Cash Now - Disclosure Document
Cash Now - Disclosure Document
Cash Now - Disclosure Document
PURSUANT TO
CHNW 14754W 10 8
TRANSFER AGENT:
(a Nevada Corporation)
CUSIP NUMBER:
14754W 10 8
AS OF
The information furnished herein has been prepared from the books and records of
the issuer by its officers and directors in accordance with the Securities and
Exchange Commission Rule 15c2-11 as amended, and is intended as public
information.
No dealer, salesman or any other person has been authorized to give any
information, or to make any representations, not contained herein in connection
with the issuer. Such information or representations, if made, must not be relied
upon as having been authorized by the issuer, and:
Delivery of this information file does not at any time imply that the information
contained herein is correct as of any time subsequent to the date first written above.
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CASH NOW CORPORATION
The Issuer has authorized 100,000,000 shares of common stock and 10,000,000 of
preferred stock. The following CUSIP is for the shares of common stock. There are no
preferred shares of stock issued and outstanding.
CUSIP#: 14754W 10 8
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SIC Code: 7389
Symbol: CHNW
The Issuer’s common stock is $.001 par value and the Issuer’s preferred stock is $.001par
value.
A) Common stock
At the end of the Issuer’s fiscal year of December 31, 2003 the Issuer had 4,050,000 -
shares of common stock issued and outstanding. At the end of the Issuer’s most recent
fiscal year end Dec 31, 2004 the Issuer had 24,050,000 of which 4,050,000 were freely
tradeable. (see Legal Opinion attached)
As at the date of this filing, the Issuer had 24,050,000 shares of common stock issued and
outstanding of which 4,050,000 were freely tradeable. The Issuer issued 20,000,000
shares of common restricted stock in a share exchange to the shareholders of a private
corporation known as Cash Now Corporation on June 30, 2004. This issuance of
20,000,000 shares of common stock purchased the Cash Now asset. That corporation
distributed those 20,000,000 shares on a pro-rata basis to their shareholders. The Issuer
issued these 20,000,000 shares under Section 4(2) exemption from registration.
No other offering of securities had been offered either private or public up to the issuer’s
last fiscal year.
Preferred Stock
At the end of the Issuer’s fiscal year of December 31, 2004, there were no preferred
shares of stock issued and outstanding. As of the date of this filing, there are no preferred
shares of stock issued and outstanding.
B) The company has not offered securities, private or public, over the past two years; and
the company has not issued stock for services.
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The Issuer’s Stock Transfer Agent is:
The transfer agent is registered under the Securities Act of 1934 with the SEC and the
confirmation of that registration is attached as an exhibit hereto.
The business of the Issuer was founded in 1998 in an Ontario, Canada Corporation
known as Cash Now, Inc. Cash Now, Inc. had a vision of providing consumers a discreet
and secure way to get a payday loan. Over the past 7 years the management of Cash Now
Corporation has used its knowledge and tools in the information and technology sector to
develop a unique model for the payday loan and check cashing business.
A. Business Development
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Enhancements, and E Applications. The need for consumers and businesses to expand
and grow their assets through acquisition and debt financing is the most significant
economic business trend of this new century. Management of Cash Now Corporation
has used its knowledge and tools in the information and technology sector to develop
a unique model for the payday loan and check cashing business. The Company is
also seeking other possible business combinations which may have the potential for
profit
1.The Issuers primary and secondary SIC Codes
SIC Code: 7389
Secondary SIC Code: none
2. The Issuer is currently conducting operations.
3. The parent company is Cash Now Corporation. Cash Now Corporation has three
subsidiaries, Cash Now.Com LLC and Cash Now Fransys, Inc. and finally Cash Now
& USA.com LLC. These three subsidiaries are business aggregators that sell
software system “how to” manuals for the check cashing and payday loan industry.
The parent company owns 100% of each subsidiary.
4. The Issuer’s business is that of selling system and licenses is not regulated
however the end user or the licensee is subject to regulations by each state. See the
following link for what each state allows and does not allow with respect to the
specific state’s regulatory requirements. http://cashnow.com/backnet/facts/index.html
At this time, it is not known if there will be significantly onerous further regulations
imposed by the states of municipal governments with respect to the regulation of the
Issuer’s business and the business of the Issuer’s license holders. Equally important:
*Cash Now Corporation does not recommend operating in any state without a FDIC
Bank Charter. Payday loans conducted over the Internet do not require a bank charter
in any state; however in the states that prohibit payday loans, most payday loan
companies enforce a surcharge to offset any bad loans on the Internet. As of June
11, 2004, the above list was in force by the above mentioned states. This is subject to
change without notice. As local conditions and regulations can change at any time,
the Issuer advises the license holder(s) to consult with legal counsel and the local and
state authorities as part of the license holder’s due diligence process. The Issuer will
assist the license holder with obtaining the state license if the license holder chooses
to operate a retail storefront establishment. Once the Issuer begins the process of
working with the license holder(s), the Issuer will send to the license holder(s) a “DO
LIST” and “DO NOT DO” LIST, which will assist the license holder(s) in speeding
up the licensing requirements.
5. An estimate of the amount spent during each of the last two fiscal
years on research and development activities, and, if applicable, the
extent to which the cost of such activities are borne directly by customers;
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The Issuer’s research and development was close to 2 million dollars that was paid by
initial principals and Shareholder of Cash Now, Inc., the Ontario, Canada
Corporation.
6. Cost and effects of compliance with environmental laws -federal, state and
local
C. Investment Policies
The Issuer does not own any real estate or any interest on real estate.
The Issuer does not intend to invest in securities of any kind at this time. The
Issuer intends to place any surplus capital in bank certificates of deposit or
established money market short -term accounts.
The Cash Now Corporation business has become a “ONE STOP FINANCIAL
CENTER FOR CONSUMERS”, with multiple offerings. The principals and the key
personnel of Cash Now Corporation have extensive knowledge in the payday loan, check
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cashing, finance, information and technology fields, including: E Commerce, E
Marketing, E Enhancements, and E Applications. The need for consumers and businesses
to expand and grow their assets through acquisition and debt financing is the most
significant economic business trend of this new century. Cash Now Corporation has used
its knowledge and tools in the information and technology sector to develop a unique
model for the payday loan and check cashing business. After spending years in the
Internet industry, the company looked for innovative ways to apply Internet technology
to the short-term loan business. After intense research, development and competitive
analysis cycle, the Cash Now Corporation system was launched. The market for the
Issuer’s products and services is that initially of the United States and Canada.
The Issuer has chosen to make available the “Cash Now” system through a chain of
carefully selected Licensees. This does not mean that the Issuer’s licensing program is a
permanent one. The Issuer may choose to not to issue licenses at some point of time and
concentrate its efforts to company owned locations. This determination will rely on a
number of factors that cannot be foreseen at this time. In the beginning stage of the
Issuer’s business, it is easier and most cost effective to expand by way of licenses to
independent operators of the Issuer’s business. The Issuer reserves the right to stop
offering licensed units at any time.
Payday Express:
This segment of the Issuer’s business plans offers payday loans on a face to face basis
where permissible and via the Internet. It is a Licensing Agreement whereby the license
holders purchase the Issuer’s technology, training and “know how”. It can be a home
based business opportunity, operated out of an office or storefront, or an add-on to an
existing business. The license holder is free to promote its own business name instead of
Cash Now’s and the license holders do not pay any royalties. The license holder pays
the Issuer a $150 monthly maintenance fee and $150 CSR Trust Vault fee which covers
the hosting of the license holder’s website, technical updates to the license holder’s
payday loan software and website and use of the Issuer’s Trust Vault that the license
holder will use for logging each daily transaction, accounting collections,
communications and as a contact management tool. The license holder is free to name its
business, operate the business as the license holder wishes and not subject to specific
operations as prescribed by the Issuer. The license holder(s) will receive on-site training
and technical support. The Payday Express model is available in all states and provinces.
Other services such as Money Wiring, Money Orders, Debit Cards, Pre-paid Credit
Cards, Fax & Photocopy Services, Bill Payment, Phone Reconnection, Tax Preparation
and other financial options can also be added. Through Cash Now Corporation’s
program, the license holder(s) may choose to become an Electronic Funds Distributor
(EFD) and operate under a FDIC Bank Charter. The Payday Express model is available
in all states and provinces.
Check Express
This segment of the Issuer offers everything included in the Payday Express model. In
addition, Check Express also includes a check-cashing component complete with the
Issuer’s check cashing software. Check Express is a Licensing Agreement whereby the
license holders purchase the Issuer’s technology and “know how”. The License holders
do not pay any royalties. The license holders pay the Issuer a $350 monthly
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maintenance fee and $150 CSR Trust Vault fee which covers the hosting of the license
holder’s website, technical updates to the payday loan software and website and use of
the Issuer’s Trust Vault that the license holder will use for logging each daily transaction,
accounting collections, communications and as a contact management tool. The Check
Express model is operated out of a storefront. Check cashing is conducted on a “face to
face” basis. Therefore, location is important to the growth of the license holder’s
business. The payday loan portion of the license holder’s business may be conducted at
the Check Express location, where permitted by state/provincial laws, or the license
holder may load the payday loan software on a home computer and conduct the loan
business remotely in all states/provinces exclusively via the Internet. Training is done
on-site and the license holder will receive the same support as does the Payday Express
Operator. As with Payday Express, the license holder is free to promote its own business
name instead of Cash Now’s and the license holder is free to operate its business. Other
services such as Money Wiring, Money Orders, Debit Cards, Pre-paid Credit Cards, Fax
& Photocopy Services, Bill Payment, Phone Reconnection, Tax Preparation and other
financial options can also be added.
Kiosk Express
This segment of the Issuer is designed to accommodate existing business that wish to add
check cashing and/or payday loans to the operation. KIOSK EXPRESS, the Issuer’s
“store within a store” concept. The license holder can utilize the square footage not
currently being used by the license holder’s business and add a self-contained,
completely equipped kiosk out of which the license holder can offer cash advances, check
cashing, money wiring, money orders, home phone reconnection, bill payment, debit
cards, secured credit cards and credit card applications to name just a few services. These
kiosks are fully secured units that are easily bolted to the license holder’s existing
establishment. The Kiosk Express will allow the license holder to own a CHECK
EXPRESS, with all its features and benefits, with the additional advantage of not having
to do a site build out. No extra rent to pay, minimal construction costs and no lease
negotiations. The license holder installs the kiosk and the license holder can begin
operations.
The Issuer’s most comprehensive marketing asset is the combined knowledge and
expertise of the management team, and the Issuer’s successful network of Licensees.
Furthermore, the Issuer’s convenient locations and customer service support structure
enhance the Issuer’s position by providing cash markets a versatile, helpful resource. The
Issuer’s licensees are empowered by Cash Now product lines, which will help them
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expand their operations by hiring additional staff to attract new revenue streams. The
Cash Now model will serve as a backbone, and enable the Issuer’s license holders an
income stream to conduct their day-to-day operations. The laws of supply and demand
apply to the payday loan industry like they do to any retail or serviced-based industry. In
this business the product is cash. Cash Now Corporation works closely with investment
banks, private lenders, factoring companies, and private invoice discounting companies
to further enhance the license holders business by funding the license holder’s receivables
when the “product of cash” is low.
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All of the Issuer’s products and services are operational and in good standing
The Issuer shares this view of Forester Research: Financial self-direction is the
key to understanding why consumers buy financial products online. Online financial
buyers stand out for their attitudes and behavior, not their demographics.
(Source Forester Research) After five years of blazing 97% compound annual growth,
US eCommerce will grow at a 25% CAGR over the next five years. Barring unforeseen
events, eCommerce will grow to $217.8 billion, representing 8% of the total retail sales
by 2007. http://www.forrester.com/ER/Research/Report/Summary/0,1338,14984,00.html
The Issuer’s methods of competition: The Issuer is focused on the Internet and utilizes
the Trust Vault www.trustvault.com <http://www.trustvault.com/> as the Issuer’s
back-office. The Issuer’s method of competition is also selling licenses or "setting
up competitors" in the retail sector where the Issuer has no intention of operating and
virtually cannibalizing that sector while the Issuer "works the web". Again for the on line
competition, the Issuer utilizes the Trust Vault which is a fully interactive, real time CSR
solution.
5. Sources and availability of raw materials and the names of principal suppliers
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7. Patents, trademarks, licenses, franchises, concessions, royalty agreements, or
labor contracts, including their duration
The Issuer is committed to a license agreement between Dannic IP Holdings Inc. and the
Issuer for the use of the software and Trust Vault for a 5 year term, renewable every 5
years. Trademark Serial Number 78116220. The Issuer pays monthly fee $ 25,000 or
annually $250,000. The Issuer also has several employment agreements with key staff
The Issuer is not subject to government approval and the license holders must apply for
their own licenses, where applicable.
The Issuer does not own any real estate. The Issuer presently Leases a 3600 Sq. Ft office
in Toronto, Canada and a 1500 Sq. Ft. office in Ft. Lauderdale, Florida. The lease
payment on the Canadian space is $11,000 per month and the lease is in effect for another
3 years; the lease payment on the Florida office space is $4,000 per month with the lease
being in effect for another 5 years. The Issuer owns some furnishings and equipment and
leases other equipment.
Janet 50 VP Marketing
Smith…………………………...
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Samir 40 Chief IT Development Officer
Khosla…………………………
Brad 30 Director
Estra…………………………….
Miro Zecevic has served as Chief Executive Officer of Cash Now.com, LLC since
October 2003 and as President and Managing Member from the inception of Cash
Now.com, LLC in May 2003 through September 2003. During that same period of time,
he has served in the same positions for Cash Now Plus.com. Mr. Zecevic has served as
President of CN-USA from November 1999 through September 2003 and as CEO of CN-
USA from October 2003 through the present. From November 1999 through July 2001,
Mr. Zecevic was actively developing the business model and the Cash Now System in
Ontario, Canada. Mr. Zecevic has served in a similar capacity with our affiliates CN-
Canada, Dannic, ATM Franchise, IFGX.com, and Cash Next. From August 1998 to
March 2000, Mr. Zecevic served as President of Digital-ISP.com, Inc. in Toronto,
Ontario, Canada.
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formed an International sales team at Cash Now. He has joined Cash Now to aid in the
further expansion of outlets in North America and assist the company with its global
expansion efforts.
Teresa Rubio has served as Manager of Finance and Administration of Cash Now.com,
LLC since its inception in May 2003. During that same period of time, she has served as
Manager of Finance and Administration of Cash Now Plus.com, LLC. Ms. Rubio served
as Manager of Finance and Administration of CN-USA from July 2001 through May
2003 and served in the same capacity for CN-Canada from March 2000 through July
2001. From August 1998 through March 2000, Ms. Rubio served as Treasurer of Digital-
ISP.com, Inc. in Toronto, Ontario, Canada.
Born and raised in Ottawa, Janet Smith has traveled the world and resided in such cities
as Montreal, Toronto, Vancouver, Miami, New York and London. With a multi-faceted
background that includes a Journalism Degree from Carleton University, a Business
Degree from the University of Toronto and Stock Broker’s Licenses for both Canada and
the U.S., Janet has embarked on numerous successful business ventures over the years.
Janet has developed and managed an international courier company, utilized her strong
background in sales and marketing to excel as a Senior Sales Director for Mary Kay
Cosmetics and garnered accolades as a telemarketing professional while gaining
extensive experience in hiring, training and motivating sales forces throughout Canada
and the U.S. Janet has owned and operated three lifestyle magazines in the Greater
Toronto Area as well as a company that provided in-house promotional magazines for
hundreds of hotels throughout Canada and the U.S. and promoted Real Estate firms to
home re-locators nationwide. Janet brings to the Cash Now group of companies a wealth
of knowledge gathered from her extensive experience in an array of industries from the
ground level up. With her strong organizational skills, competency in all aspects of the
written word and immense capability to design and implement projects large and small,
Janet thrives on the day-to-day challenges presented by the rapid growth of a vital and
dynamic company such as Cash Now dedicated to promoting, business opportunities and
new start-ups worldwide.
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10 years, Samir has worked for companies in India, USA, UK and Canada. During this
period, Samir has picked up a wealth of business and technology related experience in
various capacities. Some of the companies Samir has worked for include a role as a
Systems Engineer at Suzuki and an assistant Program Manager at the software services
division at Hewlett Packard. Samir has a background in business and technology
consulting and was a Business Consultant for Samsung Corporation for 3 years where he
helped Samsung identify and assess potential acquisition targets in Asia. Further, he was
instrumental in the formation of Samsung's Offshore Delivery Center in New Delhi,
India. Samir co founded eDynamic Corporation, and Trust Vault .Com a Toronto based
provider of software and interactive solutions. In the past 5 years the company has grown
from a home based company to a multinational corporation with customers such as
American Express, Sunoco and GE. The company currently does business in Canada,
India, UK and USA.
Garr Winters has more than 30 years experience with bottom-line responsibility
situations, starting out as a remarkably successful operator at Expo 67. In his long,
successful career, Garr has also built a domestic manufacturing and import travelware
group,and took a leadership role in international satellite sales & marketing. He also
developed adult vocational training programs with the Ontario and Canadian
governments. His worldwide travels and knowledge of many industries have created a
network of associates, putting him in a strong position with Cash Now.
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A member of the South Florida health care community for the past seven years, Mr.
Estra’s background is comprised of a solid mix of professional and entrepreneurial
experiences rooted in financial analysis, strategic management, and accounting. A
Presidential scholar who received his bachelors’ degree in finance and accounting with
honors from Babson College, Mr. Estra has a wide range of exposure to both public and
private corporations in a variety of industries. With a primary background in financial
analysis and strategic management, Mr. Estra spent two years with Swiss Bank Corp, and
then UBS, AG working on the trading floor of one of the world’s largest investment
banks. Responsible for positioning the US Dollar book, Mr. Estra managed the trade and
purchase of nearly $10 billion a day. After leaving the investment-banking world Mr.
Estra purchased All Nursing Services, a South Florida based home health agency. Estra’s
management and client marketing strategies played a key role in the financial turn-around
of a company suffering from slumping revenue and the uncertainty of regulatory change.
After successfully managing ANS back to profitability with consistent growth in sales
and income, Mr. Estra started Platinum Rehabilitation, Inc., a physician group practice
and Multi-Therapy Associates; a physical and occupational therapy firm. Both
companies have made the progression from a startup to profitable entities in less than one
year. Mr. Estra started Sinai Medical Clinic in 2000, servicing the 17,000 residents of
Century Village in Palm Beach. It has grown from start up to a 31,000 multi faceted
center geared to the chronic care of it elderly client base
None of the above Officers or Directors has in the last 5 years been:
c. General Partners;
NONE
d. Investment Banker
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NONE
e. Promoters;
NONE
f. Control Persons:
Dannic IP holdings
g. Issuer’s counsel:
Under Review
h. Issuer’s Auditor:
j. The Issuer has had no other advisors who assisted in the preparation of this
disclosure documentation.
Following the disclosure is an opinion by issuer’s counsel stating that any securities of
the issuer may be sold pursuant to an exemption from registration under Section 5 of the
Securities Act of 1933.
With respect to the issuer’s accountant or auditor, the information clearly describes the
work done and describes the responsibilities of the accountant and the responsibilities of
management (i.e. who audits, prepares or reviews the issuer’s financial statements, etc.).
The accountant’s phone number and email address are listed above. A description of the
accountant’s licensing and qualifications to perform such duties on behalf of the issuer
are listed in the financial notes.
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Shares of
Common Stock Approximate
Name Owned: Percent
Following is a description of all known relationships among and between the Issuer, its
Shareholders and the Issuer, its officers and director and other Shareholders:
Following is a list of whom controls and addresses for the above corporation:
Dannic IP holdings
Chambers
111 East Hill Place
North Market Street
P.O. Box N-9965
Nassau, The Bahamas
ITEM 12. ISSUER’S MOST RECENT BALANCE SHEET, PROFIT AND LOSS
AND RETAINED EARNINGS STATEMENTS:
The Issuer’s most recent balance sheet, profit and loss and retained earning statements are
filed on Pink Sheets.
The Issuer will continue to post information on the Pink Sheets as required.
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ITEM 13. ISSUER’S FINANCIAL STATEMENTS FOR THE TWO PRECEDING
FISCAL YEARS;
The Issuer’s financial statements for the two preceding fiscal years have been filed on
Edgar and the Pink Sheets website.
The Issuer has no knowledge of the quotation being submitted on behalf of the Issuer or
any director, officer or more than ten percent shareholder of the issuer’s securities.
th
The undersigned hereby states this 4 Day of April that he has read the information set
forth herein above, and attests hereby to the best of his knowledge and belief, such
information is true and correct.
Attachment A
Opinion Letter
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WILLIAM YARNO LAW OFFICES, LTD.
(A Professional Law Corp.)
4010 West Congress Street, Suite 203
Lafayette, Louisiana 70506
December 1, 2004
Board of Directors
Cash Now Corporation
110 East Broward Blvd., Suite 1700
Fort Lauderdale, FL 33301
Gentlemen:
You have requested my written opinion and analysis regarding the tradeability of
shares issued to certain shareholders of Cash Now Corporation (formerly B Com, Inc.), a
Nevada Corporation (The “Company”). I have reviewed the Articles of Incorporation of
the company, its by-laws, minutes of directors and shareholders meetings, board
resolutions and related documents provided by the company.
Specifically, I have been asked to provide your board with a legal opinion
pertaining to the trading status of 4,050,000 shares of common stock sold to certain
stockholders on October 12, 2000.
I further understand that the shares involved by affected shareholders are not
being held by a stockholder owning more than five percent (5%) or is in an otherwise
controlling position with Cash Now Corporation. Further, the shareholders are not
affiliates of the company as defined in Rule 144 of the Securities and Exchange
Commission at this time nor have they have been an affiliate during the preceding three
(3) months.
Based upon the foregoing, my opinion is that 4,050,000 shares of common stock
of Cash Now Corporation is to be issued in reliance upon the exemption provided by
Rule 144 promulgated under the 1933 Act and the certificates representing the shares
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with regard to the shareholders need not bear a restrictive legend pertaining to any sales
or dispositions of the shares. In addition, no “stop transfer” instructions need to be lodged
against the certificates and thus these shares are free trading shares.
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Cash Now Corporation
Page 2
December 1, 2004
As previously stated, the opinions and conclusions expressed herein are based
upon the facts that have been provided to me by the company. This opinion is premised
on the accuracy of the facts and representations of the company. In the event such facts
and representations are determined not to be true, this opinion shall be null and void.
Respectfully,
William Yarno
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