SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K/A Amendment No. 2 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act Date of Report (Date of Earliest Reported) January 17, 2001 Advanced Technologies Group, LTD (Exact name of registrant as specified in its charter) Nevada 0-30987 86-0987213 - ------------------------ ------------------------ ----------------------- (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 40 Exchange Place 15th Floor New York, NY 10005 (Address of Principal Executive Offices Including Zip Code) (212) 624 1940 ------------------------------- (Registrant's Telephone Number) SeventhCai, Inc. 10245 East Via Linda, Suite 220, Scottsdale, AZ 85285 (Former Name or Formaer Address If Changed From Last Report) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS 1. Pro Forma financial Statement of the merged Companies. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant caused this registration statement to be signed on its behalf by the undersigned thereunto duly authorized. Date: February 2, 2001 Advanced Technologies Group, LTD By: /s/Alexander Stelmak ----------------------------- Alexander Stelmak Its: President and CEO 2 ADVANCED TECHNOLOGIES GROUP, LTD, FORMALLY OXFORD GLOBAL NETWORK LTD. (A DEVELOPMENT STAGE COMPANY) PRO-FORMA BALANCE SHEET AS OF THE YEARS ENDED DECEMBER 31, 2000 AND 1999 2000 1999 ----------- ----------- ASSETS CURRENT ASSETS: Cash on deposit $ 17,125 $ 753,355 Prepaid expense 13,440 0 Loan receivable 61,225 0 ----------- ----------- Total current assets 91,790 753,355 OTHER ASSETS: Property, plant, and equipment (net of accumulated depreciation of $3,524,655 at 9/30/00 and $2,373,609 at 12/31/99) 99,792 99,792 Software development costs 999,270 858,892 Note receivable 75,000 Security deposit 19,576 9,436 Patent 10,615 9,590 ----------- ----------- Total assets $ 1,296,043 $ 1,731,065 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable & accrued expenses 174,175 199,115 Income taxes payable 7,655 7,655 Notes payable 75,000 0 ----------- ----------- Total current liabilities 256,830 206,770 LONG TERM LIABILITIES: Debentures payable 175,000 0 Common stock 5,641 5,641 Additional paid in capital 3,670,641 3,400,141 Accumulated deficit during the development stage (2,812,069) (1,881,487) ----------- ----------- Total shareholders' equity 864,213 1,524,295 ----------- ----------- Total Liabilities & Shareholders' Equity $ 1,296,043 $ 1,731,065 =========== =========== 3 ADVANCED TECHNOLOGIES GROUP, LTD, FORMALLY OXFORD GLOBAL NETWORK LTD. (A DEVELOPMENT STAGE COMPANY) PRO-FORMA STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2000 REVENUES: Gross Sales $ 0 Less cost of sales 0 --------- Gross profit on sales 0 GENERAL AND ADMINISTRATIVE EXPENSES: Salaries and benefits 188,313 Rent & utilities 50,369 Consulting & professional fees 556,193 Office administration 27,411 Licenses & placement fees 52,540 Communication costs 39,888 Travel & promotion 34,499 Depreciation 0 --------- Total costs and operating expenses 949,213 Net loss from operations (949,213) OTHER REVENUES AND EXPENSES: Miscellaneous consulting fee 8,494 Interest income 10,137 --------- Net income before provision for income taxes (930,582) Provision for income taxes 0 --------- Net loss ($930,582) ========= 4 ADVANCED TECHNOLOGIES GROUP, LTD, FORMALLY OXFORD GLOBAL NETWORK LTD. (A DEVELOPMENT STAGE COMPANY) PRO-FORMA STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2000 OPERATING ACTIVITIES: Net loss $ (930,582) Adjustments to reconcile net income items not requiring the use of cash: Depreciation and amortization 0 CHANGES IN OTHER OPERATING ASSETS AND LIABILITIES: Prepaid expense (13,440) Loan receivable (61,225) Note receivable (75,000) Security deposit (10,140) Patent (1,025) Accounts payable & accrued expenses (24,940) Income taxes payable 0 Notes payable 75,000 ----------- Net cash provided by operations (1,041,353) INVESTING ACTIVITIES: Investment in software development (140,378) ----------- Net cash used by investing activities (140,378) FINANCING ACTIVITIES: Funds received from debenture offering 175,000 Funds received from subscriptions to stock 270,500 ----------- Net cash used by financing activities 445,500 ----------- Net increase (decrease) in cash during the period (736,230) Cash balance at beginning of fiscal year 753,355 ----------- Cash balance at end of the period $ 17,125 =========== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Interest paid during the fiscal year $ 0 Income taxes paid during the fiscal year $ 13,440 5 ADVANCED TECHNOLOGIES GROUP, LTD, FORMALLY OXFORD GLOBAL NETWORK LTD. (A DEVELOPMENT STAGE COMPANY) PRO-FORMA STATEMENT OF CHANGES IN SHAREHOLDER EQUITY FOR THE YEAR ENDED DECEMBER 31, 2000 Common Stock Additional Accumulated Shares Amount Paid in Capital Earnings Total ------ ------ --------------- -------- ----- Balance at January 1, 2000 5,641,000 $5,641 $3,400,141 ($1,881,487) $ 1,524,295 Subscriptions for common stock 270,500 270,500 Net income for the fiscal year (930,582) (930,582) --------- ------ ---------- ----------- ----------- Balance at December 31, 2000 5,641,000 $5,641 $3,670,641 ($2,812,069) $ 864,213 ========= ====== ========== =========== =========== 6