10KSB 1 form10ksb.htm ANNUAL REPORT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2006 Filed by Automated Filing Services Inc. (604) 609-0244 - Intrepid Global Imaging 3D Inc. - Form 10KSB

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-KSB

(Mark One)

[X] Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2006.

[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 (No fee required) for the transition period from__ to __.

Commission file number: 000-27407

INTREPID GLOBAL IMAGING 3D, INC.
(Formerly “Mangapets, Inc.”)
(Name of Small Business Issuer in Its Charter)

Delaware 98-0187705
(State or Other Jurisdiction of Incorporation or (I.R.S. Employer Identification No.)
Organization)  

555 S. Old Woodward, Suite 1109 Birmingham, MI 48009
(Address of Principal Executive Offices)

(248) 417-3202
(Issuer's Telephone Number, Including Area Code)

Securities registered under Section 12(g) of the Exchange Act:

Title of Each Class
Common Stock ($0.001 Par Value)

Check whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes X No

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No X

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B not contained in this form, and if no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB [ ].

The registrant's total consolidated revenues for the year ended December 31, 2006 were $0.

The aggregate market value of the registrant's common stock, $0.001 par value (the only class of voting stock), held by non-affiliates was approximately $ 117,319,117 based on the average closing bid and asked prices for the common stock on April 12, 2007.

At April 12, 2007, the number of shares outstanding of the registrant's common stock, $0.001 par value (the only class of voting stock), was 27,933,123.

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TABLE OF CONTENTS

PART I

Item 1. Description of Business 3
Item 2. Description of Property 9
Item 3. Legal Proceedings 9
Item 4. Submission of Matters to a Vote of Security-Holders 9
     
     
  PART II 
     
Item 5. Market for Common Equity and Related Stockholder Matters 9
Item 6. Management's Plan of Operation 11
Item 7. Financial Statements 15
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 27
Item 8A. Controls and Procedures 28
Item 8B. Other Information 29
     
  PART III 
     
Item 9. Directors and Executive Officer 29
Item 10. Executive Compensation 32
Item 11. Security Ownership of Certain Beneficial Owners and Management 34
Item 12. Certain Relationships and Related Transactions 34
Item 13. Exhibits 34
Item 14. Principal Accountant Fees and Services 35
     
  Signatures 36

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PART I

ITEM 1. DESCRIPTION OF BUSINESS

General

As used herein the terms “Company,” “we,” “our”, and “us” refer to Intrepid, Inc. (formerly “MangaPets, Inc.”), a Delaware corporation and its subsidiaries and predecessors, unless the context indicates otherwise.

The Company was organized in 1998. Since inception, the Company has acquired and disposed of several technology and service related businesses. As more fully described below under the caption “Current Operations,” the Company’s current business plan is to develop and launch an interactive web portal and to acquire other ventures in the technology sector.

Historical Development

The Company decided in early 2005 to discontinue its operations with respect to the sale and deployment of the Triton product line of non-depository, indoor cash dispensers in connection with a license agreement acquired from Net Cash in 2003.

The Company’s operations have since focused on the development of the “Manga” interactive web portal and acquiring other ventures in the technology sector.

During 2006, in addition to completing the “Manga” themed web portal, the Company considered establishing a U.K. based subsidiary company to pursue acquisitions in the gaming sector. On the advice of counsel, and recent unfavorable events in the United States pertaining to on-line gaming, the Company decided not to pursue on-line gaming ventures.

Current Operations

After the signing of a letter of intent on April 14, 2005, the Company entered into a Portal Development Agreement (“Agreement”) on July 15, 2005, with Sygenics Interactive Inc., (“Sygenics”), a developer of advanced information management technology located in Montreal, Quebec, Canada, and an authorized licensee of Sygenics Inc. The Agreement provided for the design, development and deployment of an online virtual pet portal/website with highly interactive two-dimensional graphical interfaces and a powerful multi-layered back end engine to enable the building of a worldwide virtual community.

The web portal was to be designed by integrating a combination of technologies previously developed and owned by Sygenics Inc., as well as third party software, and new software to be developed specifically for the Company by Sygenics.

Sygenics was expected to complete the first stage of the portal by December of 2005 and complete the final stage in August of 2006.

However, in 2006, a dispute arose between the Company and Sygenics. The work of Sygenics and the development of the Mangapets website are currently suspended.

On December 4, 2006 the Company signed a Letter of Intent with Intrepid World Communications to merge one hundred percent (100%) of their Entertainment and Medical assets (the “Assets”) as well as documentation of its product licenses, agreements, office leases, patents, copyrights, trade secrets,

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technology licenses and agreements with vendors and customers, from a limited liability company organized and incorporated under the laws of Delaware.

On Jan 29, 2007 Mangapets Inc. entered into a Material Definitive Agreement with Intrepid World Communications to merge one hundred percent (100%) of their Entertainment and Medical assets as well as documentation of its product licenses, agreements, office leases, patents, copyrights, trade secrets, technology licenses and agreements with vendors and customers.

The merger with Intrepid World Communications is expected to close during the second quarter of 2007.

The MangaPets web portal

The portal will contain games, merchandizing, and activities inspired by the "Manga" theme. The term “Manga” has come to describe Japanese comic books and animated cartoons.

Included on the site will be:

  • interactive, engaging, and interesting Manga inspired characters, pets, species and avatars who the users will be able to identify;
  • games and situations where users can accumulate virtual points which they can use to trade with other users or exchange for items for their pets, species or avatars;
  • several different settings or environments which blend and join together to create one complete community or world through which users can traverse;
  • storylines and narratives, names and profiles for the characters, names and descriptions for the different environments;
  • a virtual shopping mall where national and international chain stores can rent web site space for the purpose of showcasing their goods and providing them with an advertising opportunity and where users will be able to use their virtual points to purchase virtual goods for their pets, species and avatars, as well as exchange them for discount purchase vouchers for "real" items for their personal use;
  • an integrated back end e-commerce engine that will allow for the merchandising and licensing of products associated with the site; and
  • Japanese, Chinese, Korean, French, Spanish, German, Italian and Portuguese translations of the site content.

Online Communities

Since its widespread adoption in the mid-1990s, the world-wide web has developed a large number of communities of people who share an interest in a common set of cultural symbols and activities. Foremost among these are gaming and role-playing communities. Advances in communications technologies, and the concomitant rise in bandwidth and decrease in connection costs, have caused these communities to increase rapidly in both size and activity in the last five years.

A number of these communities, which are loyal to one or a few web sites which cater to their interests, have generated substantial business for the site owners. The sources of revenue vary, but the sites are largely characterized by offering free access to a number of services (games, information, chat rooms, email and so on), and charge only for the sale of community-related merchandise. Click-through advertising revenues are the second major source of revenue. Advertising sales may, in some cases, be the only or the main source of revenue.

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The Company’s Approach

We will connect advertisers to consumers through a variety of online marketing properties integrated throughout our services. Our advertising and e-commerce products will include a broad range of targeting techniques for online advertising, email campaigns, start-page placements and channel sponsorship opportunities. We will also provide consumers convenient access to third party Internet search services throughout many of our Web properties and services and generate a significant portion of our advertising and commerce revenues from our users utilizing such search services

The MangaPets web portal is aimed at establishing an international community of interest focused around a very popular and diverse form of cultural expression, highly popular in a number of Asian countries, and with rapidly growing popularity in North America. This community is not, thus far, well-served in web sites catering to people whose languages and cultural milieu originate from Europe.

Governmental Regulation

Upon the launch of the Company’s interactive web portal, the Company will become subject to a number of laws that affect companies conducting business on the Internet. In addition, because of the increasing popularity of the Internet and the growth of online services, laws relating to user privacy, freedom of expression, content, advertising, information security and intellectual property rights are being debated and considered for adoption by many countries throughout the world. In addition to government regulation, the Company’s operation of the Web Portal may also be exposed to liability for the activities of the users of the Web Portal. For example, in the US, a number of actions are pending against the operators of online Internet services for defamation, libel, invasion of privacy and other data protection claims, tort, unlawful activity, copyright or trademark infringement, or other theories based on the nature and content of the materials searched and the ads posted or the content generated by users of such online Internet services.

In addition, other federal laws could have an adverse impact on the Company’s business. For example, the Digital Millennium Copyright Act has provisions that limit, but do not eliminate, the Company’s liability for listing or linking to third-party web sites that include materials that infringe copyrights or other rights, so long as the Company complies with the statutory requirements of this act. The Children’s Online Protection Act and the Children’s Online Privacy Protection Act restrict the distribution of materials considered harmful to children and impose additional restrictions on the ability of online services to collect information from minors. In addition, the Protection of Children from Sexual Predators Act of 1998 requires online service providers to report evidence of violations of federal child pornography laws under certain circumstances.

Competition

The Company will have many diverse competitors in its efforts to launch a web portal, attract users of the web portal, and attract advertisers to the web portal. Many of these competitors are better established with loyal followings of users and advertisers. Many of these competitors will have greater financial and other resources and have prior experience in this business.

Employees

The Company currently has no full time employees. Management of the Company expects to continue to use consultants, attorneys, and accountants as necessary, to complement services rendered by our employees.

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RISK FACTORS

Our future operating results are highly uncertain. Before deciding to invest in us or to maintain or increase your investment, you should carefully consider the risks described below, in addition to the other information contained in this annual report. If any of these risks actually occur, our business, financial condition or results of operations could be seriously harmed. In that event, the market price for our common stock could decline and you may lose all or part of your investment.

Risks Related to our Developing Operations

Our business model is unproven.

Our business model depends upon our ability to implement and successfully execute our business and marketing strategy, which includes the following: develop, deploy, and enhance the technology and systems which will underlie the interactive web portal; attract users of the web portal at a reasonable cost; reliably process transactions through the web portal; locate, develop and maintain strategic relationships with advertisers who wish to target the demographic groups which use the Company’s web portal.

As our business model is unproven, we cannot be certain that our business strategy will be successful or that we will ever be profitable.

We might not be able to establish and strengthen a brand identity.

We believe that establishing a strong brand loyalty is critical to achieving acceptance of the web portal. Promoting and positioning our brand will depend largely on the success of our marketing efforts and our ability to provide consistent, high-quality experiences on the web portal. Our brand promotion activities might not be successful or, even if successful, result in enough revenues to offset the expenses incurred.

We might not be able to determine or design features and functionality that Web Portal users and advertisers require or prefer.

We are designing and developing the web portal based upon existing web sites and the experience and insights of our management. Our success will depend in part upon our ability to accurately determine the features and functionality that the web portal users and advertisers require or prefer, and our ability to successfully design and implement solutions that include these features and functionality. We cannot be certain that the features and functionality that we plan to offer in the web portal will satisfy the requirements or preferences of our current or potential customers.

We will depend on third parties to provide reliable software, systems, and services.

We currently have no technology assets or resources to build the web portal. We plan to rely substantially upon third-party service providers to help us build, maintain, and house key components of our web portal. These services might not be available in a timely manner or on commercially reasonable terms. Failure to obtain the necessary services to enable us to build, maintain, and house our web portal could have a materially adverse effect on our business, financial condition, results of operations, and prospects.

In addition, several of the third-parties upon whom we plan to depend upon have a limited operating history, have relatively immature technology, and are themselves dependent on reliable delivery of

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services from others. As a result, our ability to deliver various services to our users might be adversely affected by the failure of these third parties to provide reliable software, systems, and related services to us.

The online web services markets are intensely competitive.

Many different companies are positioned to emerge as competitors in this marketplace. Many of our potential competitors have longer operating histories, significantly greater financial, technical, marketing, and other resources than we have, a significantly greater name recognition, a larger installed base of potential customers, and more extensive knowledge of our industry. Such competitors might be able to spend more aggressively on marketing and advertising for their brands, products, and services. They also might adopt more aggressive pricing policies and make more attractive offers to employees.

There are minimal barriers to entry in our market, and competitors can launch web-enabled products and service at relatively low cost. Other companies may develop products and services that are less expensive and more useful to the hard goods industry. These companies might be more successful in their marketing efforts and thereby limit our ability to gain market share.

Our ability to protect the intellectual property to be developed is uncertain.

We believe that intellectual property will be critical to our success. We will rely on trademark, copyright, and trade secret protection to protect our intellectual property. The measures we take to protect our intellectual property might not be successful, which could have a materially adverse effect on our business. The United States or foreign jurisdictions might not grant us any copyrights, trademarks, or other protection for our intellectual property. There also can be no assurance that our intellectual property rights will not be challenged, invalidated, or circumvented, by others or that our intellectual property rights will provide us with a competitive advantage.

If other parties assert infringement claims against us, the defense of any such claim, whether with or without merit, could be time-consuming, result in substantial litigation expenses, and diversion of technical management personnel. If any such claims are adversely determined, we might be required to develop non-infringing technology or enter into licensing agreements. These licensing agreements, if required, might not be available on terms acceptable to us, or at all. In the event a claim of infringement is successfully asserted against us and our failure or inability to develop non-infringing technology or license the infringed or similar technology on a timely basis, would be likely to materially and adversely affect our business, financial condition, results of operations, and prospects.

General Risks

We have a history of significant operating losses and such losses may continue in the future.

Since our inception in 1998, our expenses have substantially exceeded our revenue, resulting in continuing losses and an accumulated deficit of $3,639,918 at December 31, 2006. During fiscal 2005, we recorded a net loss of $754,838. We will continue to incur operating losses as we maintain our search for a suitable business opportunity and satisfy our ongoing disclosure requirements with the Securities and Exchange Commission ("Commission"). Our only expectation of future profitability is dependent upon our ability to fully develop our anticipated web portal, and or the

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completion of the acquisition of Intrepid World Communications which can in no way be assured. Therefore, we may never be able to achieve profitability.

We anticipate that we will incur operating losses for the foreseeable future.

We expect to incur substantial operating losses for the foreseeable future. We intend to increase our operating expenses substantially as we increase our product development, marketing, and brand building activities. We will increase our general and administrative functions to support our growing operations. We will need to generate significant revenues to achieve profitability, and we might not be able to sustain or increase profitability in the future. We will be dependent upon our ability to obtain additional capital form borrowing and the sale of securities to fund our operations. There is no assurance that additional capital can be obtained or that it can be obtained on terms that are favorable to the Company and its existing stockholders.

The market for our stock is limited and our stock price may be volatile.

The market for our common stock has been limited due to low trading volume and the small number of brokerage firms acting as market makers. Because of the limitations of our market and volatility of the market price of our stock, investors may face difficulties in selling shares at attractive prices when they want to. The average daily trading volume for our stock has varied significantly from week to week and from month to month, and the trading volume often varies widely from day to day.

We may incur significant expenses as a result of being quoted on the Over the Counter Bulletin Board, which may negatively impact our financial performance.

We may incur significant legal, accounting and other expenses as a result of being listed on the Over the Counter Bulletin Board. The Sarbanes-Oxley Act of 2002, as well as related rules implemented by the Commission, have required changes in corporate governance practices of public companies. We expect that compliance with these laws, rules and regulations, including compliance with Section 404 of the Sarbanes-Oxley Act of 2002 as discussed in the following risk factor, may substantially increase our expenses, including our legal and accounting costs, and make some activities more time-consuming and costly. As a result, there may be a substantial increase in legal, accounting and certain other expenses in the future, which would negatively impact our financial performance and could have a material adverse effect on our results of operations and financial condition.

Our internal controls over financial reporting may not be considered effective, which could result in a loss of investor confidence in our financial reports and in turn have an adverse effect on our stock price.

Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, beginning with our annual report for the year ending December 31, 2007, we may be required to furnish a report by our management on our internal controls over financial reporting. Such report will contain, among other matters, an assessment of the effectiveness of our internal controls over financial reporting as of the end of the year, including a statement as to whether or not our internal controls over financial reporting are effective. This assessment must include disclosure of any material weaknesses in our internal controls over financial reporting identified by management. The report will also contain a statement that our independent registered public accounting firm has issued an attestation report on management's assessment of internal controls. If we are unable to assert that our internal controls are effective as of December 31, 2007 or if our independent registered public accounting firm is unable to attest that our management's report is fairly stated or they are unable to express an opinion on our management's evaluation or on the effectiveness of our internal controls, investors could lose

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confidence in the accuracy and completeness of our financial reports, which in turn could cause our stock price to decline.

ITEM 2 DESCRIPTION OF PROPERTY

The Company currently maintains its office at 555 S. Old Woodward, Suite 1509 Birmingham, MI 48009.

ITEM 3. LEGAL PROCEEDINGS

On January 5, 2005 Integrity Securities, LLC (the “Claimant”) initiated an arbitration action over the terms of a Financial Consulting Services Agreement (the “Agreement”), dated December 6, 2002. The purpose of the arbitration was to determine whether the 250,000 shares issued to the Claimant pursuant to the Agreement could be cancelled for failure to provide consulting services

On February 16, 2006 the International Centre for Dispute Resolution provided the Company with a copy of the Award of Arbitrator in the matter with the Claimant, which concluded that (a) the Claimant was owed nothing on any of its claims against the Company, (b) that we were entitled to cancel and rescind the issuance of certain shares to the claimant, and (c) that each side would bear its own attorney fees.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matter was submitted to a vote of the security holders, through the solicitation of proxies or otherwise, during the fourth quarter ended December 31, 2006.

PART II

ITEM 5.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

The Company's common stock is quoted on the Over the Counter Bulletin Board under the symbol, “IGLB.” Trading in the common stock in the over-the-counter market has been limited and sporadic and the quotations set forth below are not necessarily indicative of actual market conditions. Further, the following prices reflect inter-dealer prices without retail mark-up, mark-down, or commission, and may not necessarily reflect actual transactions. The high and low bid prices for the common stock for each quarter of the fiscal years ended December 31, 2005 and 2006 were as follows:

Quarter
ended

High

Low
3/31/05 $14.84* $6.22*
6/30/05 $4.54* $2.94*
9/30/05 $4.02* $2.66*
12/31/05 $3.00* $2.10*
3/31/06 $0.88* $0.83*
6/30/06 $0.80* $0.75*

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9/30/06 $1.12* $1.12*
12/29/06 $2.90 $2.70*

*Adjusted to reflect 3:2 forward stock splits on March 14, 2005 and September 29, 2005 and a 1:2 reverse stock split effective on September 21, 2006.

Record Holders

As of April 12, 2007, there were approximately 125 shareholders of record holding a total of 27,933,123 shares of common stock. The holders of the common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Holders of the common stock have no preemptive rights and no right to convert their common stock into any other securities. There are no redemption or sinking fund provisions applicable to the common stock.

Dividends

The Company has not declared any cash dividends since inception and does not anticipate paying any dividends in the foreseeable future. The payment of dividends is within the discretion of the board of directors and will depend on the Company's earnings, capital requirements, financial condition, and other relevant factors. There are no restrictions that currently limit the Company's ability to pay dividends on its common stock other than those generally imposed by applicable state law.

Sales of Unregistered Securities

On February 7, 2007, the Company issued 2,000,000 shares of common stock, par value $0.001, to Rene Hamouth pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29.The Company relied upon the exemption from securities registration pursuant to Section 4(2) and Regulation S promulgated by the Commission pursuant to the Securities Act.

The Company made this offering based on the following factors: (1) the issuance was an isolated private transaction by the Company which did not involve a public offering; (2) there was only one offeree who was issued the Company’s stock as a bonus for providing services to the Company; (3) the offeree stated an intention not to resell the stock; (4) there were no subsequent or contemporaneous public offerings of the stock; (5) the stock was not broken down into smaller denominations; and (6) the negotiations that lead to the issuance of the stock took place directly between the offeree and the Company.

The Company complied with the requirements of Regulation S by having no directed offering efforts made in the United States, by offering to only to an offeree who was outside the United States at the time the agreement originated, and ensuring that the entity to whom the stock were issued was a non- U.S. person with an address in a foreign country.

On February 7, 2007, the Company issued 20,000,000 shares of common stock, par value $0.001, to Jim Fischbach pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29.The Company relied upon the exemption from securities registration pursuant to Section 4(2) and Regulation D promulgated by the Commission pursuant to the Securities Act of 1933.

The Company made this offering based on the following factors: (1) the issuance was an isolated

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private transaction by the Company which did not involve a public offering; (2) there was only one offeree who was issued the Company’s stock as a bonus for providing services to the Company; (3) the offeree stated an intention not to resell the stock; (4) there were no subsequent or contemporaneous public offerings of the stock; (5) the stock was not broken down into smaller denominations; and (6) the negotiations that lead to the issuance of the stock took place directly between the offeree and the Company.

On December 12, 2006, the Company completed the sale of Thirty Five Thousand (35,000) shares of common stock, par value $.001 to Roger and Davina S. Lockhart, residents of Arizona USA, at $1.00 yielding gross proceeds to the Company of $35,000. The Company relied upon the exemption from securities registration pursuant to Section 4(2) and Regulation D promulgated by the U.S. Securities and Exchange Commission pursuant to the Securities Act of 1933.

On February 17, 2007, the Company completed the sale of Twenty Thousand (20,000) shares of common stock, par value $.001 to Jagroop Singh Sidhu a resident of Washington USA, at $1.50 yielding gross proceeds to the Company of $30,000. The Company relied upon the exemption from securities registration pursuant to Section 4(2) and Regulation D promulgated by the U.S. Securities and Exchange Commission pursuant to the Securities Act of 1933.

ITEM 6. MANAGEMENT'S PLAN OF OPERATIONS

Management Overview

During the next 12 months, the Company intends to continue its attempts to develop an interactive web portal and acquire other ventures in the technology sector.

The Company does not have sufficient capital to operate over the next fiscal year without a substantial infusion of operating capital. It will be necessary for the Company to either borrow funds to operate or generate operating funds through the sale of equity in the Company or its subsidiaries. There can be no assurance that the Company will be able to generate sufficient income from either borrowing, the sale of equity, or a combination thereof to allow it to operate its business during the coming year. Unless the Company is successful in raising additional operating capital, it will not have sufficient funds to operate during the balance of the fiscal year.

Results of Operations

The Company recorded no revenues from operations for the fiscal year ended December 31, 2006 or for the fiscal year ended December 31, 2005.

During the twelve month period ended December 31, 2006, the Company’s operations were limited to developing a web portal, identifying acquisition ventures in the technology sector and satisfying continuous public disclosure requirements

We do not expect to receive revenues within the next twelve months of operation, since we have yet develop our Manga themed web portal. For the current fiscal year, the Company anticipates incurring a loss as a result of web portal development, acquisition expenses, administration expenses, accounting costs, and expenses associated with maintaining its disclosure obligations under the Exchange Act of 1934, as amended (“Exchange Act”).

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Net Loss

Net loss for the year ended December 31, 2006 was $3,639,918 compared to a net loss of $754,838 for the year ended December 31, 2005.

The Company expects that it may continue to incur losses until such time as it develops profitable operations.

Expenses

Expenses for the year ended December 31, 2006 were $3,466,897 compared to $425,584 for the year ended December 31, 2005.

General and administrative expenses for the year ended December 31, 2006, were $3,466,897 compared to $281,178 for the year ended December 31, 2005. The increase in general and administrative expenses was primarily the result of the increase stock-based compensation.

Website planning costs for the year ended December 31, 2005 were $144,406. This expense is as a result of web site development costs incurred during the application and infrastructure development stage, including external direct costs of materials and services consumed in developing the software, creating graphics and web site content

We had other expenses from an impairment of website development costs totaling $173,021 for the year ended December 31,2006 and $304,254 for the year ended December 31, 2005.

The Company’s loss on discontinued operations for the year ended December 31,2005 includes a $25,000 impairment write down on the license agreement related to our sale of cash dispensers.

Liquidity and Capital Resources

Cash used by operations was $64,766 for the year ended December 31, 2006, and cash used by operations was $103,198 for the year ended December 31, 2005. Cash used by operations in 2006 and 2005 was mainly due to net losses of the company.

Cash flows provided by financing activities was $61,693 for the year ended December 31, 2006 and $113,480 for the year ended December 31, 2005.

Cash flows used in investing activities was $2,217 for the year ended December 31, 2006 compared to cash provided by investing activities of $9,584 during the year ended December 31, 2005.

In 2003, we adopted an equity compensation plan entitled "The 2003 Benefit Plan of Delta Capital Technologies, Inc." (the "Benefit Plan"). Pursuant to the Plan the Company may issue up to fifty five thousand three hundred and forty nine (55,349) shares of the Company's common stock (reverse and forward split adjusted) over a five year period, although the Board may shorten this period. The Plan is intended to aid the Company in maintaining and continuing its development of a quality management team, in attracting qualified employees, consultants, and advisors who can contribute to the future success of the Company, and in providing such individuals with an incentive to use their best efforts to promote the growth and profitability of the Company. A total of 101,460 shares were issued in 2005 and 55,349 shares remain available for issuance.

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Capital Expenditures

The Company made no significant capital expenditures on property or equipment over the periods covered by this report.

Impact of Inflation

The Company believes that inflation may have a negligible effect on future operations. The Company believes that it may be able to offset inflationary increases in the cost of sales by increasing sales and improving operating efficiencies.

Income Tax Expense (Benefit)

The Company has experienced losses and as a result has net operating loss carry forwards available to offset future taxable income.

Critical Accounting Policies

In Note 1 to the audited consolidated financial statements for the years ended December 31, 2006 and 2005, included in this Form 10-KSB, the Company discusses those accounting policies that are considered to be significant in determining the results of operations and its financial position. The Company believes that the accounting principles utilized by it conform to accounting principles generally accepted in the United States of America.

Preparation of Financial Statements

The preparation of financial statements requires Company management to make significant estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. By their nature, these judgments are subject to an inherent degree of uncertainty. On an on-going basis, the Company evaluates estimates. The Company bases its estimates on historical experience and other facts and circumstances that are believed to be reasonable, and the results form the basis for making judgments about the carrying value of assets and liabilities. The actual results may differ from these estimates under different assumptions or conditions.

Revenue Recognition

The Company plans to generate revenue through the sale of advertising on their web site which remains in development. Revenues will be recognized only when persuasive evidence for a sales arrangement exists; the fee is fixed or determinable; and collection of the fee is reasonably assured. Revenue derived from the sale of advertising will be recognized on the completion of the sale.

Recent Accounting Pronouncements

In September 2005, the EITF reached consensus on Issue No. 05-08, "Income Tax Consequences of Issuing Convertible Debt with a Beneficial Conversion Feature." EITF 05-08 is effective for financial statements beginning in the first interim or annual reporting period beginning after December 15, 2005. The adoption of EITF 05-08 is expected to have no impact on the Company's financial statements.

In September 2005, the EITF reached consensus on Issue No. 05-07, "Accounting for Modifications

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to Conversion Options Embedded in Debt Instruments and Related Issues." EITF 05-07 is effective for future modifications of debt instruments beginning in the first interim or annual reporting period beginning after December 15, 2005. The adoption of EITF 05-07 is expected to have no impact on the Company's financial instruments.

In September 2005, the EITF reached consensus on Issue No. 05-02, "The Meaning of 'Conventional Convertible Debt Instrument' in EITF Issue No. 00-19, 'Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company's Own Stock.'" EITF 05-02 is effective for new instruments entered into and instruments modified in reporting periods beginning after June 29, 2005. The adoption of EITF 05-02 is expected to have no impact on the Company's financial statements.

SFAS No. 154, "Accounting Changes and Error Corrections," a replacement of APB Opinion No. 20, "Accounting Changes," and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements." SFAS No. 154 changes the requirements for the accounting for and reporting of a change in accounting principle. Previously, most voluntary changes in accounting principles required recognition via a cumulative effect adjustment within net income of the period of the change. SFAS No. 154 requires retrospective application to prior periods' financial statements, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. SFAS No. 154 is effective for accounting changes made in fiscal years beginning after December 15, 2005; however, this statement does not change the transition provisions of any existing accounting pronouncements. The adoption of SFAS No. 154 is expected to have no impact on the Company's financial statements.

The EITF reached consensus on Issue No. 03-1, "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments," which provides guidance on determining when an investment is considered impaired, whether that impairment is other than temporary, and the measurement of an impairment loss. The FASB issued FSP EITF 03-1-1, "Effective Date of Paragraphs 10-20 of EITF Issue No. 03-1," "The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments," which delays the effective date for the measurement and recognition criteria contained in EITF 03-1 until final application guidance is issued. The adoption of this consensus or FSP is expected to have no impact on the Company's financial statements.

SFAS No. 153, "Exchanges of Nonmonetary Assets – an amendment of APB Opinion No. 29," is effective for fiscal years beginning after June 15, 2005. This Statement addresses the measurement of exchange of nonmonetary assets and eliminates the exception from fair value measurement for nonmonetary exchanges of similar productive assets in paragraph 21(b) of APB Opinion No. 29, "Accounting for Nonmonetary Transactions," and replaces it with an exception for exchanges that do not have commercial substance. The adoption of SFAS No. 153 is not expected to have a significant impact on the Company's financial statements.

SFAS No. 123(R), "Share-Based Payment," replaces SFAS No. 123, "Accounting for Stock-Based Compensation," and supersedes APB Opinion No. 25, "Accounting for Stock Issued to Employees." This statement requires that the compensation cost relating to share-based payment transactions be recognized at fair value in the financial statements. The Company is required to apply this statement in the first interim period that begins after December 15, 2005. The Company is currently analyzing the requirements of the adoption of SFAS No. 123(R).

SFAS No. 152, "Accounting for Real Estate Time-Sharing Transactions," is effective for fiscal years beginning after June 15, 2005. This Statement amends SFAS No. 66, "Accounting for Sales of Real Estate," to reference the financial accounting and reporting guidance for real estate time-sharing

14


transactions that is provided in AICPA Statement of Position 04-2, "Accounting for Real Estate Time-Sharing Transactions." The adoption of SFAS No. 152 is expected to have no impact on the Company's financial statements.

SFAS No. 151, "Inventory Costs," is effective for fiscal years beginning after June 15, 2005. This statement amends the guidance in Accounting Principles Board ("APB") Opinion No. 43, Chapter 4, "Inventory Pricing," to clarify the accounting for abnormal amounts of idle facility expense, freight, handling costs, and wasted material (spoilage). The adoption of SFAS No. 151 is expected to have no impact on the Company's financial statements.

Going Concern

The Company’s auditors have expressed an opinion as to the Company’s ability to continue as a going concern as a result of a net loss of $4,394,756 and $754,838 in 2006 and 2005, respectively, ,and a net deficiency in capital of $778,591 as of December 31, 2006. The Company’s ability to continue as a going concern is subject to the ability of the Company to realize a profit and /or obtain funding from outside sources. Management’s plan to address the Company’s ability to continue as a going concern includes: (1) obtaining funding from private placement sources; (2) obtaining additional funding from the sale of the Company’s securities; (3) establishing revenues from prospective business opportunities; (4) obtaining loans and grants from various financial institutions where possible. Although management believes that it will be able to obtain the necessary funding to allow the Company to remain a going concern through the methods discussed above, there can be no assurances that such methods will prove successful.

ITEM 7. FINANCIAL STATEMENTS

The Company’s financial statements for the fiscal years ended December 31, 2006 and 2005 are attached hereto as pages F-1 through F-16.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Intrepid Global Imaging 3D, Inc.

I have audited the accompanying balance sheet of Intrepid Global Imaging 3D, Inc. (the Company), a development stage company, as of December 31, 2006 and the related statements of operations, changes in stockholder’s equity (deficiency), and cash flows for the year then ended. These financial statements are the responsibility of the Company’s management. My responsibility is to express an opinion on these financial statements based on my audit.

I conducted my audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audit provides a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Intrepid Global Imaging 3D, Inc., a development stage company, as of December 31, 2006 and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States.

The accompanying financial statements referred to above have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company’s present financial situation raises substantial doubt about its ability to continue as a going concern. Management’s plans in regard to this matter are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Michael T. Studer CPA P.C.

Freeport, New York
April 12, 2007

16



INTREPID GLOBAL IMAGING 3D, INC.
(A Development Stage Company)
Balance Sheets
(Expressed in US Dollars)

       
    December 31,  
    2006     2005  
ASSETS    
Current Assets            
 Cash $  1,828   $  7,118  
 Prepaid expenses   3,122     5,121  
Total Current Assets   4,950     12,239  
Website Development costs   -     170,804  
Total Assets $  4,950   $  183,043  
             
             
             
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)   
Current Liabilities            
 Accounts payable and accrued liabilities $  717,959   $  738,913  
 Notes payable   9,566     28,486  
 Loans payable   -     28,387  
 Due to related parties   56,016     66,867  
 Deferred revenue   -     21,537  
Total current liabilities   783,541     884,190  
Stockholders' Equity (Deficiency)            
 Common stock, $0.001 par value;            
       authorized 100,000,000 shares,            
       issued and outstanding 5,933,123 and 4,315,623 shares, respectively   5,933     4,316  
 Common stock issuable: 18,750 shares   19     19  
 Additional paid-in capital   11,753,786     8,192,929  
 Accumulated deficit   (8,143,573 )   (8,143,573 )
 Deficit accumulated during            
       the development stage   (4,394,756 )   (754,838 )
Total stockholders' equity (deficiency)   (778,591 )   (701,147 )
Total Liabilities and Stockholders' Equity (Deficiency) $  4,950   $  183,043  

See notes to financial statements.

17



INTREPID GLOBAL IMAGING 3D, INC.
(A Development Stage Company)
Statements of Operations
(Expressed in US Dollars)

                   
                Cumulative during  
                the development  
    Year ended     Year ended     stage (January 1,  
    December 31,     December     2005 to December  
    2006     31, 2005     31, 2006)  
                   
Revenue $  -   $  -    $ -  
                   
Cost and expenses                  
 Website planning costs   -     144,406     144,406  
 Impairment of website development costs   173,021     304,254     477,275  
 General and administrative expenses                  
       (including stock-based compensation                  
       of $3,453,474, $107,500 and $3,560,974, respectively)   3,466,897     281,178     3,748,075  
Total Costs and Expenses   3,639,918     729,838     4,369,756  
Net Loss from continuing operations   (3,639,918 )   (729,838 )   (4,369,756 )
Loss from discontinued operations   -     (25,000 )   (25,000 )
Net Loss $  (3,639,918 ) $  (754,838 $ (4,394,756 )
                   
Net loss per share-basic and diluted:                  
 Continuing operations $  (0.59 ) $  (0.17 )      
 Discountinued operations   -     (0.01 )      
 Total $  (0.59 ) $  (0.18 )      
                   
Number of common shares used to compute loss per share                  
 Basic and Diluted   6,156,363     4,202,190        

See notes to financial statements.

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INTREPID GLOBAL IMAGING 3D, INC.
(A Development Stage Company)
Statements of Cash Flows
(Expressed in US Dollars)

                   
                Cumulative during the  
    Year ended     Year ended     development stage  
    December 31     December 31     (January 1, 2005 to  
    2006     2005     December 31, 2006)  
       
Cash Flows From Operating Activities                  
Net loss   (3,639,918 )   (754,838 )   (4,394,756 )
Adjustments to reconcile net loss to net cash                  
 used for operating activities:                  
           Impairment of license agreement   -     25,000     25,000  
           Impairment of website development costs   173,021     304,254     477,275  
           Issuance of common stock for services   214,225     78,889     293,114  
           Issuance of common stock for bonuses   3,239,249     -     3,239,249  
Changes in operating assets and liabilities                  
 Prepaid expenses   1,999     (5,121 )   (3,122 )
 Accounts payable and accrued expenses   (20,954 )   227,081     206,127  
 Due to related parties   (10,851 )   -     (10,851 )
 Deferred revenue   (21,537 )   21,537        
Net Cash provided by (used for) operating activities   (64,766 )   (103,198 )   (167,964 )
                   
Cash Flows from Investing Activities                  
Website development costs   (2,217 )   (9,584 )   (11,801 )
Net Cash provided by (used for) investing activities   (2,217 )   (9,584 )   (11,801 )
                   
Cash Flows from Financing Activities                  
           Payments on notes payable   (18,920 )   (33,442 )   (52,362 )
           Proceeds from notes payable   -     19,067     19,067  
   Payments on loans payable   (28,387 )   -     (28,387 )
           Proceeds from advances payable   -     27,855     27,855  
           Proceeds from sales of common stock and warrants   109,000     100,000     209,000  
Net Cash Provided by (used for) financing activities   61,693     113,480     175,173  
Net increase (decrease) in cash   (5,290 )   698     (4,592 )
                   
Cash, beginning of period   7,118     6,420     6,420  
                   
Cash, end of period $  1,828   $  7,118   $  1,828  
                   
Supplemental Disclosures of cash flow                  
Interest Paid $  -   $  -   $  -  
Income taxes paid $  -   $  -   $  -  

19



INTREPID GLOBAL IMAGING 3D, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficiency)
For the years ended December 31, 2005 and 2006
(Expressed in US Dollars)

                                                 
                                        Deficit        
                                        Accumulated         
                            Additional           During the        
    Common Stock     Common Stock Issuable     Paid-in     Accumulated      Development         
    Shares     Amount     Shares     Amount     Capital     Deficit     Stage     Total  
Balances, December 31, 2004   4,028,914   $  4,029     88,594   $  89   $  7,783,096   $  (8,143,573 ) $  -   $ (356,359 )
   Issuance of common stock for                                                
         settlement of accrued expenses and debt                                                
         January 2005   15,750     16     -     -     13,984     -     -     14,000  
         August 2005   22,365     22     -     -     74,528     -     -     74,550  
         September 2005   22,500     23     -     -     29,977     -     -     30,000  
         November 2005   35,000     35     -     -     83,965     -     -     84,000  
   Issuance of common stock and warrants for cash                                                
         May 2005   37,500     38     -     -     49,962     -     -     50,000  
         June 2005   -     -     18,750     19     24,981     -     -     25,000  
         September 2005   18,750     19     -     -     24,981     -     -     25,000  
   Issuance of common stock issuable                                                
         May 2005   88,594     89     (88,594 )   (89 )   -     -     -     -  
   Issuance of common stock for services                                                
         May 2005   7,500     7     -     -     19,993     -     -     20,000  
         August 2005   3,750     4     -     -     9,996     -     -     10,000  
         October 2005   2,500     2     -     -     4,998     -     -     5,000  
         November 2005   20,000     20     -     -     47,480     -     -     47,500  
         December 2005   12,500     12     -     -     24,988     -     -     25,000  
   Net loss   -     -     -     -     -     -     (754,838 )   (754,838 )
Balances, December 31, 2005   4,315,623     4,316     18,750     19     8,192,929     (8,143,573 )   (754,838 )   (701,147 )
   Issuance of common stock and warrants for cash                                                
         February 2006   50,000     50     -     -     49,950     -     -     50,000  
         September 2006   30,000     30     -     -     23,970     -     -     24,000  
         December 2006   35,000     35     -     -     34,965     -     -     35,000  
   Issuance of common stock for services                                                
         May 2006   37,500     37     -     -     90,713     -     -     90,750  
         September 2006   102,500     102     -     -     123,373     -     -     123,475  
   Issuance of common stock for bonuses                                                
         April 2006   112,500     113     -     -     206,887     -     -     207,000  
           May 2006   3,125,000     3,125     -     -     7,577,500     -     -     7,580,625  
   Cancellation of common stock   (1,875,000 )   (1,875 )   -     -     (4,546,501 )   -     -     (4,548,376 )
   Net loss   -     -     -     -     -     -     (3,639,918 )   (3,639,918 )
Balances, December 31, 2006   5,933,123   $  5,933     18,750   $  19   $  11,753,786   $ (8,143,573 $  (4,394,756 $ (778,591 )

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Note 1.

Organization and Business Operations

Intrepid Global Imaging, Inc. (formerly MangaPets, Inc. and Newmark Ventures, Inc.) (the “Company”) (a development stage company) was incorporated on March 4, 1998. The Company is a holding company that was formed to acquire both majority and minority interests in various business operations and assist in their development.

In January 2005, the Company decided to discontinue its operations with respect to their right to promote, sell and deploy the Triton product line of non-depository, indoor cash dispensers under the license agreement obtained in 2003. The decision to discontinue this component was made by management due to the Company's desire to shift its business focus to other unrelated opportunities. Accordingly, as of December 31, 2004, the Company's cash dispenser operations were considered discontinued. Since this was the Company's only operating component, the Company re-entered the development stage as of January 1, 2005. There are no assets or liabilities associated with this business component as of December 31, 2006 and 2005.

On July 15, 2005, the Company entered into a Portal Development Agreement with Sygenics Interactive Inc. to develop for the Company a functional interactive web portal. As more fully described in Note 3, the Sygenics work was suspended in the first quarter of 2006 and to date the Company has not resumed development of the web portal.

In the second and third quarters of 2006, the Company explored the potential acquisition of certain online gaming assets. On September 18, 2006, the Company decided not to make the acquisition.

On both March 14, 2005 and September 29, 2005 the Company effected three (3) for two (2) forward stock splits of its common stock. On September 21, 2006, the Company effected a one (1) for two (2) reverse stock split. The financial statements have been retroactively adjusted to reflect these stock splits.

Note 2.

Summary of Significant Accounting Policies

Basis of Presentation

The financial statements have been prepared on a “going concern” basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. At December 31, 2006, the Company had cash of $ 1,828, negative working capital of $ 778,591, and a stockholders’ deficiency of $ 778,591. Further, the Company had a net loss of $ 3,639,918 for the year ended December 31, 2006. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

The Company has not discontinued its plan to develop an interactive web portal but is looking for other businesses to acquire as well. It will need additional working capital to be successful in any future business activities. Therefore, continuation of the Company as a going concern is dependent upon engaging in active business operations which produce adequate cash flow and obtaining additional sources of working capital.

21


Management is presently engaged in seeking additional working capital from debt and equity funding and plans to invest in other businesses, with funds obtained. However, if its efforts are unsuccessful, the Company may have to cease operations.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In 2006, general and administrative expenses were reduced by $ 246,259 for adjustments to certain liability account balances resulting primarily from changes in estimated amounts due.

Fair Value of Financial Instruments

Financial instruments consist of cash, accounts payable and accrued liabilities, notes payable, and due to related parties. The fair value of these financial instruments approximates their carrying amounts due to their short-term nature and approximation of current market interest rates.

Software and Website Development Costs

The costs of computer software developed or obtained for internal use, during the preliminary project phase, as defined under AICPA Statement of Position 98-1 “Accounting for the Costs of Computer Software Developed or Obtained for Internal Use”, are expensed as incurred. The costs of website development, during the planning stage, as defined under Emerging Issues Task Force (“EITF”) No. 00-2 “Accounting for Web Site Development Costs,” are also expensed as incurred.

Computer software and website development costs incurred during the application and infrastructure development stage, including external direct costs of materials and services consumed in developing the software, creating graphics and website content, payroll, and interest costs, are capitalized and amortized over the estimated useful life, beginning when the software is ready for use and after all substantial testing is completed and the website is operational. Costs incurred when the website and related software are in the operating stage will be expensed as incurred.

Comprehensive Income

The Company had no items of other comprehensive income in 2006 or 2005.

Stock Based Compensation

Prior to January 1, 2006, the Company accounted for stock-based awards under the intrinsic value method, which followed the recognition and measurement principles of APB Opinion No. 25, “Accounting for Stock Issued to Employees”, and related Interpretations. The intrinsic value method of accounting resulted in compensation expense for stock options to the extent that the exercise prices were set below the fair market price of the Company’s stock at the date of grant.

Effective January 1, 2006, the Company adopted SFAS No. 123(R) using the modified prospective method, which requires measurement of compensation cost for all stock-based awards at fair value on the date of grant and recognition of compensation over the service period for awards expected to

22


vest. The fair value of stock options is determined using the Black-Scholes valuation model, which is consistent with the Company’s valuation techniques previously utilized for options in footnote disclosures required under SFAS No. 123, “Accounting for Stock Based Compensation”, as amended by SFAS No. 148, “Accounting for Stock Based Compensation Transition and Disclosure”.

Since the Company did not issue stock options to employees during the years ended December 31, 2006 or 2005, there is no effect on net loss per share had the Company applied the fair value recognition provisions of SFAS No. 123(R) to stock-based employee compensation. When the Company issues shares of common stock to employees and others, the shares of common stock are valued based on the market price at the date the shares of common stock are approved for issuance.

Income Taxes

The Company accounts for income taxes in accordance with the liability method. Under the liability method, deferred assets and liabilities are recognized based upon anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax bases. The Company establishes a valuation allowance to the extent that it is more likely than not that deferred tax assets will not be utilized against future taxable income.

Basic and Diluted Net Loss Per Share

Basic net loss per share is computed by dividing net income or loss available to common stockholders by the weighted average number of common shares outstanding in the period. Diluted earnings per share take into consideration common shares outstanding (computed under basic earnings per share) and potentially dilutive common shares. Outstanding warrants were not included in the computation of diluted earnings per share for all periods presented because they were anti-dilutive due to the Company's net losses. For purposes of earnings per share computations, shares associated with common stock issuable are included as outstanding as of the date of the receipt of cash for the shares.

Note 3.

Website Development Costs

A summary of capitalized website development costs activity for the years ended December 31, 2006 and 2005 follows:

    2006     2005  
             
Balance, beginning of year $  170,804   $  -  
Additions   2,217     475,058  
Impairment charge   (173,021 )   (304,254 )
Balance, end of year $  -   $  170,804  

On July 15, 2005, the Company entered into a Portal Development Agreement (the “Agreement”) with Sygenics Interactive Inc. (“Sygenics”). The Agreement provided for the development by Sygenics of a functional interactive web portal containing games, merchandizing, and activities inspired by the “Manga” cartoon theme over a 12 month phased delivery schedule. The Agreement also provided for payment of fees to Sygenics totaling approximately $ 1,100,000 in successive monthly payments over the 12 month term tied to the achievement of certain developmental milestones.

23


In the first quarter of 2006, a dispute arose between the Company and Sygenics and the work was suspended. The Company plans to try to invalidate the contract and to reach a settlement with Sygenics for a lower amount than the $ 437,428 included in accounts payable and accrued liabilities at December 31, 2006.

Although the Company may engage another web site developer to complete the web portal, it has not done so to date. An impairment expense of $ 304,254 was recorded in the fourth quarter of 2005 to reduce the capitalized website development costs to $ 170,804 at December 31, 2005. An impairment expense of $ 173,021 was recorded in the third quarter of 2006 to reduce the capitalized website development costs to $0.

Note 4. Notes Payable

Notes payable consist of:

    December 31,  
    2006     2005  
             
Note payable to an individual, due on demand, including interest at 6% accrued monthly, secured by all assets and revenues of the Company $ 7,891   $ 7,000  
             
Note payable to a company, due on demand, including interest at 6% accrued monthly, secured by all assets and revenues of the Company   1,675     1,486  
             
Note payable to a company, due on demand, including interest at 6% accrued monthly, unsecured   -     20,000  
             
Total $  9,566   $  28,486  

Note 5. Common Stock

Stock Issuances

In February 2006, the Company completed the sale of two investment units (“unit” or “units”), yielding gross proceeds to the Company of $50,000. Each unit consists of 25,000 shares of common stock and one warrant. The warrant entitles the holder to purchase 25,000 shares of common stock on or before February 27, 2007 at an exercise price of $1.50 per share.

In April 2006, a total of 112,500 shares were issued to three individuals as bonuses for services rendered valued at $ 207,000 total.

In May 2006, a total of 3,125,000 shares were issued to certain directors and officers of the Company as signing bonuses valued at $ 7,580,625 total. The 3,125,000 shares were issued as follows:

24



Rene Hamouth – Chief Executive Officer, Chief Financial Officer, and Director  
    1,250,000  
Paul Weinstock – Director   468,750  
Brian Wood – Director   468,750  
Joseph LaCascia – Director   937,500  
Total   3,125,000  

In November and December 2006, subsequent to their resignations as directors, the 1,875,000 shares issued to Messrs, Weinstock, Wood, and La Cascia and valued at $ 4,548,376 were cancelled.

Also in May 2006, a total of 37,500 shares were issued to two former consultants in consideration for investor relations services valued at $ 90,750 total.

In September 2006, the Company completed the sale of three units, yielding gross proceeds to the Company of $24,000. Two units consist of 12,500 shares of common stock and one warrant entitling the holder to purchase 12,500 shares of common stock on or before September 21, 2008 at an exercise price of $1.00 per share. The other unit consists of 5,000 shares of common stock and one warrant entitling the holder to purchase 5,000 shares of common stock on or before September 21, 2008 at an exercise price of $1.00 per share.

Also in September 2006, a total of 102,500 shares were issued to two former consultants in consideration for investor relations services valued at $ 123,475 total.

In December 2006, the Company completed the sale of 35,000 shares of common stock, yielding gross proceeds to the Company of $35,000.

Warrants

A summary of warrant activity for the years ended December 31, 2006 and 2005 follows:

        Shares of Common Stock that  
        Warrants are Exercisable Into  
        2006     2005  
    Warrants outstanding, beginning of year   195,000     -  
    Issued   80,000     195,000  
    Exercised   -     -  
    Expired   (97,500 )   -  
    Warrants outstanding, end of year   177,500     195,000  

25


The warrants outstanding at December 31, 2006 consist of:

    Shares of Common    
    Stock that Warrants    Exercise Exercise
  Expiration Date are Exercisable Into Price Proceeds
  February 27, 2007 50,000 $ 1.50 $ 75,000
  May 2, 2007 37,500 4.00 150,000
  June 16, 2007 18,750 4.00 75,000
  September 30, 2007 41,250 4.00 165,000
  September 21, 2008 30,000 1.00 30,000
  Total 177,500   $ 495,000

Note 6.

Income Taxes

No provision for income taxes was recorded in the years ended December 31, 2006 and 2005 since the Company incurred net losses in these years.

At December 31, 2006, deferred tax assets consist of:

  Net operating loss carryforwards $  1,720,000  
  Less valuation allowance   (1,720,000 )
         
  Net $  -  

Based on management’s present assessment, the Company has not yet determined it to be more likely than not that a deferred tax asset of up to approximately $ 1,720,000 attributable to the future utilization of the approximately $ 5,058,000 net operating loss carryforwards as of December 31, 2006 will be realized. Accordingly, the Company has provided a 100% allowance against the deferred tax asset in the financial statements at December 31, 2006. The Company will continue to review this valuation allowance and make adjustments as appropriate. The net operating loss carryforwards expire in varying amounts from year 2018 to 2026.

Current tax laws limit the amount of loss available to be offset against future taxable income when a substantial change in ownership occurs. Therefore, the amount available to offset future taxable income may be limited.

26


Note 7.

Related Party Transactions

In November 2005, the Company issued a total of 35,000 shares of its common stock to two officers and directors of the Company for settlement of amounts owed to them totaling $84,000 under employment agreements.

In May 2006, the Company issued a total of 3,125,000 shares of its common stock as signing bonuses to four directors, which had a value of $7,580,625. Subsequently, 1,875,000 of the shares were returned, resulting in a $4,548,376 reduction in the amount that was previously expensed. This amount is included in general and administrative expenses.

Note 8.

Subsequent Events

On January 29, 2007, the Company entered into an Agreement and Plan of Merger with Intrepid World Communications Corp. (“IWC”) to merge assets into the Company in exchange for 20,000,000 shares of Company common stock. The agreement is subject to satisfaction of certain conditions precedent to closing, including the Company’s providing for $ 1,500,000 in financing. IWC is a 30 product developer and licensor with offices in Birmingham, Michigan.

In February 2007, the Company completed the sale of $ 55,000 shares of common stock, yielding gross proceeds to the Company of $ 65,000.

ITEM 8.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

On October 24, 2006, the Company accepted the resignation of firm of Peterson Sullivan PLLC ("Peterson Sullivan") as our independent registered public accounting firm.

The audit reports of Peterson Sullivan on the Company's financial statements for the fiscal years ending December 31, 2005 and December 31, 2004 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except that such reports were modified to include an explanatory paragraph raising substantial doubt about the Company's ability to continue as a going concern.

In connection with the audits of the fiscal years ending December 31, 2004 and December 31, 2005, including the subsequent periods through October 24, 2006, the Company had no disagreements with Peterson Sullivan with respect to accounting or auditing issues of the type discussed in Item 304(a)(1)(iv) of Regulation S-B. Had there been any disagreements that were not resolved to their satisfaction, such disagreements would have caused Peterson Sullivan to make reference in connection with their opinion to the subject matter of the disagreement. In addition, during that time there were no reportable events (as described in Item 304(a)(1)(iv) of Regulation S-B).

On December 07, 2006, Mangapets Inc. ("Company") engaged with the firm of Michael T. Studer CPA P.C. ("Michael T. Studer") as our independent registered public accounting firm. The Company's board of directors approved the appointment of Michael T. Studer.

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During the fiscal years ending December 31, 2005 and 2006, including the subsequent periods through October 24, 2006, the date of Peterson Sullivan’s resignation, and prior to the appointment of Michael T. Studer, the Company (or anyone on its behalf) did not consult with Michael T. Studer regarding any of the accounting or auditing concerns stated in Item 304(a)(2) of Regulation S-B. Since there were no disagreements (as referred to in Item 304(a)(2) of Regulation S-B), the Company did not consult Michael T. Studer in respect to these matters during the time periods detailed herein.

ITEM 8A. CONTROLS AND PROCEDURES

The Company’s Chief executive officer and Chief Financial officer are responsible for establishing and maintaining disclosure controls and procedures for the Company.

(a) Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of December 31, 2006. Based on this evaluation, our principal executive officer and our principal financial officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective and adequately designed to ensure that the information required to be disclosed by us in the reports we submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms and that such information was accumulated and communicated to our chief executive officer and chief financial officer, in a manner that allowed for timely decisions regarding disclosure.

(b) Changes in Internal Controls

During the period ended December 31, 2006, there has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting.

The Company’s management, including the chief executive officer and chief financial officer, does not expect that its disclosure controls or internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.

Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management’s override of the control. The design of any systems of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of these inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

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Individual persons perform multiple tasks which normally would be allocated to separate persons and therefore extra diligence must be exercised during the period these tasks are combined. It is also recognized the Company has not designated an audit committee and no member of the board of directors has been designated or qualifies as a financial expert. The Company should address these concerns at the earliest possible opportunity.

ITEM 8B. OTHER INFORMATION

On Jan 29, 2006 Intrepid entered into a Material Definitive Agreement with Intrepid World Communications to merge one hundred percent (100%) of their Entertainment and Medical assets as well as documentation of its product licenses, agreements, office leases, patents, copyrights, trade secrets, technology licenses and agreements with vendors and customers.

On February 7, 2007, the board of directors of the Company accepted the resignation of Rene Hamouth as a director and as the Company’s chief executive officer and chief financial officer.

On February 7, 2007, the Company appointed Jim Fischbach as a director and as the Company’s Chief Executive officer. The appointment of Mr. Byrne to the Company’s board of directors was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 7, 2007, the Company appointed John Byrne as a new member of the board of directors to serve until the Company’s next annual meeting of stockholders. The appointment of Mr. Byrne to the Company’s board of directors was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 7, 2007, the Company appointed Gabe Werba as a new member of the board of directors to serve until the Company’s next annual meeting of stockholders. The appointment of Mr. Werba to the Company’s board of directors was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 7, 2007, the Company appointed Donald Miller as a new member of the board of directors to serve until the Company’s next annual meeting of stockholders. The appointment of Mr. Miller to the Company’s board of directors was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 7, 2007, the Company appointed John Clark as a new member of the board of directors to serve until the Company’s next annual meeting of stockholders. The appointment of Mr. Clark to the Company’s board of directors was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 8, 2007, the board of directors appointed Lonny Bassin as the Company’s Chief Financial Officer. The appointment of Mr. Bassin as the Company’s chief financial officer was pursuant to the Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.

On February 12, 2007, the board of directors approved an amendment to the certificate of incorporation name to Intrepid Global Imaging 3D, Inc. The name change became effective on February 16, 2007.

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PART III

ITEM 9.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT


  Name Age Position(s) and Office(s)
  Jim Fischbach 60 Chief Executive Officer and Director
  Lonny Bassin 57 Chief Financial Officer and Director
  John Byrne 78 Director
  Gabe Werba 71 Director
  Donald Miller 72 Director
  John Clark 74 Director
  Ryan Hamouth 24 Director

James C. Fischbach: Chairman and CEO of Intrepid World Communications Corp for the past 12 years.

Lonny Bassin: Graduate of St. Peter’s College with a Bachelor of Science in Accounting

Lonny E. Bassin has been in the accounting and tax profession for over 30 years serving as a Senior Internal Revenue Agent and as a tax manager and partner in small to medium sized firms. He is a member of the AICPA consulting services practice division. New Jersey Society of Certified Public Accountants Matrimonial Accounting Committee. He has significant experience in the litigation support areas dealing with divorce evaluation issues, white collar crime and tax evasion and has served as an expert witness. Mr. Bassin has taught and lectured extensively in the tax and pension law areas and is a recognized professional by both the NJ State CPA Society and the AICPA in the area of foreign tax law. In addition, he is the past president of the Mercer Chapter of the New Jersey Society of Certified Public Accountants.

John Byrne: is a well-recognized marketing and advertising man with over forty years of professional experience. He has headed or been partner in over a dozen established firms and has received over 250 awards for advertising/marketing excellence. His achievements range from the introduction the machine-to-machine communications capabilities of AT&T in the 1960s to the creation of the first eyewear superstore (ex. Lens Crafters) and to the conversion of Barney’s New York from a mass retailer to one of the strongest names in the retailing of fashion. Mr. Byrne’s international experience includes founding and successfully developing over a period of eight years one of the first western retailing and wholesaling businesses in the Former Soviet Union. Now, as an independent real estate broker, is currently senior vice president of Century 21 New York Metro. Mr. Byrne has been advisor to Intrepid World Communications for the past two decades

Gabriel Werba: Mr. Werba studied at Lycee in Paris, Versailles and Montpelier and graduated from Harlingen High at the age of 15. He received his Bachelor of Journalism from the University

30


of Texas at 18. He attended New York University Graduate School of Business Administration and its School of Law, and in the seventies was National Chair of Mensa. Gabe has enjoyed a distinguished career in financial and corporate public relations. He was a partner in Shiefman, Werba & Associates (1970-1973), and then joined Anthony M. Franco, Michigan’s largest public relations firm (1973-1988), where he became president. He formed Gabriel Werba and Associates (1988-1994) and in 1994 was a founder of his current enterprise Durocher*Dixon*Werba, L.L.C., a company whose principals have received more awards for public and financial relations that all other Michigan agencies combined. His present and former clients include Continental Airlines, Atwater Entertainment (Circus Circus partner in building a $700 million gaming complex in Detroit), Rite Aid, K-Mart, Burroughs (Unisys), Ford Financial Services, Nissan, Kelsey Hayes and Michigan National Bank.

Donald P. Miller: Colgate ( BA ) 1953; University of Bridgeport ( MBA ) 1962; Served as Vice President Administration (M&A) for Echlin. Inc ( a multi- billion dollar company with headquarters in Branford,CT); as President and CEO of Posi-Seal International, Inc., a major manufacturer of industrial valves; and as a member of the Board and senior executive consultant to major manufacturing companies. banking institutions, software generators and other high-tech and basic industries, as well as service operations. Mr Miller has also played a major part as a senior executive in companies engaged in the commercialization, manufacturing, distribution and sale of products resulting from such intellectual properties.

John Phelps Clark: Member of the Connecticut Bar; Yale University ( BA ) 1954; Yale Law School (LLB )1959: Senior partner in a major Connecticut Law firm for more than 27 years; from 1985 to 1992 Vice President and General Counsel of Saab-Scania of America, Inc.,importer and distributor of Saab cars; from 1992 to 1996, Chairman and Chief Executive Officer of Scania U.S.A. Inc., importer and distributor of Scania Class 8 Heavy Duty trucks and manufacturer of Transit Busses in its factory in Orange,CT; Member of the Board and Executive committee of Saab Aircraft,Inc., manufacturer and distributor of the Saab 340 and Saab 2000 aircraft; responsible for the formation and conduct of the business of financing arms for both the car and the aircraft business; currently conducts a private practice of law in Branford, CT, specializing in corporate organizations; start-ups; financings; intellectual property commercialization , licensing and foreign trade.

Ryan Hamouth: Mr. Hamouth has been self employed as an investor in various private and public companies for the last five years, but has held no positions other than as a stockholder of those companies.

Compensation of Directors

The Company's directors are not currently compensated for their services as directors of the Company. Directors currently are not reimbursed for out-of-pocket costs incurred in attending meetings.

Board of Directors Committees

The board of directors has not yet established an audit committee or a compensation committee. An audit committee typically reviews, acts on and reports to the board of directors with respect to various auditing and accounting matters, including the recommendations and performance of independent auditors, the scope of the annual audits, fees to be paid to the independent auditors, and internal accounting and financial control policies and procedures. Certain stock exchanges currently require companies to adopt a formal written charter that establishes an audit committee that specifies

31


the scope of an audit committee’s responsibilities and the means by which it carries out those responsibilities. In order to be listed on any of these exchanges, the Company will be required to establish an audit committee.

Compliance with Section 16(a) of the Exchange Act

Based solely upon a review of Forms 3, 4 and 5 furnished to the Company, the Company is aware of two people who during the fiscal year ended December 31, 2005 were directors, officers, or beneficial owners of more than ten percent of the common stock of the Company, and who failed to file, on a timely basis, reports required by Section 16(a) of the Securities Exchange Act of 1934 during such transitional year as follows:

  • Roderick Shand, a director and the Company’s chief executive officer and chief financial officer, failed to file on a timely basis.
  • Paul Bains, a director and the Company’s Secretary, failed to file on a timely basis.

Involvement in Certain Legal Proceedings

To our knowledge, during the past five years, our officers and directors have not:

  • filed a petition under the federal bankruptcy laws or any state insolvency law, nor had a receiver, fiscal agent or similar officer appointed by a court for the business or present of such a person, or any partnership in which he was a general partner at or within two years before the time of such filing, or any corporation or business association of which he was an executive officer within two years before the time of such filing;
  • been convicted in a criminal proceeding or named subject of a pending criminal proceeding (excluding traffic violations and other minor offenses);
  • been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining him from or otherwise limiting the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, associated person of any of the foregoing, or as an investment advisor, underwriter, broker or dealer in securities, or as an affiliated person, director of any investment company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of federal or state securities laws or federal commodity laws;
  • been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described above under this Item, or to be associated with persons engaged in any such activity;
  • been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any federal or state securities law and the judgment in subsequently reversed, suspended or vacate;
  • been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended or vacated.

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Code of Ethics

The Company has adopted a code of ethics in compliance with Item 406 of Regulation S-B that applies to our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. The Company has filed a copy of its Code of Ethics by reference as Exhibit 14 to this Form 10KSB. Further, we undertake herewith to provide by mail to any person without charge, upon request, a copy of such code of ethics if we receive the request in writing by mail to:

INTREPID GLOBAL IMAGING 3D, INC.
555 S. Old Woodward
Suite 1109 Birmingham
MI 48009

ITEM 10. EXECUTIVE COMPENSATION

The following table provides summary information for the years 2006, 2005, and 2004 concerning cash and non-cash compensation paid or accrued to or on behalf of the chief executive officer at the year ended December 31, 2006, and any other employees to receive compensation in excess of $100,000.

    Summary Compensation Table   
Name and
Principal
Position


Year




Salar
y
($)


Bonu
s
($)


Stock Awards
($)



Option
Awards
($)


Non-Equity
Incentive
Plan
Compensatio
n
($)
Change in
Pension Value
and Nonqualified
Deferred
Compensation
($)
All Other
Compensatio
n
($)

Total
($)



Rene
Hamouth
CEO,
CFO,
PAO, and
director
2006
2005
2004







-
-
-


3,032,249
-
-
-

-
-
-


-
-
-


-
-
-


-
-
-


3,032,249




Compensation of Directors

At present, the Company does not pay its directors for attending meetings of the Board of Directors, although the Company may adopt a director compensation policy in the future. The Company has no standard arrangement pursuant to which directors of the Company are compensated for any services provided as a director or for committee participation or special assignments.

The Corporation has no “Grants of Plan-Based Awards”, “Outstanding Equity Awards at Fiscal Year-End”, “Option Exercises and Stock Vested”, “Pension Benefits”, or “Nonqualified Deferred Compensation”. Nor does the Corporation have any “Post Employment Payments” to report.

Our directors receive no compensation for their services as directors.

33



ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the ownership of the Company's common stock as of April 12, 2007, with respect to: (i) each person known to the Company to be the beneficial owner of more than five percent of the Company's common stock; (ii) all directors; and (iii) directors and executive officers of the Company as a group. The notes accompanying the information in the table below are necessary for a complete understanding of the figures provided below. As of April 12, 2007, there were 27,933,123 shares of common stock issued and outstanding.

Title of Class

Name and Address of
Beneficial Owner
Amount and Nature
of Beneficial
Ownership
Percent of
class
Common Stock
($0.001 par value)
Jim Fischbach
President/Chief Executive
Officer/Director
Suite 440-375 Water Street
Vancouver, B.C. V6B 5C6
20,000,000 71.5
Common Stock
($0.001 par value)
Ryan Hamouth
Director
1717 Bayshore Drive
Apt 401Vancouver, B.C. V6G
3H3
193,543 0.7
Common Stock
($0.001 par value)
Rene Hamouth
2608 Finch Hill
West Vancouver, B.C. V7S 3H1
3,150,000 11.3
Common Stock
($0.001 par value)
All officers and directors as a
group
  83.5%

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In November 2005, the Company issued a total of 35,000 shares of its common stock to two officers and directors of the Company for settlement of amounts owed to them totaling $84,000 under employment agreements.

In May 2006, the Company issued a total of 3,125,000 shares of its common stock as signing bonuses to four directors, which had a value of $7,580,625. Subsequently, 1,875,000 of the shares were returned, resulting in a $4,548,376 reduction in the amount that was previously expensed. This amount is included in general and administrative expenses.

ITEM 13. EXHIBITS

Exhibits required to be attached by Item 601 of Regulation S-B are listed in the Index to Exhibits beginning on page 26 of this Form 10-KSB, which is incorporated herein by reference.

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ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit Fees

Peterson Sullivan LLC provided audit services to the Company in connection with its annual report for the fiscal year ended December 31, 2005. The aggregate fees billed by Peterson Sullivan LLC for the audit of the Company’s annual financial statements and a review of the Company’s quarterly financial statements including the periods ending March 31,2006 and June 31,2006 were $54,977.

Micheal T. Studer, CPA P.C provided audit services to the Company in connection with its annual report for the fiscal year ended December 31, 2006. The aggregate fees billed Micheal T. Studer, CPA P.C for the audit of the Company’s annual financial statements and a review of the Company’s September 30, 2006 quarterly financial statements were $40,000.

Audit Related Fees

Peterson Sullivan LLC billed the Company no fees in 2005 for professional services that are reasonably related to the audit or review of the Company’s financial statements that are not disclosed in “Audit Fees” above.

Micheal T. Studer, CPA P.C billed the Company no fees in 2006 for professional services that are reasonably related to the audit or review of the Company’s financial statements that are not disclosed in “Audit Fees” above

Tax Fees

Peterson Sullivan LLC billed to the Company fees of $430 in 2005 for professional services rendered in connection with the preparation of the Company’s tax returns for the respective periods.

Micheal T. Studer, CPA P.C billed to the Company fees of $0 in 2006 for professional services rendered in connection with the preparation of the Company’s tax returns for the respective periods.

All Other Fees

Peterson Sullivan LLC billed to the Company no fees in 2005 for other professional services rendered or any other services not disclosed above.

Micheal T. Studer, CPA P.C billed to the Company no fees in 2006 for other professional services rendered or any other services not disclosed above.

Audit Committee Pre-Approval

The Company does not have a standing audit committee. Therefore, all services provided to the Company by Peterson Sullivan LLC and Micheal T. Studer, CPA P.C as detailed above, were pre-approved by the Company’s board of directors. Peterson Sullivan LLC and Micheal T. Studer, CPA P.C performed all work only with their permanent full time employees.

35


SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, this 12th day of April 2007.

Intrepid Global Imaging 3D Inc.

/s/ Jim Fischbach             
By: Jim Fischbach, Chief Executive Officer

/s/ Lonny Bassin               
By: Lonny Bassin, Chief Financial Officer and Principle Accounting Officer

36


INDEX TO EXHIBITS

Exhibit  
No. Description
3(i)(a)

Articles of Incorporation dated March 4, 1998. (Incorporated by reference from Form 10SB filed with the SEC on January 5, 2000.) *

3(i)(b)

Amended Articles of Incorporation dated April 23,1998. (Incorporated by reference from Form 10SB filed with the SEC on January 5, 2000.) *

3(i)(c)

Amended Articles of Incorporation dated January 4, 2002. (Incorporated by reference from Form 10KSB filed with the SEC on May 21, 2003.) *

3(i)(d)

Amended Articles of Incorporation dated December 19, 2003. (Incorporated by reference from Form 10KSB filed with the SEC on May 20, 2004.) *

3(i)(e)

Amended Articles of Incorporation dated November 4, 2004. (Incorporated by reference from Form 10KSB filed with the SEC on April 15,2005) *

3(i)(f)

Amended Articles of Incorporation dated September 7,2005. (Incorporated by reference from Form 10QSB filed with the SEC on November 16, 2005) *

3(ii)

By-Laws dated April 23, 1998. (Incorporated by reference from Form 10SB filed with the SEC on January 5, 2000.) *

10(i)

The 2003 Benefit Plan of Delta Capital Technologies, Inc. dated August 20, 2003 (Incorporated by reference from Form S-8 filed with the SEC on August 26, 2003) *

10(ii)

Employee Agreement dated April 30, 2004 between the Company and Kent Carasquero. (Incorporated by reference from Form 10KSB filed with the SEC on May 20, 2004 *

10(iii)

Employee Agreement dated April 30, 2004 between the Company and Martin Tutschek. (Incorporated by reference from Form 10KSB filed with the SEC on May 20, 2004) *

10(iv)

Employee Agreement dated October 1, 2004 between the Company and Roderick Shand (Incorporated by reference from Form 10KSB filed with the SEC on April 15, 2005) *

10(v)

Employee Agreement dated October 1, 2004 between the Company and Mr. Paul Bains (Incorporated by reference from Form 10KSB filed with the SEC on April 15, 2005) *

10(vi)

Consulting Agreement dated October 1, 2004 between the Company and Kent Carasquero. (Incorporated by reference from Form 10KSB filed with the SEC on April 15, 2005) *

10(vii)

Portal Development Agreement dated July 15, 2005 between the Company and Sygenics Interactive Inc. (Incorporated by reference from Form 8-K filed with the SEC on August 9, 2005) *

10(viii)

Debt Settlement Agreement dated August 3, 2005 between the Company and Rajesh Vadavia and Sygenics Interactive, Inc. (Incorporated by reference from Form 10KSB filed with the SEC on April 17, 2006) *

10(ix)

Debt Settlement Agreement dated September 30, 2005 between the Company and Leslie Lounsbury. (Incorporated by reference from Form 10QSB filed with the SEC on November 16, 2005) *

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10(x)

Debt Settlement Agreement dated November 9, 2005 between the Company and Roderick Shand. (Incorporated by reference from Form 10KSB filed on April 17, 2006) *

10(xi)

Debt Settlement Agreement dated November 9, 2005 between the Company and Paul Bains. (Incorporated by reference from Form 10KSB filed on April 17, 2006) *

10(xii)

Agreement and Plan of Merger between MangaPets Inc. and Intrepid World Communications Corporation dated January 29, 2007.(Incorporated by reference from Form 8k filed on January 29,2007) *

14

Code of Ethics (Incorporated by reference from Form 10KSB filed with the SEC on April 15, 2005) *

31

Certification Pursuant to Rule 13a-14(A)/15d-14(A) of the Securities Act of 1934 as amended, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2003.

31.1

Certification Pursuant to Rule 13a-14(A)/15d-14(A) of the Securities Act of 1934 as amended, as adopted pursuant to section 302 of the Sarbanes-Oxley Act of 2003.

32.2

Certification Pursuant to 18 U.S.C. Section 1350, Section 906 of the Sarbanes-Oxley Act of 2002

* Incorporated by reference from previous filings of the Company

38