UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF
FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13a-16 OR 15d-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the
month of June 30, 2007
PROMAX
COMMUNICATIONS, INC.
2580
Anthem Village Drive, Suite B-1, Henderson, Nevada 89052
(Address
of principal executive offices)
(Issuer’s
telephone number)
Yukon
Territory, Canada
|
0-25820
|
87-0810718
|
(State
or other jurisdiction of incorporation)
|
(Commission
file number)
|
(IRS
Employer Identification No.)
|
(Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40F)
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 12g3-2(b) 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):
FOR
IMMEDIATE
RELEASE:
Leon J. Danna
For
Further
information:
SIPP Industries, Inc. (fka Promax Communications, Inc.)
(702)588-5965
PROMAX
COMMUNICATIONS, INC. ANNOUNCES
SECOND
QUARTER RESULTS
HENDERSON,
NEVADA—Promax Communications, Inc. is a British Columbia based residential
mortgage company, but is currently dormant with no assets and has no operating
business. The Company has significant working capital needs in order
to continue its existence. Moreover, in the absence of significant business
operation, the Company will have to seek to raise additional funds to meet
its
working capital needs principally through the additional sales of its
securities. However, there is no assurance that the Company will be able
to
obtain sufficient additional funds when needed, or that such funds, if
available, will be obtainable on terms satisfactory to the Company.
There
were no sales during this period. Administrative expenses increased
from $6,679 to $8,890 during the six-month period ending June 30,
2007. The increase is due to accrued interest on notes payable for
professional services.
This
release contains forward-looking statements within the meaning of Section27A
of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. The Company’s actual results could
differ materially from those set forth in the forward-looking statements
as a
result of among other factors, the risk factors set forth above, and in the
Company’s filings with the Securities and Exchange Commission, changes in
general economic conditions and changes in the assumptions used in making
such
forward-looking statements.
(Financials
to follow)
SIPP
INDUSTRIES, INC.
|
|
(formerly
PROMAX COMMUNICATIONS, INC.)
|
|
|
For
the Periods ended June 30, 2005 and 2004
|
|
(A
DEVELOPMENT STAGE COMPANY)
|
|
|
BALANCE
SHEET
|
|
|
|
|
|
As
of June 30
|
As
of December
31
|
|
|
|
|
2007
|
2006
|
|
ASSETS
|
|
|
|
Current
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
Cash
|
$
|
-
|
-
|
|
|
|
|
|
|
|
|
Total
Assets
|
$
|
-
|
-
|
|
|
|
|
|
|
|
LIABILITIES
AND SHAREHOLDERS'
EQUITY
|
|
|
|
|
|
|
|
|
|
|
Current
liabilities
|
|
|
|
|
|
Notes
payable - non-affiliated
|
$
|
4,500
|
4,500
|
|
|
Accrued
interest in notes payable
|
|
4,390
|
3,582
|
|
|
Total
current liablities
|
|
8,890
|
8,082
|
|
|
|
|
|
|
|
|
Total
liabilities
|
|
8,890
|
8,082
|
|
|
|
|
|
|
|
SHAREHOLDERS'
EQUITY
|
|
|
|
Preferred
stock: $0.001 par value; 10,000,000 shares authorized; none issued
or
outstanding
|
|
-
|
-
|
|
|
Common
stock: $0.001 par value; 250,000,000 shares authorized:12,093,851
issued
and outstanding as of June 30, 2005
|
$
|
4,709
|
1,209
|
|
|
Paid
in capital
|
|
9,193,010
|
9,161,510
|
|
|
Cost
of financing
|
|
(852,150)
|
(852,150)
|
|
|
Accumulated
deficit during the development stage
|
|
(8,352,622)
|
(8,316,814)
|
|
|
Accumulated
translation adjustment
|
|
(1,837)
|
(1,837)
|
|
|
Total
stockholders' equity
|
|
(8,890)
|
(8,082)
|
|
|
|
|
|
|
|
|
Total
Liabilities and Shareholders' Equity (Deficit)
|
$
|
-
|
-
|
|
SIPP
INDUSTRIES, INC.
|
(formerly
PROMAX COMMUNICATIONS, INC.)
|
(A
DEVELOPMENT STAGE COMPANY)
|
STATEMENT
OF OPERATIONS
|
|
|
For
the 6-months
|
|
For
the 6-months
|
|
|
|
|
|
|
|
|
|
|
|
ended
|
|
ended
|
|
Cumulative
since inception
|
|
|
|
|
|
|
|
|
|
June
30, 2007
|
|
June
30, 2006
|
|
July
23,1993
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
-
|
$
|
-
|
|
196,794
|
|
|
|
|
|
|
|
|
Subscriber
|
-
|
|
-
|
|
55,443
|
|
|
|
|
|
|
|
|
Equipment
Sales
|
-
|
|
-
|
|
15,971
|
|
|
|
|
|
|
|
|
|
-
|
|
-
|
|
234,704
|
|
|
|
|
|
|
|
|
Other
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
Total
revenue
|
-
|
|
-
|
|
502,912
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
of revenue and operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional
service
|
35,000
|
|
4,500
|
|
39,500
|
|
|
|
|
|
|
|
|
Technical
operatiions
|
-
|
|
-
|
|
151,687
|
|
|
|
|
|
|
|
|
Cost
of sales
|
-
|
|
-
|
|
33,009
|
|
|
|
|
|
|
|
|
Sales
& marketing
|
-
|
|
-
|
|
347,674
|
|
|
|
|
|
|
|
|
Administration
|
-
|
|
-
|
|
1,174,486
|
|
|
|
|
|
|
|
|
Amortization
|
-
|
|
-
|
|
220,110
|
|
|
|
|
|
|
|
|
Total
cost of revenue and operating expenses
|
35,000
|
|
4,500
|
|
1,966,466
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
(loss) before undernoted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Write
down of mortgages and loans
|
-
|
|
-
|
|
(93,555)
|
|
|
|
|
|
|
|
|
Foreign
exchange loss
|
|
|
-
|
|
(12,141)
|
|
|
|
|
|
|
|
|
Interest
on notes
|
1,697
|
|
1,159
|
|
(111,528)
|
|
|
|
|
|
|
|
|
Non-controling
interest
|
|
|
-
|
|
44,122
|
|
|
|
|
|
|
|
|
Forgiveness
of debts and cancellation of liabilities
|
|
|
-
|
|
3,910,238
|
|
|
|
|
|
|
|
|
Loss
on abandonment and disposal of assets and discontinued
business
|
|
|
-
|
|
(10,642,290)
|
|
|
|
|
|
|
|
|
Other
|
|
|
-
|
|
16,086
|
|
|
|
|
|
|
|
|
|
1,697
|
|
1,159
|
|
(6,889,068)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
(36,697)
|
|
(5,659)
|
|
(8,352,622)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred
Income Taxes
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Income
Tax Benefit
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NET
INCOME
|
(36,697)
|
|
(1,159)
|
$
|
(8,352,622)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) per common share - basic and dilluted
|
(0.00)
|
$
|
(0.00)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted
average common shares outstanding -
|
12,858,878
|
|
12,093,851
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SIPP
INDUSTRIES, INC.
|
(formerly
PROMAX COMMUNICATIONS, INC.)
|
(A
DEVELOPMENT STAGE COMPANY)
|
STATEMENT
OF CASH FLOWS
|
For
the Years ended June 30, 2005 and 2004
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
the 6-months period ended
|
|
For
the 12 months period ended
|
|
Cumulative
since inception
|
|
|
|
|
|
|
|
|
|
|
June
30, 2007
|
|
December
31, 2006
|
|
July
23,1993
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from operating activiites:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
$
|
(36,697)
|
$
|
(2,562)
|
$
|
(8,315,411)
|
|
|
|
|
|
|
|
|
Changes
in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items
not involving cash:
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
Amortization
|
|
|
|
|
|
220,110
|
|
|
|
|
|
|
|
|
Cummulative
translation adjustment
|
|
|
|
|
|
(6,840)
|
|
|
|
|
|
|
|
|
Non-controling
interest
|
|
|
|
|
|
(47,222)
|
|
|
|
|
|
|
|
|
Forgiveness
of debt and cancellation of liabilities
|
|
|
|
|
|
(3,910,238)
|
|
|
|
|
|
|
|
|
Loss
on abandonment and disposal of assets and discontinued
business
|
|
|
|
|
|
10,311,321
|
|
|
|
|
|
|
|
|
Change
in working capital
|
|
1,697
|
|
2,562
|
|
2,008,326
|
|
|
|
|
|
|
|
|
Net
cash used in operating activities
|
|
(35,000)
|
|
2,562
|
|
260,046
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance
of shares, net of issue costs
|
|
35,000
|
|
-
|
|
7,466,710
|
|
|
|
|
|
|
|
|
Redemption
of shares
|
|
|
|
-
|
|
(477,999)
|
|
|
|
|
|
|
|
|
Promissory
notes
|
|
|
|
-
|
|
3,804,500
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
-
|
|
(105,815)
|
|
|
|
|
|
|
|
|
Amounts
receivable related to the issuance of shares
|
|
|
|
-
|
|
(38,030)
|
|
|
|
|
|
|
|
|
Subscription
received in advance of capital stocks
|
|
|
|
-
|
|
1,032,109
|
|
|
|
|
|
|
|
|
Net
cash provided by financing activities
|
|
-
|
|
|
|
11,681,475
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from investment activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
assets
|
|
|
|
-
|
|
(94,399)
|
|
|
|
|
|
|
|
|
Investment
in Argent Tel
|
|
|
|
-
|
|
(200,000)
|
|
|
|
|
|
|
|
|
Investment
in Skylink, net of cash
|
|
|
|
-
|
|
(8,487,082)
|
|
|
|
|
|
|
|
|
Mortgages
and loans receivalbe
|
|
|
|
-
|
|
297,018
|
|
|
|
|
|
|
|
|
Increase
in deferred development costs
|
|
|
|
-
|
|
(138,023)
|
|
|
|
|
|
|
|
|
Acquisition
of equipment, net of disposals
|
|
|
|
-
|
|
(115,727)
|
|
|
|
|
|
|
|
|
Business
acquisitioins net of cash acquired
|
|
|
|
-
|
|
(3,203,308)
|
|
|
|
|
|
|
|
|
Net
cash provided (or used) in investment activities
|
|
-
|
|
-
|
|
(11,941,521)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
change in cash
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash,
beginning of period
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash,
end of period
|
$
|
|
$
|
-
|
$
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
paid for interest
|
$
|
1.697
|
$
|
2,562
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Schedule
of non-cash financing and investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance
of common stock
|
$
|
-
|
$
|
|
|
|
|
|
|
|
|
|
|
SIGNATURE
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.
|
SIPP
INDUSTRIES, INC. (fka Promax Communications, Inc.)
(Registrant)
|
|
|
|
|
|
Date:
February 7, 2008
|
By:
|
/s/ Leon
J. Danna
|
|
|
|
Leon
J. Danna
|
|
|
|
Chief
Executive Officer
|
|
|
|
|
|
CERTIFICATION
I,
Leon
J. Danna, certify that:
|
1.
|
I
have reviewed this six month report on Form 6-K of SIPP Industries,
Inc.
(formerly Promax Communications, Inc.).;
|
|
2.
|
Based
on my knowledge, this six month report does not contain any untrue
statement of a material fact or omit to state a material fact necessary
to
make the statements made, in light of the circumstances under which
such
statements were made, not misleading with respect to the period
covered by
this quarterly report;
|
|
3.
|
Based
on my knowledge, the financial statements, and other financial
information
included in this report, fairly present in all respects the financial
condition, results of operations and cash flows of the Company
as of, and
for, the periods covered by this six month report;
|
|
4.
|
I
am responsible for establishing and maintaining disclosure controls
and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and
internal control over financial reporting (as defined in Exchange
Act
Rules 13a-15(f) and 15d-15(f) for the Company and have:
|
|
(a)
|
Designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure
that material information relating to the small business issuer,
including
its consolidated subsidiaries, is made known to us by others within
those
entities, particularly during the period in which this report is
being
prepared;
|
|
(b)
|
Evaluated
the effectiveness of the registrant’s disclosure controls and procedures
and presented in this report our conclusions about the effectiveness
of
the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
|
|
(c)
|
Disclosed
in this report any change in the registrant’s internal control over
financial reporting that occurred during the small business issuer's
most
recent fiscal quarter (the small business issuer's fourth fiscal
quarter
in the case of an six month report) that has materially affected,
or is
reasonably likely to materially affect, the small business issuer's
internal control over financial reporting; and
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5.
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I
have disclosed, based on my most recent evaluation of internal
control
over financial reporting, to the small business issuer's auditors
of the
small business issuer's board of directors (or persons performing
the
equivalent functions):
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(a)
All significant deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably likely
to
adversely affect the Company’s ability to record, process, summarize and report
financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees
who have a significant role in the Company’s internal control over financial
reporting.
Date:
February 7, 2008
by:
s/Leon J. Danna
Chief
Executive Officer
For
the
purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the
Sarbanes-Oxley Act of 2002, the undersigned, Leon J. Danna, the Chief Executive
Officer of SIPP Industries, Inc. (formerly Promax Communications, Inc.) hereby
certifies that, to his knowledge:
(i)
the Six month Report on Form 6-Kof the Company for the period ended June
30,
2007 as filed with the Securities Exchange Commission on the date hereof
(the
“Report”) fully complies with the requirements Section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(ii)
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the
information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of
the
Company.
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by:
s/Leon J. Danna
Chief
Executive Officer
February
7, 2008