Bi-Optic Ventures Inc. Files Interim, Unaudited Statement With SEDAR

Bi-Optic Ventures Inc. [NEX: BOV.H] has filed its interim unaudited financial statements for the second quarter of fiscal year 2007, which ended August 31st [PDF file]. As of that time, Bi-Optic had $14,494 in cash, as compared with nil at the end of FY 2006 on Feb. 28, 2007. Despite that increase in cash, the company's working-capital deficit widened to $198,316 from $60,429 at the end of FY '06. The two items in the current liabilities account that caused this widening were a $70,409 increase in loans payable, due to two new loans, and a $133,832 increase in amounts due to related parties. Book value decreased to -1.76 cents/share from -0.462 cents/share.

Bi-Optic has had no revenue to speak of since at least the beginning of FY '06. Net loss for the second quarter of '07 narrowed slightly from the loss for 2Q '06, despite: a $11,512 increase in consulting and management fees; a $5,821 increase in office, rent and telephone expenses; a $1,503 increase in amortization expense; and, a $529 increase in investor and public relations expenses from the latter quarter to the former. These rises were more than compensated for by declines of $8,147 in professional fees, $2,290 in transfer agent and regulatory fees, and $16,080 in travel and promotion expenses. This made for a 2Q '07 loss of $64,587, or 0.645 cents/share, as compared with a 2Q '06 loss of $71,849, or 0.718 cents/share. The loss for the first half of FY '07 dropped 32.5% in per-share terms, from -1.93 cents/share to -1.30 cents/share. The loans-payable increase noted above explains where the cash increase came from: had it not been for that $70,409 infusion, cash would have decreased by $57,093 in 2Q '07. According to Note 6, that infusion is composed of two loans, of $60,000 and $10,409, from the same unrelated third party. Both of them bear interest at 1.5% per month and are payable on demand. The amounts due to related parties are unsecured, interest-free and have no fixed repayment terms.

The accompanying Management Discussion and Analysis [PDF file] says that the company is currently looking for acquisitions. It also notes an agreement made between Bi-Optic and Pacific Bio-Pharmaceuticals, Inc. (along with PRB Pharmaceuticals, Inc.) to acquire all of Pacific's shares in exchange for, at most, 20,000,000 shares of Bi-Optic and 2,500,000 warrants with as-yet-unspecified terms. Bi-Optic has also secured Global Maxfin Capital Inc. as sponsor for the deal and as broker for a planned private placement of up to 4 million common shares of Bi-Optic (plus warrants with exercise price of 65 cents/share and life of 1 year) at a planned price of 50 cents/share for gross proceeds of up to $2,000,000. This planned takeover, which would involve a change to the taken-over company's name, is evidently preparation for a move to Tier 2 of the Venture Exchange. Also disclosed in the M D & A, as well as in note 6 of the financials, is an added codicil in those two loans mentioned at the end of the above paragraph: if the Pacific acquisition goes through, then Bi-Optic must issue 28,000 common shares to the lender.

Trading in BOV.H has been halted since August 2, 2006. Its last close, made on that day, was at 42 cents/share.