IPYS 1.43x1.44 on Zero revenues,unbelievable.CAP $45mil?WOW December 2002, according the company's 10KSB, InstaPay had a total cash account of $646.LMAO. I would not pay even .10 for this pos, yet to prove it self will ever have any revenues. Kryptosima system.It is expected that the system will generate significant revenue from enabling both ATM card and credit card transactions."WELL LET US SEE IT FIRST. Crazy market indeed. Net loss$2.6M For the three months ended 3/31/03 Net loss per share, basic and diluted (.08) Deficit(1,297,376) Outstanding on May 15, 2003 was 30,773,812 shares held by approximately 240 shareholders. Float 20.60 Mil. Some huge $$$ were made for several people below. " InstaPay Systems, Inc., increasing the authorized shares to 200,000,000 of common stock, and to complete a 2 for 1 split of the company's stock in December 2002
InstaPay's (fka Filmagic) common stock has been traded in the Over the Counter Market (OTC), "pink sheets" and has been subject to sporadic trading and pricing. The stock has not actively traded in the past several years. During 1999, Filmagic issued 940,000 shares at a board of directors approved value of $.04 cents per share. During 2001, Filmagic issued 1,662,500 shares at a board of directors approved value of $ .04 cents per share. During November of this year 2002, the board of directors succeeding in getting Filmagic to begin trading on the OTC/BB under the symbol "FMAN", shortly after the 30 day initial period the board of directors, completed a name change of the company to InstaPay Systems, Inc and now trades under the symbol " IPYS" on the Over the Counter Market (OTC).
Note 3. RELATED PARTY TRANSACTIONS
The officers of the Company have provided certain services and incurred some costs on behalf of the Company for the last few years ended December 31, 2002.
During 2002, two shareholders advanced funds to the Company or paid bills on behalf of the Company totaling $10,457. In early November, Management decided to repay the debt by issuing 4,182,800 shares of restricted common stock. The imputed value per share was $.005, as at the time of issuance the company had not begun trading. The investors had provided capital as needed during prior periods. The market price for the shares in late November after the company began active trading was approximately $1.00. These two shareholders both own over 5% of the Company's outstanding shares.
In 2001, the Company issued Bruce Harris, the president of the Company, 1,000,000 shares for his services in 2001. Further the Company committed to issue him 2,000,000 shares a year for four years, beginning in 2002. Additionally, the Company granted him options to purchase 1,000,000 shares at $.02. He received 2,000,000 shares in 2002 valued at $40,000.
In 2001, the Company issued 100,000 shares to a board member for legal services rendered in 2001. Further, the Company committed to pay him either $1,500 a month in cash or issue 75,000 shares each month for the year ending December 31, 2002. The Company issued him 900,000 shares during 2002, valued at $18,000.
In 2001, the Company issued 225,000 shares to a shareholder for accounting services rendered in 2001. Further, the Company committed to pay him $1,000 a month or issue 50,000 shares a month, valued at $.02 per share, for the year ending December 31, 2002. The Company issued him 600,000 shares during 2002 valued at $12,000.
In 2001, the Company issued 400,000 shares to each board member as compensation for board services during the year. Further, each board member was granted an option to purchase 200,000 shares at $.02. During 2002, each board member received 200,000 shares as board compensation valued at $10,000. Also in November 2002 each board member received an option to purchase 200,000 shares at an under market strike price of $.02.
In 2000, the Company agreed to grant Bruce Harris, the president of the Company, 1,000,000 shares for his services in 2000 should the stock price reach $.05 per share. There was no time limit set for the stock to reach the target price. Stock-based employee compensation, along with a corresponding increase to additional paid-in capital in the amount of $50,000 (1,000,000 shares times the $.05 target price) were recognized on this transaction, in accordance with Statement of Financial Accounting Standards No. 123.
Resource Requirements
Management has made the current acquisition of the Kryptosima technology by utilizing 144 stock issuances and raising capital through shareholders, management, and directors as has been necessary for the past operations. Management however, does feel to meet its current focus they need to seek from $ 3,000,000 to $ 10,000,000 which , should be raised from either private investors, or through the public market via SEC registrations or exemptions. These capital requirements could become necessary depending on InstaPay's objectives which are currently being reviewed by the board along with modifying the company's long & short range objectives and projections, which will be contained in it's new business plan under development.
In December 2002, InstaPay acquired semi-exclusive rights to act as a reseller of the Kryptosima Technology from the Bentley Company for $ 200,000 in cash and $1,000,000 worth of stock, based on the share value as of November 22, 2002, ($1.00). By December 31, 2002, InstaPay reached an agreement with the principals of Bentley, to convert the deal to an acquisition of Kryptosima, the terms of the new deal are as follows:
InstaPay has issued 1,000,000 common shares to the shareholders of Kryptosima. InstaPay has granted an option of 500,000 shares of common stock at a strike price of $ 1.50, effective as soon as Kryptosima's system" goes live" on any ATM network. The option will expire 18 months after issuance.
If InstaPay accepts a buyout offer less than $ 2.50 per share, the option price will decline to $ 1.00 less than the buyout price or $ .01, whichever is less. If the buyout price is less than $1.00 per share, the number of options shall be increased such that the buyout price multiplied by the option shares equals $ 500,000.
(1) Title of Class (2) Name and Address (3) Amount and Nature (4) Percent of of beneficial owner of beneficial ownership Class(2) -------------------------------------------------------------------------------------------------------- Common Stock Par value $.001 R. Bruce Harris(3) 5,800,000 19.3% Director/ Past President 419 Main, Ste 414 Huntington Beach, California 92648
Aubrye A. Harris (1)(5) 800,000 2.6% Secretary/ Director 1042 N. Mountain #B348 Upland, California 91786
Harvey Lalach (1) 800,000 2.6% Vice Pres./ Director 2575 Alberta Court Kelowna, BC V1W2X8
Frank DeSantis (1) 1,800,000 5.9% Director 2869 India St. San Diego, California 92103
Song Liping (1) 800,000 2.6% Director Rm504 Bldg #305,Datong RD Gaquaiao, Shanghai, PRChina
Total of all officers and directors as a group ---------- ----- (Five Persons): 10,000,000 32.7% ---------- -----
R. G. Harris (4) 200,000 .7% 1777 Woodland St-Ste G1 Upland, Calif. 91786
Triad Investment Group 2,982,800(6) 9.8% Unit A 6F Two Chinache Pl 135 Des Voeux Rd. Hong Kong
Timoleon Kabilifkas 2,280,000 7.5% 14319 Peach Hill Rd. Moor Park, CA. 93021
R. Brandyn Harris 1,450,000 4.7% 1042 N. Mountain Ave.#B348 Upland, CA 91786 |