||||
Write-off
of investment
|
--
|
210,000
|
--
|
|||||||
Foregiveness
of debt (recovery)
|
--
|
(
316,572
|
)
|
--
|
||||||
Net
(Loss) from Operations
|
(
681,000
|
)
|
(
348,628
|
)
|
(
209,697
|
)
|
||||
NET
(LOSS) FOR THE YEAR
|
($681,000
|
)
|
($348,628
|
)
|
($209,967
|
)
|
||||
BASIC
NET (LOSS) PER SHARE (Note 5)
|
($
0.03
|
)
|
($
.07
|
)
|
($
1.37
|
)
|
||||
WEIGHTED
AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
|
20,098,984
|
4,740,817
|
152,682
|
|||||||
INNOFONE.COM,
INCORPORATED
|
Statement
IV
|
2005
|
2004
|
2003
|
||||||||
CASH
FLOWS FROM OPERATING ACTIVITIES
|
||||||||||
Net
(loss) for year - (Statement III)
|
($681,000
|
)
|
($348,628
|
)
|
($209,697
|
)
|
||||
Issuance
of shares for sales, general and administrative services (note
4)
|
681,000
|
455,200
|
209,697
|
|||||||
Write-off
of investment
|
--
|
210,000
|
--
|
|||||||
Accounts
payable and accrued liabilities
|
--
|
(
316,572
|
)
|
(
104,000
|
)
|
|||||
Net
cash provided by (used in) operating activities
|
--
|
--
|
(
104,000
|
)
|
||||||
FINANCING
ACTIVITIES
|
||||||||||
Due
to officers and directors
|
--
|
--
|
104,000
|
|||||||
Issuance
of capital stock
|
--
|
--
|
650,000
|
|||||||
Convertible
debt
|
--
|
--
|
(
650,000
|
)
|
||||||
Net
cash provided by (used in) financing activities
|
--
|
--
|
104,000
|
|||||||
INCREASE
IN CASH
|
--
|
|
--
|
--
|
||||||
CASH,
BEGINNING OF YEAR
|
--
|
--
|
--
|
|||||||
CASH,
END OF YEAR
|
$
|
--
|
$
|
--
|
|
$
|
--
|
|||
Non-cash
transactions:
|
||||||||||
Issuance
of shares for sales, general and administrative services (note
4)
|
$
|
681,000
|
$
|
425,200
|
$
|
209,697
|
||||
Write
off of investment
|
--
|
210,000
|
--
|
|||||||
Accounts
payable
|
--
|
(
316,572
|
)
|
(
104,000
|
)
|
|||||
Due
to officers and directors
|
--
|
--
|
104,000
|
|||||||
Issuance
of capital stock for debt
|
--
|
--
|
650,000
|
|||||||
Convertible
debt
|
--
|
--
|
(
650,000
|
)
|
||||||
1. |
NATURE
OF OPERATIONS
|
2. |
SIGNIFICANT
ACCOUNTING POLICIES
|
3. |
CAPITAL
STOCK
|
Common
|
||||
Outstanding
Shares as at June 30, 2002
|
100,022,505
|
|||
Shares
issued in exchange for consulting fees
|
23,357,826
|
|||
Shares
issued in exchange for legal fees
|
500,000
|
|||
Reverse
stock split: 175 shares for one share
|
(123,172,444
|
)
|
||
Share
issuance on conversion of debt
|
2,300,000
|
|||
Share
issuance on exchange for consulting fees
|
3,021,800
|
|||
Reverse
stock split: 20 shares for one share
|
(5,728,203
|
)
|
||
Outstanding
shares as at June 30, 2003
|
301,484
|
|||
Shares
issuance on exchange for sales, general and administrative
services
|
7,060,000
|
|||
Outstanding
shares as at June 30, 2004
|
7,361,484
|
|||
Shares
previously issued that were cancelled in the year
|
(
126,214
|
)
|
||
Shares
issuance in exchange for sales, general
|
||||
and
administrative services (note 4)
|
20,000,000
|
|||
Outstanding
shares as at June 30, 2005
|
27,235,270
|
4. |
RELATED
PARTY TRANSACTIONS
|
5.
|
BASIC
NET LOSS PER SHARE
|
SEC
registration fee
|
$
|
1,540.16
|
||
Legal
fees and expenses
|
30,000.00
|
|||
Accountants’
fees and expenses
|
--
|
|||
Printing
expenses
|
1,500.00
|
|||
Total
|
$
|
33,040.16
|