International Pharmacy Outlets Current bid/ask Outstanding Shares: 34,000,000
as of 2004-08-28 Float: 6,992,149
as of 2004-06-04
Number of Shareholders of Record: 1,000 as of 2004-06-04 http://www.pinksheets.com/quote/quote.jsp?symbol=IPCY
Address:851 Coral Cottage Rd.
Henderson, NV 89015
INTERNATIONAL PHARMACY OUTLETS, INC.
A Nevada Corporation
June 1st, 2005
TRADING SYMBOL: IPCY-PK
TRADING EXCHANGE: OTC: PINKSHEETS
REPORTING ISSUER STATUS: NON-REPORTING COMPANY
ESTIMATED SHAREHOLDERS: 1475 (380 with less than 100 shares)
First American Stock Transfer
Phoenix AZ, 85022
IPCY is directing its efforts to acquire private operating companies, whose product lines will add significant value to IPCY through positive operating cash flow, revenue growth, and profitability. Several candidates have signified their interest and have been presented with LOI's. In all cases IPCY will be the surviving company and IPCY's Articles & Bylaws will prevail. In most cases, the current management will operate the acquired company as a wholly owned subsidiary in accordance to published GAAP and SEC requirements. The following "potential" acquisitions and relationships, listed in no particular order, are noted by code names to avoid violation of disclosure restrictions. Events and circumstances beyond the control of management can adversely affect the outcome.
Small chain of boutique coffee shops (similar to StarBucks) with a strong regional market presence
and a unique, multi-tiered franchising plan. The company has key resources in place (coffee beans) capable of
supporting a fast growth-oriented organization without causing quality or product availability issues.
Four-year-old specialty manufacturing and distributing firm n the upper Mid-West of a patent protected carbon
dioxide manifold system that increases CO-2 yield by 25%-30% per tank. The system also facilitates of the same
free standing tanks without interrupting the business or endangering the health and safety of the workers.
The pending acquisition of a high-end countertop consumer product line and the associated product mixes
to generate frozen desserts and drinks. The colorful and very attractive machine is more versatile than any
other machine on the market, is easy to use and cleans quickly for reuse. The fully warranted units are assembled
in the USA. A wide a profitable selection of prepackaged mixes to make tasty deserts and refreshing
beverages will provide a recurring revenue stream.
Two multi media companies have approached IPCY and requested the initiation of merger discussions.
One company is a recognized leader in the recording business with 45% of their respective clients
being "A" list artist. The second company specializes in providing content creation for Fortune 500
companies. IPCY is in the first stages of due diligence regarding the music industry. Both firms have
management in place whose retention has been promised and whose continued participation must be
considered critical to a successful merger.
WHY IPCY WILL BE SUCCESSFUL
The management team of IPCY contributes an average of 20 years of small business as well as Fortune
100 experience in their respective fields. The unified philosophy that increased shareholder value is driven
through strategic acquisitions and sustained long-term growth the compliments the Company's business
model of growth through acquisition.
IPCY's officers, with approval from the Board of Directors, is directing its effort to acquire private
operating companies, whose product lines will ad significant value to IPCY through positive cash
flow, revenue growth and profitability. Acquisitions candidates, in whom there is an interest, will
submit a portfolio of their company to be reviewed by the acquisition committee. If approved, the
candidate company will be presented with a Letter of Intent (LOI).
In all cases IPCY will be the surviving company and IPCY's Article and Bylaws will prevail.
In most cases, the current management of the acquired company will continue to operate it as a
wholly subsidiary in accordance with IPCY's management guidelines. Although IPCY is legally a
non-reporting company, it will proactively publish pertinent investor related information on a quarterly
basis in accordance with GAAP and SEC requirements. Several manufacturing, service and technical
support operations are under consideration as of this date but no further action has been taken.
The dynamics of today's business environment favors the IPCY business model. Investors, as well as
the founders in private entrepreneurial ventures are open to an exit strategy that compliments their
investment strategy. This approach mitigates the potential for investor infringing on capital reserves and
cash flows that are needed to grow the firm. As a part of a up and coming public company, parties have
unencumbered capability to exit their investment at a time that is convenient to them under the circumstances
that meet their personal terms and conditions.
Michael P. McCabe
Chief Executive Officer
Chairman-Board of Directors-Age 51
Mr. McCabe has a combined 25 years of working with Fortune 100 companies and business to business
consulting experience in process reengineering, corporate finance, mergers and acquisitions as well as
developing and implementing operational planning.
Vice-President of Investor Relations
Member Board of Directors-Age 42
Mr. Pulver has been with IPCY since its inception and is responsible for investor relations and working
with external consultants to maintain communications with the company's investors. Mr. Pulver has been
an independent merger and acquisition consultant for the past 6 years prior to which the Eastman Kodak
Company employed him as a marketing manager.
David C. Reid
Vice-President, CFO, & Treasurer
Member Board of Directors-Age 46
Mr. Reid is a veteran executive with over 20 years of relevant experience in financial and accounting
management. He compliments his broad range of relevant domestic and international experience
at Fortune 500 companies with consulting practice on small privately held businesses. Mr. Reid was
most recently with Vartec's Excel subsidiary where he established international banking relations
for the company.
Vice-President of Sales & Marketing
Assistant Corporate Secretary-Age 64
Mr. George has been with the company since its inception and is responsible for all product sales
and marketing strategies. A successful business owner, Mr. George has over 40 years experience
of growing market share for medium sized businesses. His recent focus is consulting on the design
and implementation of sales programs for big-ticket luxury units as well as low margin but high