8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 or 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

May 11, 2006

PAIVIS, CORP.

(Exact name of registrant as specified in its charter)

Nevada	00030074	86-0871787
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

#400 - 3475 Lenox Road, Atlanta Georgia 30326

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (404-601-2885)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[  ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 1.01 Entry Into Material Definitive Agreement

This Current Report on Form 8-K/A amends the Current Report filed by the Registrant on April 25, 2006. On April 21, 2006, APO Health, Inc., a Nevada corporation (“APO”), entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with APO Health Acquisition Corp, Inc., a Nevada corporation and wholly-owned subsidiary of APO (“APO Acquisition”), and Jupiter Global Holdings, Corp., a Nevada corporation (“Jupiter”). The Merger Agreement provided that upon the terms and subject to the conditions set forth in the Merger Agreement, APO Acquisition will merge with and into Jupiter, with Jupiter being the surviving corporation and a wholly-owned subsidiary of APO.

Item 2.01 Completion of Acquisition or Disposition of Assets

On May 11, 2006, the above-referenced parties to the Agreement and Plan of Merger consummated the Merger Agreement and the Merger Agreement became effective as of May 11, 2006, the date that the Articles of Merger were accepted for filing by the Nevada Secretary of State. As of May 11, 2006, APO changed its name to PAIVIS, Corp. (“PAIVIS”).

As of May 11, 2006, each share of Common Stock of Jupiter issued and outstanding immediately prior to the Effective Time of the Merger Agreement was converted into and become a right to receive 0.46232085067036500 of a share of common stock of APO (the “Conversion Price”), and are automatically canceled and retired and cease to exist as of the Effective Time of the Merger. Although the Effective Date of the Merger was May 11, 2006, trading in the common shares of Jupiter did not cease until May 18, 2006, resulting in the Registrant’s conclusion that the actual date that Merger Shares were to issue to Jupiter shareholders, was May 18, 2006

The Merger Agreement provides that the Shares of Common Stock to be received by Jupiter (now PAIVIS) shareholders will not be registered under the Securities Act of 1933, or the securities laws of any state, and absent an exemption from registration contained in such laws, cannot be transferred, hypothecated, sold or otherwise disposed of until; (i) a registration statement with respect to such securities is declared effective under the Securities Act of 1933, or (ii) PAIVIS receives an opinion of counsel for PAIVIS that an exemption from the registration requirements of the Securities Act is available.

A copy of the Merger Agreement is filed as Exhibit 10.1 to Form 8-K filed by APO on April 25, 2006 and is incorporated by reference herein. The foregoing summary of the Merger Agreement is qualified by the Merger Agreement in its entirety.

Item 3.02 Unregistered Sales of Equity Securities

On May 18, 2006, and pursuant to the consummation of the Merger Agreement, the Registrant agreed to issue 4,623,208,507 Common Shares (the “Shares”) to the shareholders of Jupiter as of the effective date of the Merger Agreement, subsequently determined to be May 18, 2006. The Common Shares were to issue under the Merger Agreement as  restricted securities and were exempt from registration under § 5 of the Securities Act of 1933, as the issuances are deemed exempt from registration under §3(a)(9), §4(1) and 4(2) of the Securities Act of 1933.

Item 7.01    Regulation FD Disclosure.

The information set forth under this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in any such filing. Attached hereto as Exhibit 99.1 is a Press Release issued by the Registrant on May 15, 2006 regarding the consummation and effectiveness of the Merger Agreement.

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Item 9.01    Financial Statements and Exhibits.

 (a) Financial Statements of Businesses Acquired.

The financial statements required by this Item 9.01 are included in the Exhibits of this filing.

 (b) Pro Forma Financial Information.

The pro forma financial information required by this Item 9(b) are included in the Exhibits of this filing.

(c) Exhibits

Exhibit Number Description

2.1	Merger Agreement dated April 21, 2006 filed on April 25, 2006 incorporated by reference
9.1	Audited Financial Statements of Businesses Acquired.
9.2	Pro Forma Financial Information.
99.1	Press Release dated May 15, 2006

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		PAIVIS, CORP.
Dated: June 25, 2007	A
	By:	/s/ Gregory Bauer
		_______________________________ Gregory Bauer, President and CEO
		Pr

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EX-9.1

Exhibit 9.1

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

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To the Stockholders and Board of Directors

Jupiter Global Holdings Corp. and Subsidiaries

(Formerly Livestar Entertainment Group Inc.)

We have audited the accompanying consolidated balance sheet of Jupiter Global Holdings Corp. and Subsidiaries (formerly Livestar Entertainment Group Inc.) as of December 31, 2005, and the related consolidated statements of operations, stockholders’ deficiency, and cash flows for the year then ended. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. The financial statements as of and for the year ended December 31, 2004 were audited by other auditors and their opinion dated August 12, 2005 contained an explanatory paragraph expressing substantial doubt regarding the Company’s ability to continue as a going concern.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform an 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. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, these consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2005, and the results of its operations and its cash flows for the year then ended, in conformity with generally accepted accounting principles in the United States of America.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1(c) to the consolidated financial statements, the Company has accumulated a deficit of $14,708,206, has not attained profitable operations and is dependent upon obtaining adequate financing to fulfill its business activities. These factors raise substantial doubt that the Company will be able to continue as a going concern. Management’s plans in regard to these matters are discussed in Note 1(c). The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Jaspers + Hall, PC

September 27, 2006

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

CONSOLIDATED BALANCE SHEETS

(Stated in U.S. Dollars)

	DECEMBER 31
	2005			2004
ASSETS
Current
Cash	$	88,070		$	8,240
Goods and Services Tax recoverable		6,269			3,757
Accounts Receivable		82,158			-
Prepaid expense, advances and other		59,204			8,496
		235,701			20,493
Capital Assets (Note 3)		258,464			5,972
Goodwill		2,095,076			-
Minority Interest in Subsidiaries		555,656
	$	3,144,897		$	26,465
LIABILITIES
Current
Accounts payable and accrued liabilities	$	4,075,888			2,306,523
Loans and advances payable (Note 4)		1,640,968			738,581
		5,716,856			3,045,104
STOCKHOLDERS’ DEFICIENCY
Capital Stock (Notes  7and 8)
Authorized:
10,000,000,000 common shares, par value $0.0001 per share
200,000,000 preferred shares, par value $0.0001 per share
Issued and outstanding:
5,222,073,640 common shares at December 31, 2005, and 27,569,926 at December 31, 2004		522,207			2,757
80,060,000 series B preferred shares and 1 Series A preferred share at December 31, 2005 and December 31, 2004		8,006			8,006
Additional paid-in capital		11,656,034			5,818,445
Accumulated Deficit		(14,708,206	)		(8,847,847	)
Dividends Paid		(50,000	)
		(2,571,959	)		(3,018,639	)
	$	3,144,897		$	26,465

The accompanying notes are an integral part of these consolidated financial statements.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

CONSOLIDATED STATEMENTS OF OPERATIONS

(Stated in U.S. Dollars)

	YEAR ENDED
	DECEMBER 31
	2005			2004
Revenue
Telecom	$	1,276,430		$	-
Cost of Sales and Operating Costs		1,185,143			-
		91,287			-
Expenses
Administrative services		53,693			29,660
Amortization		49,868			33,521
Business development		13,252			444,597
Consulting		1,290,404			900,270
Debt Retirement Expense		1,412,309			-
Foreign exchange		7,682			59,883
Investor relations		12,126			26,684
Marketing		6,176			10,120
Office, rent and sundry		207,104			276,593
Professional fees		156,918			304,111
Travel		67,694			134,248
Wages and benefits		2,728,799			1,767,306
		6,006,025			3,986,993
Loss Before The Following		5,914,738			3,986,993
Minority Interest In Loss of Subsidiary		(54,379	)		-
Loss From Continuing Operations	$	5,860,359		$	3,986,993
Loss From Discontinued Operations	$	-		$	681,273
Net Loss for the Period	$	5,860,359			4,668,266
Net Loss Per Share, Basic and diluted	$	(0.01	)	$	(1.84	)
Weighted Average Number of Common Shares Outstanding		1,340,917,279			2,536,592

The accompanying notes are an integral part of these consolidated financial statements.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Stated in U.S. Dollars)

	YEARS ENDED
	DECEMBER 31
	2005			2004
Cash Flows From Operating Activities
Loss for the period from operations	$	(5,860,359	)	$	(4,668,266	)
Adjustments To Reconcile Net Loss To Net Cash Used By Operating Activities
Amortization		49,868			33,521
Stock based compensation		2,536,900			1,587,753
Debt Retirement Inducement expense		1,412,309			-
Stock issued for services		344,391			238,360
Change in working capital items:
Accounts receivable		(44,825	)		-
Goods and Services Tax recoverable		(2,512	)		2,864
Prepaid expense		(42,039	)		69,975
Accounts payable and accrued liabilities		460,038			899,997
Advances receivable written off as business development		-			281,219
Other Adjustments		73,104			-
		(1,073,125	)		(1,554,577	)
Cash Flows From Investing Activities
Purchase of capital assets		-			(32,764	)
Purchase 80% interest in subsidiary assets		(265,000	)		-
Cash acquired in Acquisition of Subsidiary Interests		12,261			-
		(252,739	)		(32,764	)
Cash Flows From Financing Activities
Shares issued for cash		1,529,046			1,138,021
Share subscriptions received		-			(1,450	)
Loans and advances payable		(123,352	)		442,668
		1,405,694			1,580,689
(Decrease) Increase In Cash		79,830			(6,652	)
Cash, Beginning of Period		8,240			14,892
Cash (Bank Indebtedness), End of Period	$	88,070		$	8,240
Supplemental Disclosure of Cash Flow  Information
Interest paid	$	-		$	-
Income Taxes paid		-			-

The accompanying notes are an integral part of these consolidated financial statements.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIENCY

YEARS ENDED DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

	PREFERRED STOCK				PREFERRED STOCK								ADDITIONAL
	SERIES A				SERIES B				COMMON STOCK				PAID-IN
	SHARES		AMOUNT		SHARES		AMOUNT		SHARES		AMOUNT		CAPITAL		DEFICIT			TOTAL
Balance, December 31, 2003		1	$	-		-	$	-		140	$	-	$	2,638,674	$	(4,179,581	)	$	(1,540,907	)
Shares issued for debt		-		-		-		-		800,026		80		104,320		-			104,400
Shares issued for services		-		-		-		-		14,412,565		1,441		236,919		-			238,360
Shares issued for cash		-		-		-		-		12,356,802		1,236		1,136,785		-			1,138,021
Addition shares issued due 1 for 2000 stock split		-		-		-		-		393		-		-		-			-
Shares issued for debt		-		-		80,060,000		8,006		-		-		113,994		-			122,000
Stock based compensation		-		-		-		-		-		-		1,587,753		-			1,587,753
Loss for the period		-		-		-		-		-		-		-		(4,668,266	)		(4,668,266	)
Balance, December 31, 2004		1		-		80,060,000		8,006		27,569,926		2,757		5,818,445		(8,847,847	)		(3,018,639	)
Shares issued for debt		-		-		-		-		2,003,587,874		200,359		330,136		-			530,495
Shares issued for services		-		-		-		-		533,674,688		53,367		291,023		-			344,391
Shares issued for cash		-		-		-		-		2,657,238,153		265,724		1,263,321		-			1,529,045
Stock based compensation		-		-		-		-		-		-		3,953,109		-			3,953,109
Dividend declared								-								(50,000	)		(50,000	)
Loss for the period		-		-		-		-		-		-				(5,860,359	)		(5,860,359	)
				-
Balance, December 31, 2005		1	$	-		80,060,000	$	8,006		5,222,070,641	$	522,207	$	11,656,034	$	(14,758,206	)	$	(2,571,959	)

The accompanying notes are an integral part of these consolidated financial statements.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

1. NATURE OF OPERATIONS

a)  Organization

The Company was incorporated in the State of Nevada, U.S.A., on October 12, 2000.  During the year ended December 31, 2004, the Company consolidated its issued and outstanding common shares on a 1 new share for 2,000,000 old share basis.  The consolidation, otherwise known as a reverse stock split, happened over two periods as disclosed in note 7.

All common stock and per share amounts listed in these consolidated financial statements have been adjusted to reflect the stock consolidations.  During the year ended December 31, 2005, the Company changed its name to Jupiter Global Holdings Corp. from Livestar Entertainment Group Inc.

b)  Business Activities

As at December 31, 2005 the Company’s focus is the continued advancement as a holding company with interests in the telecom industry. At this time, the Company does not plan to operate in any other business segment, and all unrelated businesses have been consolidated under discontinued operations.

c)  Going Concern

Since inception, the Company has suffered recurring losses, net cash outflows from operations and, at December 31, 2005, has accumulated a deficit of $14,708,206 and a working capital deficiency of $5,481,115.  The Company expects to continue to incur substantial losses to complete the development of its business.  Since its inception, the Company has funded operations through common stock issuances and related party loans in order to meet its strategic objectives.  Management believes that sufficient funding will be available to meet its business objectives, including anticipated cash needs for working capital, and is currently evaluating several financing options.  However, there can be no assurance that the Company will be able to obtain sufficient funds to continue the development of and, if successful, to commence the sale of its products and services under development.  As a result of the foregoing, there exists substantial doubt about the Company’s ability to continue as a going concern.  These consolidated financial statements do not include any adjustments that might result if the Company is unable to realize its assets and settle its obligations in the normal course of business.

2. SIGNIFICANT ACCOUNTING POLICIES

The consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.  Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of consolidated financial statements for a period necessarily involves the use of estimates which have been made using careful judgment.

The consolidated financial statements have, in management’s opinion, been properly prepared within reasonable limits of materiality and within the framework of the significant accounting policies summarized below:

a) Consolidation

These consolidated financial statements include the accounts of the Company, its 100% owned subsidiaries, LIVESTAR Entertainment Canada Inc., 1615496 Ontario Ltd., 1614718 Ontario Inc., RRUN Labs Incorporated, LIVESTAR Entertainment Establishment Ltd., LIVESTAR Entertainment Events International Inc., its 80% owned subsidiary, Macro Communications Inc., its 67% owned subsidiary, RAHX, Inc., and its 51% owned subsidiary LIVE & Cool One, Inc..

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

2. SIGNIFICANT ACCOUNTING POLICIES (CONT.)

b) Investments

Investments in companies owned less than 20% are recorded at the lower of cost or fair market value.

c) Income Taxes

The Company has adopted Statement of Financial Accounting Standards No. 109 – “Accounting for Income Taxes” (SFAS 109). This standard requires the use of an asset and liability approach for financial accounting and reporting on income taxes. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.

d) Amortization

Capital assets are being amortized over their estimated useful lives on the straight-line basis at the following rates:

Computer equipment	3 years
Computer software	3 years
Office furniture and equipment	5 years

e) Stock Based Compensation

The Company accounts for stock based employee compensation arrangements in accordance with the provisions of Statement of Financial Accounting Standards No. 123 – “Accounting for Stock Based Compensation” (SFAS No. 123). Under SFAS No.123,  Compensation expense is recognized based on the Fair Market Value of the options granted.

f) Financial Instruments

The Company’s financial instruments consist of cash, accounts receivable, Goods and Services Tax recoverable, accounts payable and accrued liabilities, and loans and advances payable.

Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.  The fair value of these financial instruments is recorded at their approximate carrying values, unless otherwise noted.

g) Net Loss Per Share

Basic earnings per share is computed by dividing income available to common shareholders by the weighted average number of common shares outstanding in the period.  Diluted earnings per share takes into consideration common shares outstanding (computed under basic earnings per share) and potentially dilutive common stock equivalents including warrants, options and convertible instruments.  Diluted loss per share equals loss per share as the exercise of any common stock equivalents would be anti-dilutive.

h) Foreign Currency Translation

Transaction amounts denominated in foreign currencies are translated at exchange rates prevailing at transaction dates.  Carrying values of monetary assets and liabilities are adjusted at each balance sheet date to reflect the exchange rate at that date.  Non-monetary assets and liabilities are translated at the exchange rate on the original transaction date.  Gains and losses from restatement of foreign currency monetary and non-monetary assets and liabilities are included in the statements of operations.  Revenues and expenses are translated at the rates of exchange prevailing on the dates such items are recognized in the statements of operations.

i) Revenue Recognition

The Company recognizes its Telecom revenue upon the sale and activation of a telephone calling card.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

3. CAPITAL ASSETS

	2005
	COST			ACCUMULATED			NET BOOK
				AMORTIZATION			VALUE
Computer equipment		$	18,016		$	16,161		$	1,855
Office furniture and equipment			1,063,065			806,456			256,609
		$	1,081,081		$	822,617		$	258,464
	2004
				ACCUMULATED			NET BOOK
	COST			AMORTIZATION			VALUE
Computer equipment		$	14,897		$	8,943		$	5,954
Office furniture and equipment			7,663			7,645			18
		$	23,016			17,044			5,972

4. LOANS AND ADVANCES

All loans and advances payable are past due or are repayable within one year and are unsecured.  As at the year ended 2005, loans and advances consisted of

	2005		2004
Convertible Loans & Advances
- past due	$	506,416	$	285,788
- due within one year		186,181		226,576
				512,364
Non Convertible Loans & Advances		948,370		226,217
Total Loans & Advances Payable	$	1,640,967	$	738,581

The past due convertible loans and advances were issued in the years ended December 31, 2004.  They are now past due.  The holders have not demanded payment.  The amounts are non-interest bearing and are convertible at the option of the holder.

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

4. LOANS AND ADVANCES  (CONT.)

a) Of the Loans and Advances that are not convertible into Common Stock, additional details have been listed below:

	2005		2004
	AMOUNT		AMOUNT
Bears no interest	$	400,878	$	81,385
Bears no interest,  paid Loan fee of  $3,300 for 2005; $10,000 for 2004		75,800		65,500
Bears an interest rate of 10% and paid loan fees of $6,000		-		62,000
Accrued Loan Fees on Convertible Debt		-		13,100
Accrued Interest to be paid on Convertible Debt		471,692		4,232
Total Loan & Advances Payable – non convertible	$	948,370	$	226,217

b) All of the Loans and Advances convertible into Common Stock are convertible only at the option of the holder.  Additional details are listed below:

	2005		2004
	AMOUNT		AMOUNT
Convertible at a rate to be agreed between the Company and the holder within 48 hrs of holder’s request for conversion, bears interest rate of 5%	$	111,276	$	102,000
Convertible at a rate to be agreed between the Company and the holder within 48 hrs of request for conversion, bears no interest rate		180,811		114,500
Convertible at a rate to be mutually agreed between the Company and the holder, bears no interest rate		10,076		10,076
Convertible at $0.02 per share, bears no interest		1,400		1,855
Convertible at $0.12 per share, bears no interest		12,898		12,479
Convertible after June 30, 2006 at $0.02 per share, bears no interest		161,215		160,796
Convertible after June 30, 2006 at $0.05 per share, bears no interest		107,951		110,658
Convertible upon request at $.0016 per share, bears interest rate of 8%		106,970		-
Convertible loans and advances	$	692,597	$	512,364

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JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

4. LOANS AND ADVANCES (CONT.)

$287,094 of the convertible loans and advances are due to related parties.  During the year ended December 31, 2005, conversion privileges on $269,166 of the related party amounts were extended from June 30, 2004 to June 30, 2006.

The fair value of the convertible notes and advances at December 31, 2005 and 2004 is not determinable due to uncertainties relating to the timing and nature of eventual settlement.

5. ACQUSITION

In September 2005, the Company closed an Agreement and Plan of Acquisition to acquire 80% interest in Macro Communications Inc. for the value of $2,000,000 consisting of $90,000 cash and a $1,910,000 promissory note.  As a result of this transaction, Macro Communications became a reporting majority owned subsidiary of the Company.

6. STOCK DIVIDEND

The Company set July 8, 2005 as the record date for all shares to receive a prorate dividend of its 5,000,000 shares of VOXBOX World Telecom, Inc. common stock.

In October, 2005 the Company executed the aforementioned dividend and therefore on a prorate basis issued all 5,000,000 shares of VOXBOX World Telecom, Inc. stock to its shareholders as a restricted stock dividend.

7. CAPITAL STOCK

During the year 2004, the Company restructured its capital stock.  On June 24, 2004, the company amended its authorized common stock from 1,000,000,000 shares to 10,000,000,000 shares.  In addition, during the year ended December 31, 2004, the Company completed common stock consolidations of 1,000 shares for 1 share on September 1, 2004 and 2000 shares for 1 share on November 8, 2004.  All references to common shares and per share amounts in these Financial Statements have been adjusted to reflect the effect of these consolidated stock consolidations.

8. CONVERTIBLE PREFERRED STOCK

a) The Company’s Series A Preferred Shares have Conversion & Voting Rights of 40 Common Shares for 1 Preferred Share.  During the year ended December 31, 2004, Series A Preferred Shares experienced the same 2,000,000:1 consolidation as the common stock, leaving 1 Series A Preferred Share outstanding at December 31, 2004.

b) On May 27, 2004, the Company issued 60,000,000 Series B Preferred Stock for the cancellation of $102,000 of debt owed to a director.  Series B Preferred Stock has a Conversion Right of 1 Common Share for 1 Preferred Share and is convertible at the option of the holder for a period of 10 years from the date of issuance.  Series B convertible preferred stock has Voting Right of 50 Common Shares for 1 Preferred Share.  During the first consolidation of common stock in 2004, these shares were consolidated on a 1 for 1,000 shares basis, leaving 60,000 post consolidation Series B Preferred Shares outstanding.  On October 12, 2004, the rights of the Series B Preferred Shares were amended to include Anti-dilutive rights; and thus, the 60,000 Series B Preferred Shares were not subject to the 2000:1 share consolidation of November 8, 2004.  On October 19, 2004, the Company issued an additional 80,000,000 Series B Preferred Shares for non cash consideration of the cancellation of $20,000 of debt owed to a director.

Dividends shall be paid with respect to shares of Series B convertible Preferred Stock only as dividends are paid with respect to the shares of common stock of the corporation.  Shares of Series B convertible preferred stock shall only receive dividends to which they would be entitled if they were converted into shares of common stock immediately prior to the payment of the dividend.

As a result of the issuance of the 80,060,000 Series B preferred shares to a director of the Company, the director holds voting rights of the equivalent of 4,003,000,000 common shares which as at December 31, 2005 represents 43% of total shareholder votes available.

-11-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

9. STOCK OPTIONS AND WARRANTS OUTSTANDING

a) Stock Options

On January 30, 2004, March 5, 2004, May 6, 2004, June 28, 2004, August 2, 2004, and November 3, 2004 respectively, the Board of Directors approved six Employee Stock Incentive Plans (“ESIP”) for the Year 2004 under which designated officers and employees of the Company and its subsidiaries may be granted stock options.  The plans are administered by the Company’s Board of Directors, who have substantial discretion to determine the persons, amounts, time of exercise, price, exercise terms, and restrictions on the options.

ESIP plans 1 to 4 for the Year 2004 are variable stock option plans.  The minimum exercise price for options granted under the plans is 85% of the fair market value of the underlying common stock on the date of exercise of the option.  The Company records 15% of the market value of the underlying shares on the date of exercise as the intrinsic value of these options.

ESIP plans 5 and 6 for the Year 2004 are fixed stock option plans.  The exercise price for options granted is a minimum of 85% of the fair market value of the underlying common stock on the date of grant.  The Company records 15% of the market value of the underlying shares on the date of grant as the intrinsic value of these options.

On November 1, 2005, the Board of Directors approved one Employee Stock Incentive Plans (“ESIP”) for the Year 2005 under which employees and consultants of the Company and its subsidiaries may be granted stock options.  The plans are administered by the Company’s Board of Directors, who have substantial discretion to determine the persons, amounts, time of exercise, price, exercise terms, and restrictions on the options.

The ESIP plan for Year 2005 is variable stock option plan.  The minimum exercise price for options granted under the plan is 85% of the fair market value of the underlying common stock on the date of exercise of the option.  The Company records 15% of the market value of the underlying shares on the date of exercise as the intrinsic value of these options.

Options granted under these plans have a 10 year expiry, and vest immediately.  At December 31, 2005, 5,730,840,000 employee options remained available for grant.

-12-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

9. STOCK OPTIONS AND WARRANTS OUTSTANDING (CONT)

Under the plans above, the Company was authorized to grant up to a total of 2,790,076,500 common shares.  Options granted under these plans have a 10 year expiry, and vest immediately.  At December 31, 2005, 7,000,000 employee options remained available for grant.

During the year ended December 31, 2004, 12,356,802 options were exercised on behalf of employees on a cashless basis through an outside broker for proceeds to the Company of $1,138,021.  During the year ended December 31, 2005, 2,657,238,153 options were exercised on behalf of employees on a cashless basis through an outside broker for proceeds to the Company of $1,529,046.

As at December 31, 2005, options were outstanding and exercisable for the purchase of common shares as follows:

NUMBER OF SHARES	GRANT DATE PRICE PER SHARE		EXPIRY DATE
356,250	$	0.0090	November 20, 2014
10,477,250	$	0.0110	November 29, 2014
7,877,925	$	0.0290	February 16, 2015
93,315,647	$	0.0011	November 7, 2015
112,027,072

A summary of the changes in stock options for the years ended December 31, 2005 and 2004 is presented below:

	NUMBER OF OPTIONS			GRANT DATE WEIGHTED AVERAGE EXERCISE PRICE
Balance, December 31, 2003		7			126,215
Granted		51,076,534			0.08
Exercised		(12,356,802	)		(0.23	)
Expired		(1,060,137	)		(0.62	)
Balance, December 31, 2004		37,659,602		$	0.021
Granted		2,892,000,000			0.001
Exercised		(2,657,632,528	)		0.001
Expired		(160,000,002	)		0.004
Balance, December 31, 2005		112,027,072		$	0.002

b) Share Purchase Warrants

As at December 31, 2005, share purchase warrants were outstanding for the purchase of common shares as follows:

NUMBER OF SHARES	PRICE PER SHARE		EXPIRY DATE
1	$	20,000	May 28, 2006
2	$	6,000,000	September 17, 2006
3

A summary of the changes in shares which may be purchased on exercise of warrants for the year ended December 31, 2005 is presented below:

	NUMBER OF SHARES			WEIGHTED AVERAGE EXERCISE PRICE
Balance, December 31, 2003		42			901,429
Cancelled		(20	)		(810,000	)
Balance, December 31, 2004		22		$	984,545
Cancelled		(19	)		(504,368	)
Balance, December 31, 2005		3		$	4,0006,667

At December 31, 2005, a total of 3 warrants remain issued and outstanding, and underlie the shares listed in the table above.

-13-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

10. STOCK BASED COMPENSATION

a)  Non-Employees

On March 12, 2004, the Board of Directors approved the 2004 Compensation Plan for Consultants and Others, for the issue to employees and consultants of up to 75 shares of common stock at a price of $4,000 for fees for services performed or to be performed.  Pursuant to the plan, 65 shares have been issued for services and a total of 10 shares remain available for issuance under the plan at December 31, 2004.

On July 1, 2004, the Board of Directors approved the Non-Employee Director and Consultants Retainer Stock Plan (“NESP”),No. 1,for the issue to employees, directors and consultants of up to 350,000 shares of common stock at a price of $0.0007 for fees for services performed or to be performed.  The Company transferred all authorized common shares available for grant to the ESIP Plan #4 for the Year 2004 pursuant to the terms of the Plan.  No common shares remain to be issued under NESP No.1.

On August 2, 2004, the Board of Directors approved NESP No. 2 for the issue to employees, directors and consultants of up to 198,840,000 shares of common stock at a price of $0.0002 for fees for services performed or to be performed.  During the year 2004, and 2005, 198,840,000 common shares were issued for services and the settlement of debt.  No common shares remain available for issue under NESP No.2.

On November 3, 2004, the Board of Directors approved NESP No. 3 for the issue to employees, directors and consultants of up to 500,000,000 shares of common stock at a price of $0.0001 for fees for services performed or to be performed.  No shares were issued under this plan during the year.  On January 5, 2005, the Board of Directors reduced the number of the common shares available for this Plan.  At December 31, 2005, 3,000,000 shares remain available for issue under the Plan.

In addition to the plans above, a total of 2,003,587,874 common shares were issued during the year to settle outstanding debts.

Shares issued to non-employees are recorded at the market price of the shares on the date service agreements are entered into.  In the year 2005, the Company recorded $342,814 (2004 -$238,360) of non-cash consulting expense.

b)  Employees

During the period ended December 31, 2005, the Company recorded stock based compensation of $2,482,423 (2004 - $1,587,753) as wages and benefits in the consolidated statement of operations.  Of the amount expensed, $2,097,762  (2004 - $457,404) represents the intrinsic value of the options granted and exercised under the various ESIP plans.

For options granted and exercised during 2004 and 2005, fair value approximates the recorded amounts due to their limited term, generally less than two weeks.  The fair value of the options granted and outstanding at the end of the year was estimated at the date of grant using the Black-Scholes option pricing model with the following assumptions:

	2005		2004
Risk-free interest rate		3.70%		1.97%
Expected term of options		1 month		4 months
Expected volatility		95%		311%
Dividend yield		nil		Nil

Black-Scholes is a widely accepted stock option pricing model.  However, the ultimate value of stock options granted will depend on the actual lives of the options and future price levels of the Company’s stock.

Had the Company determined compensation cost based on fair values for its employees stock options, the net loss would have increased by $508,611 for the period ended December 31, 2005, (2004 - $211,502) as indicated below:

	2005			2004
Net loss, as reported	$	(5,860,359	)	$	(4,668,266	)
Add:  Stock based compensation expense included in net loss, as reported		2,126,507			1,587,753
Deduct:  Stock based compensation expense determined under fair value method		(2,635,118	)		(1,799,255	)
Net loss, pro-forma	$	(6,368,971	)	$	(4,879,768	)
Net loss per share (basic and diluted), as reported	$	(0.01	)	$	(1.84	)
Net loss per share (basic and diluted), pro-forma	$	(0.01	)	$	(1.92	)

-14-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

11. RELATED PARTY TRANSACTIONS

a) Included in accounts payable at December 31, 2005 is $89,794 (2004 - $523,203) owing to directors or companies controlled by directors.

b) Included in loans and advances payable at December 31, 2005 is $291,148 (2004 - $351,289) owing to directors or a companies controlled by directors.

c) During the year ended December 31, 2005, the Company incurred $200,000 (2004 - $200,004) in consulting expense paid to directors with companies controlled by directors.

d) During the year ended December 31, 2005, the Company incurred $51,969 (2004 - $26,456) in administration, office, and equipment rental expenses with companies controlled by directors.

12. SUPPLEMENTAL DISCLOSURE OF NON CASH FINANCING AND INVESTING ACTIVITIES

During the years ended December 31, 2005 and 2004, the Company had the following non-cash financing and investing activities:

	2005		2004
Shares issued for debt and services	$	873,309	$	342,760
Series B convertible preferred shares issued for debt owing to a director	$                          nil		$	122,000

-15-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

13. COMMITMENTS

a) Previous to December 31, 2005, the Company executed Management Services Memorandums with two separate companies controlled by two directors to provide Management Services.  Subsequent to December 31, 2005, the memorandums provide for performance bonuses and total annual compensation as follows:

Year ended December 31, 2006	$	300,000
Year ended December 31, 2007	$	15,000
Year ended December 31, 2008	$	-

b) Prior to December 31, 2005, the Company signed consulting agreements for services to be performed in the next fiscal year totalling $122,000.

c) During the year ended December 31, 2005, the Company signed short term lease agreements for office space, and related services, in both Las Vegas, Nevada, and Atlanta, Georgia.  The agreements provide for payments as follows:

Year ended December 31, 2006	$	123,701
Year ended December 31, 2007	$	-
Year ended December 31, 2008	$	-

14. INCOME TAXES

A reconciliation of income taxes at statutory rates with the reported taxes is as follows:

	2005			2004
Statutory rate		34	%		34	%
Provision for income taxes based on statutory rate	$	(1,990,000	)	$	(1,580,000	)
Non-deductibles		-			384,000
Income tax recovery		(1,990,000	)		(1,196,000	)
Unrecognized benefit of operating loss carry forwards		1,990,000			1,196,000
Income tax recovery	$	-		$	-

-16-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

14. INCOME TAXES (CONT)

Significant components of the Company’s future tax assets based on statutory tax rates are as follows:

	2005			2004
Future tax assets
Loss carryforwards	$	4,513,000		$	2,520,000
Valuation allowance		(4,513,000	)		(2,520,000	)
	$	-		$	-

The Company has approximately $13,273,359 (2004 - $7,413,000) of operating loss carryforwards which expire beginning in 2020.

The Company has provided a valuation allowance against its deferred tax assets given that it is more likely than not that these benefits will not be realized.

15. BUSINESS SEGMENTS

During the year ended December 31, 2005, the Company had decided to change the focus of its operations to Telecommunications, focused in the single geographic area of North America.  As a result, all other businesses have been consolidated under discontinued operations.

-17-

JUPITER GLOBAL HOLDINGS CORP.

(Formerly Livestar Entertainment Group Inc.)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2005 AND 2004

(Stated in U.S. Dollars)

16. SUBSEQUENT EVENTS

a) Subsequent to December 31, 2005, the Company did not grant any new stock options.  Subsequent to December 31, 2005, 114,494,500 shares have been exercised providing proceeds of to the Company of $43,924.

b) Subsequent to December 31, 2005, the Company filed with the State of Nevada is previously approved amendment of its authorized preferred share stock from 200,000,000 to 500,000,000 shares

c) Subsequent to December 31, 2005, the Company issued 4,483,051,215 shares at $0.0001 per share for the reduction of debt in the amount of $512,155.

d) Subsequent to December 31, 2005, the Company issued 182,851,084 shares at $0.0002 per share for the services valued in the amount of $34,832.

e) Subsequent to December 31, 2005, the Company issued 120,000,000 Preferred Shares Series B at $0.0009 per share to directors of the Company for the reduction of debt in the amount of $111,000.

f) Subsequent to December 31, 2005, the Company issued 50,000,000 Preferred Shares Series C at $0.01 per share for the acquisition of the remaining 20% of Macro Communications Inc. for a value of $500,000.  As a result, Macro Communications Inc. becomes a 100% wholly owned subsidiary of the Company.

g) On April 21, 2006, the Company entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with PAIVIS, Corp. (f/k/a APO Health, Inc)., a Nevada corporation (“APO”), APO Health Acquisition Corp, Inc., a Nevada corporation and wholly-owned subsidiary of APO (“APO Acquisition”).  As per the Merger Agreement provided that upon the terms and subject to the conditions set forth in the Merger Agreement, APO Acquisition merged with and into Jupiter, with Jupiter being the surviving corporation and a wholly-owned subsidiary of APO.

-18-

EX-9.2

Exhibit 9.2

UNAUDITED PRO FORMA CONDENSED

 COMBINED FINANCIAL STATEMENTS

On April 21, 2006, APO Health, Inc., a Nevada corporation (“APO”), entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with APO Health Acquisition Corp, Inc., a Nevada corporation and wholly-owned subsidiary of APO (“APO Acquisition”), and Jupiter Global Holdings, Corp., a Nevada corporation (“Jupiter”). The Merger Agreement provided that upon the terms and subject to the conditions set forth in the Merger Agreement, APO Acquisition will merge with and into Jupiter, with Jupiter being the surviving corporation and a wholly-owned subsidiary of APO.

On May 11, 2006, the above-referenced parties to the Agreement and Plan of Merger consummated the Merger Agreement and the Merger Agreement became effective as of May 11, 2006, the date that the Articles of Merger were accepted for filing by the Nevada Secretary of State. As of May 11, 2006, APO changed its name to PAIVIS, Corp. (“PAIVIS”), and a trading symbol for PAIVIS will be announced shortly.

As of May 11, 2006, each share of Common Stock of Jupiter issued and outstanding immediately prior to the Effective Time of the Merger Agreement was converted into and become a right to receive 0.46232085067036500 of a share of common stock of APO (the “Conversion Price”), and are automatically canceled and retired and cease to exist as of the Effective Time of the Merger. Although the Effective Date of the Merger was May 11, 2006, trading in the common shares of Jupiter did not cease until May 18, 2006, resulting in the Registrant’s conclusion that the actual date that Merger Shares were to issue to Jupiter shareholders, was May 18, 2006.

The aggregate consideration is estimated to be $14,000,750, based on management’s estimate of the fair market value of the common and preferred stock based on the market prices at the time of transaction.

Because the owners of JUPITER held approximately 85% of PAIVIS’s outstanding common stock after the Combination, and in addition to the Company’s analysis of other criteria used for determining which entity is the accounting acquirer under SFAS No.141, Jupiter is deemed to be the acquiring company for accounting purposes and the Combination has been accounted for using the reverser merger method of accounting for business combinations in accordance with accounting principles generally accepted in the United States. The audited financial statements of JUPITER for the two years ended December 31, 2004 and 2003 are attached as an exhibit to this Form 8-K/A.

Under this method of accounting, the combined company will allocate the fair market value of $14,000,750.  The unaudited pro forma condensed combined financial statements are based on respective historical consolidated financial statements included in this Form 8-K/A and the audited financial statements of PAIVIS for each of the two years ended September 30, 2006 and 2005 which are included in the PAIVIS on Form 10-KSB, filed with the Securities and Exchange Commission.

The unaudited pro forma consolidated balance sheet combine the historical balance sheets of the PAIVIS and Jupiter as of September 30, 2006, giving effect to the transaction described in the Agreement dated April 12, 2006 (“Acquisition”) as if it had occurred on October 1, 2005.

The unaudited pro forma consolidated statements of operations combine the historical statements of operations of the PAIVIS and Jupiter for the year ended September 30, 2006, giving effect to the transaction as if it had occurred on October 1, 2005.

The unaudited pro forma condensed combined financial statements data is based on estimates and assumptions described in the notes to them. This data is presented for information purposes only and is not intended to represent or be indicative of the consolidated results of operations or financial condition of PAIVIS that would have been reported had the merger been completed as of the dates presented, and should not be taken as representative of future consolidated results of operations or financial condition of PAIVIS.

The unaudited pro forma condensed combined financial statements should be read in conjunction with the related notes included in this Form 8-K/A and the audited financial statements of PAIVIS which are included in the PAIVIS Annual Report on Form 10-KSB, filed with the Securities and Exchange Commission and the audited financial statements of Jupiter which are attached as exhibits to this Form 8-K/A. The unaudited pro forma condensed combined financial statements are not necessarily indicative of what the actual results of operations and financial position would have been had the merger taken place on October 1, 2005, and do not indicate future results of operations or financial position.

-1-

PAIVIS Corp.

Pro-forma Consolidated Balance Sheet

September 30, 2006

(Stated in US Dollars)

	PAIVIS Corp			JUPITER Global Holdings Corp			Adjustments				Pro-forma
ASSETS
Cash	$	514		$	88,163					$	$	88,678
Accounts Receivable		-			407,034							407,034
Tax Recoverable		-			7,453							7,453
Prepaid Expenses		-			28,009							28,009
Advance to Subsidiary		86,939			-			(86,939	)	(a)
	$	87,454		$	530,660		$	(86,939	)		$	531,174
Goodwill		-			3,103,499			3,146,456		(b)		6,249,955
Investments		14,000,750			-			(14,000,750	)	(b)		-
Capital Assets		-			100,961			-				100,961
	$	14,088,204		$	3,735,120		$	(10,941,234	)		$	6,882,090
LIABILITIES
Current
A/P & Accrued Expenses	$	93,695		$	4,866,316		$	-			$	4,960,011
Loans and Advances payable		278,441			2,376,680			-				2,655,121
Advances from Parent		-			86,939			(86,939	)	(a)		-
	$	372,135		$	7,329,936		$	(86,939	)		$	7,615,132
Minority  interest		-			7,147			-				7,147
STOCKHOLDERS’ DEFICIENCY
Share Capital
Common Stock		6,112			1,001,304			(1,001,304	)	(b)		6,112
Preferred Stock		379			25,005			(25,005	)	(b)		379
Additional Paidin Capital		16,448,832			12,313,571			(12,313,571	)	(b)		16,448,832
Deficit		(2,739,255	)		(16,941,843	)		2,485,586				(17,195,512	)
	$	13,716,068		$	(3,594,816	)	$	(10,854,294	)		$	(733,042	)
	$	14,088,204		$	3,735,120		$	(10,941,234	)		$	6,882,090

-2-

 

PAIVIS Corp.

Pro-forma Consolidated Income Statement

Year Ended September 30, 2006

(Stated in US Dollars)

	PAIVIS Corp			JUPITER Global Holdings Corp			Pro-forma
Revenue	$	-		$	6,904,783		$	6,904,783
Cost of services		-			(6,746,835	)		(6,746,835	)
Expenses		(253,669	)		(3,989,659	)		(4,243,328	)
Loss  from operations	$	(253,669	)	$	(3,831,711	)	$	(4,085,380	)
Minority Interest in loss of Subsidiary								-
Net Loss							$	(4,085,380	)

-3-

NOTES TO THE UNAUDITED PRO FORMA CONDENSED

                        COMBINED FINANCIAL STATEMENTS FOR SEPTEMBER 30, 2006

The unaudited pro forma condensed combined financial statements have been prepared in accordance with generally accepted accounting principles in the United States after eliminating all material intercompany accounts and transactions. The acquisition is being accounted for under the reverser merger of accounting.

The purchase price is allocated as follows:

Fair Market Value of stock given in acquisition	$	14,000,750
Comprised of:
Stock Consideration		10,854,294
Goodwill		3,146,456
Total Purchase Consideration	$	14,000,750
Common Stock		1,001,304
Preferred Stock		25,005
Additional Paid in Capital		12,313,571
Accumulated Deficit		(2,485,586	)
	$	10,854,294

Under the terms of the agreement and in accordance with SFAS No. 141, for accounting purposes, Jupiter has been deemed to be the acquirer.  As at the date of transactions, the fair market value of stock given in the acquisition is estimated to be $14,000,750, and is allocated as indicated above.  These numbers do not include the effects, if any; of adjustments that might result from the amortization of any potential identifiable intangible assets (separate from goodwill) or impairment of the goodwill recognized. In addition, there have been no allocations towards reorganization costs.

The following pro forma adjustments have been recorded to reflect the acquisition:

Condensed Combined Balance Sheet--adjustments to reflect the acquisition as if it had occurred on October 1, 2005:

(a)   The elimination of inter company advance of $86,939.

(b)   The adjustment to record goodwill, inter company investment, pre-acquisition shareholder’s equity and accumulated deficit.

The unaudited pro forma condensed combined information reflects our best estimates; however the actual financial position and results of operations may differ from the pro forma amounts reflected herein because of various factors, including, without limitation, access to additional information, changes in value and changes in operating results between the date of preparation of the unaudited pro forma condensed combined financial information and the date on which the acquisition closed.  However, in the opinion of management any final adjustments will not be material to the future financial position and/or results of operations of PAIVIS Corp.

-4-

EX-99.1

EXHIBIT 99.1

Paivis, Corp. (Formerly APO Health, Inc.) and Jupiter Global Holdings, Corp. Announce Final Closing of Merger Agreement

2006-05-15 11:57 ET - News Release

Also News Release (U-JPHC) JUPITER GLOBAL HOLDINGS CORP

OCEANSIDE, NY -- (MARKET WIRE) -- 05/15/06

Paivis, Corp. (formerly APO Health, Inc.) ("Paivis") (OTC BB: APOA) and Jupiter Global Holdings, Corp. ("Jupiter") (OTC: JPHC) today jointly announced their closing of the Definitive Agreement and Plan of Merger (the "Merger Agreement") dated April 21, 2006, pursuant to which Paivis acquired, through a wholly-owned subsidiary, 100% of the issued and outstanding common shares of Jupiter, and Jupiter became a wholly-owned subsidiary of Paivis. As consideration in the merger transaction, Paivis has agreed to exchange shares of its common stock with Jupiter's shareholders at an exchange ratio that valued the Jupiter shares at $0.005 per common share whereby Jupiter shareholders will receive approximately 0.46232 of a share of Paivis common stock. No fractional shares will be issued in the share exchange.

A new symbol will be assigned reflecting the name change from APO Health, Inc. to Paivis, Corp. The current management of Paivis and Jupiter will not continue with the successor entity. A new team of experienced management will be brought in, and the current management of Macro Communications, Inc., the core operating subsidiary of Jupiter, will take a leading role in the management of the merged companies.

Jan Stahl, the departing Chief Executive Officer of Paivis, commented, "We are pleased to have been able to reach a closing of the transaction and we welcome the Jupiter shareholders as Paivis shareholders and feel very strongly on the new combined entities moving forward."

Ray Hawkins, the Chief Executive Officer of Jupiter, commented further, "We are glad we achieved a closing of the Merger Agreement; the future is bright for the merged company."

Details, including but not limited to the specifics of the exchange ratio, regarding the consummation of the Merger Agreement will be filed by Paivis in a Current Report on Form 8-K with the U.S. Securities and Exchange Commission as required.

ABOUT PAIVIS, CORP. (FORMERLY APO HEALTH, INC.)

Paivis, Corp. (formerly APO Health, Inc.), a Nevada corporation, through its subsidiary distributes medical, dental and health and beauty aids products to dental and medical professionals and wholesalers throughout the United States.

ABOUT JUPITER GLOBAL HOLDINGS, CORP.

Jupiter Global Holdings, Corp., a Nevada corporation, is a holding company with interests and developments in a diverse number of growing industries. Jupiter plans to achieve a leadership position through the building of a synergistic network of innovative, profitable and global businesses.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 (the "PSLRA") provides a "safe harbor" for forward-looking statements so long as those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ materially from those projected in such statements.

Statements contained herein that are not based on historical fact , as well as other statements including words such as "anticipate," "believe," "plan," "estimate," "expect," "intend," "will," "could" and other similar expressions, constitute forward-looking statements under the PSLRA. Paivis and Jupiter intend that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements are based on current assumptions but involve known and unknown risks and uncertainties that may cause Paivis and Jupiter actual results, performance or achievements to differ materially from current expectations. These risks include economic, competitive, governmental, technological and other factors discussed in Paivis and Jupiter annual, quarterly and other periodic public filings on record with the Securities and Exchange Commission which can be viewed free of charge on its website at http://www.sec.gov.

Please visit Jupiter's website: www.jupiterglobal.net

For more information regarding Jupiter, please contact:

Jupiter Global Shareholder Services

Phone: 1.800.963.6532

Email Address: Email Contact

For more Paivis information please contact:

Phone: 516-594-0005 x 221