KTWOE filed its proxy materials last week. Financial statements for First Step Distribution were included. Pretty depressing. No sales, minimal assets,a negative net worth and a business plan in transition. The only positive news was this disclosure:
In April 2002, FSDN entered into an understanding with Digitaldotcom, Inc., a Korean corporation ("Digital") and Future Investment Co. ("FIC"). Under the terms of this understanding, Digital will arrange for a loan of $150,000, which funded in April 2002. In consideration for the loan, FSDN will complete the proposed merger detailed in Note 5. Pursuant to the completion of the merger, the Surviving Corporation shall enter into a business combination with Digital. The Surviving Corporation upon completion of the business combination shall have 200,000,000 shares of stock authorized, 160,000,000 of which shall be issued and outstanding. The 160,000,000 shares shall be owned as follows: (i) 25% or 40,000,000 shares by the shareholders of Digital, (ii) 37.5% or 60,000,000 shares by FIC or its designee, (iii) 37.5% or 60,000,000 shares by the shareholders of the Surviving Corporation after the merger detailed in Note 5. In addition, the Surviving Corporation and Digital shall pay to Hideo Matsuoka or his designee a commission of 2 1/2% each, of the issued and outstanding shares of the Surviving Corporation upon completion of the business combination."
In other words, a second reverse merger. I am assuming that the shares are on a pre-reverse split basis. The proxy materials can be found at:
freeedgar.com |
