<PAGE>


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

                                  FORM 10-QSB


[X]    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934
                          For the Quarterly period ended November 30, 2001
                                                         -----------------

[ ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                          For the transition period from _________ to __________


                         Commission File Number 0-30453
                                                -------

                               DBS HOLDINGS, INC.
        (Exact name of small business issuer as specified in its charter)


           NEVADA                                           N/A
----------------------------                ------------------------------------
(State or other jurisdiction                (IRS Employer Identification Number)
     of incorporation)


               1-8765 ASH STREET, VANCOUVER, B.C., CANADA, V6P 6T3
               ---------------------------------------------------
                    (Address of principal executive offices)


                                 (604) 301-9545
                           ---------------------------
                           (Issuer's telephone number)


              (Former name, former address and former fiscal year,
                          if changed since last report)

Check whether the issuer (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 [ ]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 16,665,500 shares of common stock
with a par value of $0.001 per share as of December 12, 2001

Transitional Small Business Disclosure Format (Check One): Yes [ ] No [X]


<PAGE>
                         PART I - FINANCIAL INFORMATION


ITEM 1 - FINANCIAL STATEMENTS


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)


                        CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


                           NOVEMBER 30, 2001 AND 2000
                             (STATED IN US DOLLARS)



<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                           CONSOLIDATED BALANCE SHEET
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)

<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------
                                                                NOVEMBER 30       MAY 31
                                                                   2001            2001
                                                                -----------     -----------
                                                                (UNAUDITED)      (Audited)

<S>                                                             <C>             <C>
ASSETS

CURRENT
     Cash and cash equivalents                                  $    31,148     $   332,332
     Cash held in trust                                                  --         910,000
     Prepaid expenses and deposits                                   31,935          41,785
     Other receivable                                                18,172          14,920
                                                                -----------     -----------
                                                                     81,255       1,299,037

PLANT AND EQUIPMENT (Note 5)                                        481,880         564,411
                                                                -----------     -----------

                                                                $   563,135     $ 1,863,448
                                                                ===========     ===========

LIABILITIES
CURRENT
     Accounts payable and accrued liabilities (Note 5)          $   523,799     $   523,639
     Related party loan (Note 6)                                         --         850,000
                                                                -----------     -----------
                                                                    523,799       1,373,639
                                                                -----------     -----------
MINORITY INTEREST                                                   805,611         560,611
                                                                -----------     -----------

STOCKHOLDERS' DEFICIENCY

COMMON STOCK
Authorized
20,000,000 common shares with a par value of $0.001

Issued and outstanding
16,665,500 (May 31, 2001 - 14,595,500) common shares (Note 7)        16,665          14,596

OTHER CAPITAL ACCOUNTS                                            8,055,600       4,092,723

DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE                 (8,912,782)     (4,207,417)

ACCUMULATED OTHER COMPREHENSIVE INCOME                               74,242          29,296
                                                                -----------      ----------
                                                                   (766,275)        (70,802)
                                                                -----------      ----------
                                                                $   563,135     $ 1,863,448
                                                                ===========     ===========
</TABLE>

Approved by the Directors:


/s/ Alan Lindsay                             /s/ Wilfred Jefferies
-----------------------------------          -----------------------------------
Director                                     Director
Alan Lindsay                                 Wilfred Jefferies

<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                CONSOLIDATED STATEMENT OF OPERATIONS AND DEFICIT
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)


<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------------
                                                                                                           FROM
                                                                                                           INCORPORATION
                                                                                                           ON JANUARY 20,
                                            THREE MONTHS ENDED                  SIX MONTHS ENDED           1999 TO
                                                NOVEMBER 30                        NOVEMBER 30             NOVEMBER 30,
                                           2001             2000             2001             2000         2001
                                        -----------      ----------       -----------      -----------     --------------
<S>                                     <C>             <C>               <C>              <C>             <C>
EXPENSES
General and administrative              $ 1,138,697     $   335,059       $ 4,238,067      $   626,414     $ 7,144,853
Research and development                    113,442         296,911           395,977          438,348       2,247,898
Depreciation                                 36,307          23,450            73,916           44,741         204,177
Interest expense                              1,043              --             1,043               --         851,043
                                        -----------      ----------       -----------      -----------      ----------

LOSS FROM OPERATIONS                    $ 1,289,489     $   655,420       $ 4,709,003      $ 1,109,503      10,447,971

INTEREST INCOME                                (997)         (8,641)           (3,638)         (11,753)        (48,970)
                                        -----------      -----------       ----------      -----------     -----------

LOSS FOR THE PERIOD                     $ 1,288,492     $   646,779       $ 4,705,365      $ 1,097,750      10,399,001
                                        ===========     ===========       ===========      ===========     ===========

BASIC AND FULLY DILUTED LOSS PER
SHARE                                         (0.08)          (0.04)           (0.29)           (0.07)
                                        -----------     -----------       ----------      -----------

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                       16,665,500      16,234,020        16,100,318      15,447,759
                                        ===========     ===========       ===========     ===========


</TABLE>


<PAGE>
                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)




<TABLE>
<CAPTION>


                              COMMON STOCK                            OTHER CAPITAL ACCOUNTS
                        --------------------------------------------------------------------
                                                                                              Accumulated      Deficit
                                                                                                other       accumulated     Total
                          Number                        Additional                 Common   comprehensive   during the      stock-
                            of        Par                paid-in      Deferred     stock        income      development    holders'
                          shares     Value   Warrant     capital    compensation  Issuable      (loss)         stage       equity
                                       $        $           $            $            $            $             $           $
                        ---------- -------- ---------- ------------ ------------ ---------- ------------ -------------- -----------
<S>                     <C>         <C>     <C>         <C>          <C>         <C>            <C>         <C>            <C>


BALANCE - MAY 31, 2001  14,595,500   14,596   769,227    2,264,133      (10,637)  1,070,000       29,296     (4,207,417)    (70,802)

Issuance of common
stock and warrants on
July 27, 2001 for
subscription received
May 15, 2001 at $1.50      713,333      713    54,177    1,015,110         --    (1,070,000)        --            --           --
per unit (Note 7)

Issuance of common
stock and warrants
for cash at $1.50 per
unit on August 24,          35,000       35       691       51,774         --          --           --            --         52,500
2001 (Note 7)

Issuance of common
stock and warrants
pursuant to
settlement of related
party loan at $1.50      1,133,333    1,133   326,268      522,599         --          --           --            --        850,000
per unit on July 17,
2001

Issuance of common
stock for services
rendered (finders'         113,334      113      --        236,755         --          --           --            --        236,868
fees) (Note 7)

Issuance of common
stock for services
rendered  June 12,          75,000       75      --        164,925         --          --           --            --        165,000
2001 (Note 7)


Stock option grants         --          --       --      2,325,000     (294,000)       --           --            --      2,031,000
(Note 7)

Modification of
warrants (Note 7)           --          --       --      1,448,960         --          --           --            --      1,448,960
                            --          --       --     (1,448,960)        --          --           --            --     (1,448,960)

Comprehensive loss
Loss for the period         --          --       --          --            --          --           --       (3,416,873) (3,416,873)
Other comprehensive
Income -- foreign
Currency translation
Adjustment                  --          --       --          --            --          --         (7,001)         --         (7,001)
                        ---------- ------- ----------  -----------  -----------  ---------- ------------ -------------- -----------

BALANCE -- AUGUST 31,
2001                    16,665,500  16,665  1,150,363    6,580,296     (304,637)       --         22,295     (7,624,290)   (159,308)
                        ========== ======= ==========  ===========  ===========  ========== ============ ============== ===========

Stock Option Grants                   --       --          545,491         --          --           --           --         545,441

Amortization Of
Stock-Based
Compensation                          --       --             --         84,137        --           --           --          84,137

Comprehensive Loss
Loss For The Period                   --       --             --           --          --           --       (1,288,492) (1,288,492)
Other Comprehensive
Income (Loss) Foreign
currency translation
adjustment                            --       --             --           --          --         51,947          --         51,947

                        ---------- ------- ----------  -----------  -----------  ---------- ------------ -------------- -----------
BALANCE  - NOVEMBER
30, 2001                16,665,500 $16,665 $1,150,363   $7,125,737  $  (220,500) $     --     $   74,242    $(8,912,782)  $(766,275)
                        ========== ======= ==========  ===========  ===========  ========== ============ ============== ===========
</TABLE>

<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------------------------------------

                                                                                                           CUMULATIVE FROM
                                              THREE MONTHS ENDED NOVEMBER 30      SIX MONTHS ENDED         JANUARY 20, 1999
                                                        (Unaudited)                  NOVEMBER 30            TO NOVEMBER 30
                                                                                     (Unaudited)             (Unaudited)
                                                  2001           2000           2001            2000            2001
                                             ------------    ----------     -----------      -----------   ----------------
<S>                                          <C>             <C>           <C>               <C>             <C>


CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the period                          $ (1,288,492)   $ (646,779)   $ (4,705,365)     $(1,097,750)     $(10,399,002)
Adjustments to reconcile loss for the
period to net cash used in operating
activities
    Stock-based compensation                      629,578          --         3,307,446          233,379         4,197,328
    Interest expense on related party loan          --             --              --               --             850,000
    Depreciation                                   36,307        23,450          73,916           44,741           204,177
    Leasehold improvements written down             --             --              --               --              13,300
Changes in non-cash working capital items
    Other receivable                                3,667          --            (3,252)            --             (18,322)
    Prepaid expenses and deposits                   4,116         1,867           9,850          (11,724)          (32,601)
    Accounts payable and accrued                   76,387       (43,825)            160          (55,811)          451,387
        liabilities
                                             ------------    ----------     -----------      -----------     -------------
                                             $   (538,437)   $ (665,287)   $ (1,317,245)     $  (887,165)    $  (4,733,733)
                                             ------------    ----------     -----------      -----------     -------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock and warrants
     for cash, less share issuance costs           --              --            52,500        1,662,100         4,726,143
  Deferred financing costs                         --              --              --             62,100             --
  Related party loan                               --              --              --               --             850,000
  Cash acquired in reverse acquisition             --              --              --               --              13,824
  Common stock redemption                          --              --              --               --            (120,000)
                                             ------------    ----------     -----------      -----------     -------------
                                                   --              --            52,500        1,724,200         5,469,967
                                             ------------    ----------     -----------      -----------     -------------
CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of plant and equipment                (4,021)     (278,185)        (14,375)        (493,669)         (725,961)
                                             ------------    ----------     -----------      -----------     -------------
FOREIGN EXCHANGE EFFECT ON CASH                    64,372       324,895          67,936          (19,387)           20,875
                                             ------------    ----------     -----------      -----------     -------------
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS                                      (478,086)     (944,785)     (1,211,184)         323,978            31,148

CASH AND CASH EQUIVALENTS -- BEGINNING OF
PERIOD                                            509,234     1,856,019       1,242,332          587,256              --
                                             ------------    ----------     -----------      -----------     -------------
CASH AND CASH EQUIVALENTS -- END OF PERIOD
                                             $     31,148    $  911,234     $    31,148      $   911,234     $      31,148
                                             ============    ==========     ===========      ===========     =============
</TABLE>


<PAGE>


                               DBS HOLDINGS, INC.
                   (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                         (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                  (UNAUDITED)
                             (STATED IN US DOLLARS)


1.   ORGANIZATION

     M-I Vascular Innovations, Inc. (the Company or M-I) was incorporated in the
     State of Delaware on January 20, 1999. The Company is in the development
     stage and is involved in the design, development and manufacture of
     coronary stents which are used to treat cardiovascular disorder caused by
     narrowing or blockage of coronary arteries.

     Upon the formation of the Company, 10,467,000 common shares were issued to
     the founders for nominal consideration by resolution on March 16, 1999. The
     founders shares are subject to the Founders Agreement, dated March 16, 1999
     which granted one of the founders an anti-dilution provision at 25%, as
     this founder was to contribute to technical personnel. The anti-dilution
     provision existed until the earlier of March 31, 2002, the date the Company
     raised $2,000,000 in cumulative equity financing, or the date upon which
     the common stock of the Company became publicly traded. The Founders
     Agreement terminates on the earlier of March 16, 2002 or one day prior to
     either of the filing of a prospectus or listing of the Company. On November
     10, 2000, the Company commenced court proceedings against this same
     founder, seeking transfer or cancellation of his founders shares claiming
     breach of fiduciary duty, breach of the consulting agreement and breach of
     the Founders Agreement for his refusal to contribute founders shares to
     technical staff. This founder has counterclaimed, seeking damages for
     breach of contract, an order declaring that certain stent technology
     currently owned by the Company belongs to this founder.

     On September 14, 2001, M-I and DBS Holdings, Inc. (DBS) executed a
     settlement agreement with this same founder to settle legal action. Under
     the settlement agreement, M-I and DBS agreed to take all necessary steps to
     effect the conversion or exchange of all the M-I shares owned by this
     founder, including those additional shares issuable under the anti-dilution
     provision (note 7), to DBS shares on a one-for-one basis as soon as
     practicable. All parties will suspend the legal action and all other legal
     proceedings until the earlier of December 22, 2001 and the termination of
     the escrow agreement. The parties agree that until December 22, 2001, but
     in any event no later than January 22, 2002, none of the parties will do
     anything to affect the restrictions on the sale of the M-I shares or the
     DBS shares to be issued in exchange for the M-I shares, unless done for the
     benefit of all parties. The founder will request that the complaint lodged
     with the B.C. Securities Commission regarding the share exchange of the DBS
     shares for the M-I shares be withdrawn and that no further action will be
     taken until the earlier of December 22, 2001 and the termination of the
     escrow agreement.

     Concurrent with the execution of the Settlement Agreement, a shareholder of
     the Company and the former founder entered into an Option Agreement,
     whereby the shareholder holds an option to acquire the Company's shares
     owned by the former founder at a price of Cdn $1.00 per share. This option
     terminates on December 22, 2001, unless by December 10, 2001, the
     shareholder provides the former founder with notification of an extension
     to January 22, 2002. Provided the option is fully exercised within this
     time period and the terms of the Settlement Agreement are met, the legal
     action will be dismissed. As at November 13, 2001, this option had not been
     exercised.



<PAGE>

                               DBS HOLDINGS, INC.
                   (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                         (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                  (UNAUDITED)
                             (STATED IN US DOLLARS)



1.   ORGANIZATION (Continued)

     The shareholder and the former founder have also entered into an Escrow
     Agreement, whereby any shares acquired by the shareholder pursuant to the
     option agreement will be held in escrow until the earlier of the date of
     the payment which causes the full option to have been exercised or December
     22, 2001 (or as extended as noted above.) In addition, a Voting Agreement
     has been executed whereby voting power over the former founders shares has
     been transferred to this shareholder.

     The Company entered into a transaction by agreement on January 19, 1999 to
     acquire MIVI Technologies Inc. (MIVI) in consideration of a royalty for the
     single stent product, and derivatives, transferred with MIVI. The royalty
     is payable at 4% of all net sales generated by product derived from
     acquired technology and limited to $2,000,000 per year on each distinct
     product. Pursuant to the Settlement Agreement all right, title and interest
     in the stent, intellectual property and technology transferred with MIVI
     per the January 19, 1999 agreement has been fully and completely conveyed
     to M-I. If the option agreement referred to earlier is not fully exercised,
     the former founder will retain the right to seek payment of royalties
     contemplated by the January 19, 1999 agreement. Further it was agreed under
     the terms of the Settlement Agreement that the obligation of this same
     former founder, if any, not to compete against M-I or its affiliates is
     terminated, irrespective of whether the option is exercised or of the
     occurrence or non-occurrence of any other event, and this provision
     survives any termination of the Settlement Agreement.

     The Company determined, after animal testing, that the acquired technology
     was no longer competitive and such stent technology is no longer being
     developed by the Company. The Company has internally developed new laser
     cut stent technology which constitutes the Company's business.

a)   Collaborative Research Agreement

     On May 23, 2001, the Company entered into a Collaborative Research
     Agreement with the University of British Columbia to develop stent
     technology related to hydroxyapatite ceramics and coatings. This agreement
     had a term of four months to September 30, 2001 and the Company committed
     to provide funding for Cdn $20,459 which was accrued in these consolidated
     financial statements at May 31, 2001. It was agreed that all rights and
     title to the technology would belong to the University of British Columbia
     with the Company having an option to obtain a royalty bearing license as
     detailed in the agreement. The Company signed a five month extension (Phase
     2) to the agreement expiring February 28, 2002.

b)   Recapitalization

     On April 25, 2001, M-I executed a Share Exchange and Finance Agreement
     (Agreement) with DBS, which is a development stage company incorporated in
     Nevada. The main business of DBS prior to April 25, 2001 was its
     InvestorService.com website. This business ceased operations as of April
     25, 2001, and at the time of the Agreement, DBS was a non-operating
     Company.


<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)

1.   ORGANIZATION (Continued)

b)   Recapitalization  (Continued)

     In connection with the Agreement, DBS acquired 9,010,000 issued and
     outstanding common shares of M-I. As consideration for the M-I common
     shares, DBS issued 9,010,000 common shares. This transaction closed on May
     15, 2001, and as a result, the former shareholders of M-I obtained a
     majority interest in DBS. As DBS was a non-operating public company, the
     share exchange has been accounted for as a recapitalization of M-I and an
     issuance of shares by M-I to the shareholders of DBS. On May 15, 2001, DBS
     had total assets of $13,824 and total liabilities of $46,544. As the total
     liabilities exceeded total assets by $32,720, the excess of liabilities
     over assets over the par value of the stock related to DBS shareholders was
     charged to deficit as if a distribution was made to the DBS shareholders.
     Pro forma information was not presented since the share exchange was not a
     business combination. As 43% of the M-I shareholders did not tender their
     shares in the combination, those interests represent a minority interest in
     the legal subsidiary. Accordingly, 6,751,790 common shares related to the
     minority interest were removed from the number of shares outstanding as at
     May 15, 2001 along with the par value of such shares, a pro rata amount
     from additional paid-in capital and, as the Company has a shareholders'
     deficiency, an amount from deficit to the extent of the amount removed from
     common stock and additional paid-in capital. In addition, shares issuable
     to certain subscribers were reflected as a minority interest. DBS plans to
     make an offer for these additional shares of M-I. Any such offer will be
     accounted for as a step purchase.

     Pursuant to the terms of the Agreement, warrants held by shareholders who
     agreed to exchange their common shares for DBS common shares were deemed to
     be exchanged for warrants in DBS. The value of warrants held by
     shareholders who did not agree to exchange their shares has been allocated
     to minority interest. In addition, the value of compensatory stock options
     issued by the Company to employees and other non-shareholders and the value
     relating to common stock issuable in M-I have also been allocated to
     minority interest.

2.   GOING CONCERN

     Since inception, the Company has suffered recurring losses, totalling
     $10,399,001 as of November 30, 2001, and has a net working capital
     deficiency. The Company has funded its operations through the issuance of
     common stock, and through related party loans, in order to meet its
     strategic objectives. The Company anticipates that losses will continue
     until such time, if ever, as the Company is able to generate sufficient
     revenues to support its operations. The Company's ability to generate
     revenue primarily depends on its success in completing development and
     obtaining regulatory approvals for the commercialisation of its stent
     technology. There can be no assurance that any such events will occur, that
     the Company will attain revenues from commercialisations of its products,
     or that the Company will ever achieve profitable operations. Management is
     currently evaluating additional financing opportunities, but has no formal
     plan in place to raise the required capital. There can be no assurance that
     the Company will be able to obtain sufficient funds on terms acceptable to
     the Company to continue the development of, and if successful, to commence
     the manufacture and sale of its products under development, if and when
     approved by the applicable regulatory agencies. 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 relating to the recoverability of the carrying
     amounts of recorded assets or the amount of liabilities that might result
     from the outcome of this uncertainty.


<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     a)   Principles of consolidation

          The accompanying consolidated financial statements include the
          accounts of DBS, M-I and its wholly owned subsidiary, MIVI. The
          consolidated financial statements as at November 30, 2001 and for the
          period then ended present the consolidated financial information of
          M-I. All significant intercompany transactions and balances have been
          eliminated.

     b)   Basis of presentation

          These consolidated financial statements have been prepared in
          accordance with accounting principles generally accepted in the United
          States for interim financial information. Certain information and
          disclosures normally included in financial statements prepared in
          accordance with generally accepted accounting principles have been
          condensed or omitted. In the opinion of the Company's management, the
          unaudited consolidated financial statements contain all adjustments
          necessary, consisting of normal recurring adjustments, for a fair
          presentation of the financial position as at November 30, 2001 and the
          results of operations for the six-month periods ended November 30,
          2001 and 2000. For further information, refer to the Company's
          consolidated financial statements and notes thereto included in the
          Company's Form 10-KSB for the year ended May 31, 2001.

     c)   Development stage

          The Company's activities have primarily consisted of establishing
          facilities, recruiting personnel, conducting research and development,
          developing business and financial plans and raising capital.
          Accordingly, the Company is considered to be in the development stage.


4.   SUPPLEMENTAL CASH FLOW INFORMATION

<TABLE>
<CAPTION>


                                                                                      NOVEMBER 30,        November 30,
                                                                                          2001                2000
                                                                                      ------------        ------------
<S>                                                                                     <C>                <C>


SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES
Issuance of common stock for:
   Accounts payable in settlement of agreement                                             --                42,532
   Related party loan (note 6)                                                          850,000                 --
   Services (note 7)                                                                    165,000                 --
   Finder's fee (note 7)                                                                236,868              63,012
Issuance of stock options for finder's fee (note 7)                                        --               112,600
Common stock issuable pursuant to anti dilution provision (note 7)
                                                                                           --              $ 25,147
</TABLE>

<PAGE>




                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



5.   BALANCE SHEET COMPONENTS

     Plant and Equipment

     Plant and equipment consist of the following:

<TABLE>
<CAPTION>

                                                     NOVEMBER 30, 2001                   May 31, 2001
                                                        (UNAUDITED)                        (Audited)
                                        -------------------------------------------      ------------
                                                       ACCUMULATED         NET BOOK        Net Book
                                           COST        DEPRECIATION         VALUE           Value
                                        ---------      ------------       ---------      ------------
<S>                                     <C>              <C>              <C>             <C>

    Furniture and fixtures              $  38,271        $   8,233        $  30,038       $  30,643
    Computer equipment                     93,929           53,499           40,430          56,921
    Laboratory equipment                  502,849          121,599          381,255         447,009
    Leasehold improvements                 47,295           17,138           30,157          29,843
                                        ---------        ---------        ---------       ---------

                                        $ 682,344        $ 200,464        $ 481,880       $ 564,411
                                        =========        =========        =========       =========
</TABLE>


6.   RELATED PARTY LOAN

     The Company received an unsecured loan for $850,000 during the year ended
     May 31, 2001 from a Company which was controlled by the President and Chief
     Executive Officer of the Company. This loan was non-interest bearing with
     no stated terms of repayment. On July 17, 2001, this loan was converted
     into 1,133,333 equity units at a price of $0.75 per unit. As there was no
     formal agreement in place, the Company accounted for the loan as though it
     was convertible into equity at the option of the lender at the date it was
     received by the Company.

     On the date the terms of conversion were contemplated by the Company, the
     fair market value of equity units was $1.50 per unit. Accordingly, the
     beneficial conversion feature existed at this date, being the difference in
     the number of units the loan was convertible into at the fair market value
     at that date at $1.50 per unit (566,667 units) and the number of units the
     loan was actually convertible into at $0.75 per unit (1,133,333 units).
     Interest expense of $850,000, being the number of excess units the loan was
     convertible into (566,667) units at their fair market value of $1.50 per
     unit, was recorded by the Company on the date the conversion feature was
     determined.

     On July 17, 2001, the related party loan was converted into 1,133,333
     equity units. Each unit consists of one common share and one share purchase
     warrant. Each warrant is exercisable into one common share at a price of
     $1.50 per share until June 14, 2003.



<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



7.   COMMON STOCK (Continued)

     Authorized capital stock consists of 20,000,000 common shares and one share
     at a par value of $0.001 per share.

     One of the founding shareholders had anti-dilution protection preventing
     his ownership interest from falling below 25%. This anti-dilution provision
     was effective until the earlier of March 31, 2002, the date the Company
     raised $2,000,000 in cumulative equity financing, or the date upon which
     the common stock of the Company became publicly traded. This provision
     expired during the three-month period ended August 31, 2001, as the company
     achieved the equity financial threshold.

     The anti-dilution protection was provided to the founding shareholder to
     compensate him for services rendered to the Company. Accordingly, the
     Company has recorded the fair value of the common stock as an expense and
     as common stock issuable. Upon issuance of the shares, the par value of the
     shares issued will be re-allocated from additional paid-in capital to
     common stock.

     The following share amounts had been recorded as expenses and as common
     stock issuable in other capital accounts:

<TABLE>
<CAPTION>
                                             Number of
                                              Shares          Amount
                                             ----------     ----------
        <S>                                   <C>           <C>


        Year ended May 31, 1999                83,047       $   45,676
        May 31, 2000                          306,833          210,487
        May 31, 2001                           35,519           25,147
                                             --------       ----------

                                              425,399       $  281,310
                                             ========       ==========
</TABLE>

     As this stock was issuable in shares of M-I, the amount has been allocated
     to minority interest at the date of the recapitalization (Note 1).


<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)


7.   COMMON STOCK (Continued)

     As part of a legal settlement agreement with the founding shareholder (Note
     1), these shares were issued during the three-month period ended August 31,
     2001.


     a)   Private placements

          On June 30, 2000, the Company issued 352,800 units at a price of $1.00
          per unit for net proceeds of $320,000. Each unit consists of one
          common share and one share purchase warrant. Of the total
          consideration, $249,782 ($0.71 per share) was allocated to the common
          shares, and $103,018 ($0.29 per warrant was allocated to the warrants.
          The share issuance costs for this issuance were $42,012. Of this
          amount, $32,100 was paid in cash and $9,912 was paid by the issuance
          of 14,000 common shares. These costs have been netted against the
          proceeds allocated to the common stock. The warrants expire on April
          30, 2002. Each warrant entitles the holder to purchase one common
          share of the Company for $1.25 until April 30, 2001, thereafter at
          $1.50 until April 30, 2002.

          On August 16, 2000, the Company issued 1,768,000 units at a price of
          $1.00 per unit for net proceeds of $1,341,400. Each unit consists of
          one common share and one share purchase warrant. Of these units,
          269,800 were issued pursuant to subscriptions received March 20, 2000.
          Accordingly, the common shares and warrants have been recorded based
          on their relative fair values on that date. The proceeds received for
          this subscription were $269,800. Of this amount, $185,083 ($0.69 per
          share) has been allocated to the common shares, and $84,717 ($0.31 per
          warrant has been allocated to the warrants. The share issuance costs
          for this transaction were $20,000, paid in cash, and have been netted
          against the proceeds allocated to the common stock. The remaining
          1,498,200 units have been recorded based on their relative fair values
          on the date of the issuance. The proceeds received for this private
          placement were $1,498,200. Of this amount, $1,060,726 ($0.71 per
          share) was allocated to the common shares, $437,474 ($0.29 per
          warrant) was allocated to the warrants. The share issuance costs for
          this issuance were $322,500. Of this amount $156,800 was paid in cash,
          $53,100 by the future issuance of 75,000 shares, and $112,600 by the
          issuance of 200,000 common stock options. The cash share issuance
          costs have been netted against the proceeds allocated to the common
          stock. The costs related to the common shares and the options have
          been recorded as compensation expense in the consolidated statement of
          operations, as they were granted to a director of the Company (Note
          9(a)). The warrants expire on April 30, 2002. Each warrant entitles
          the holder to purchase one share of common stock of the Company for
          $1.25 until April 30, 2001, thereafter at $1.50 until April 30, 2002.

          On July 17, 2001, the Company issued 713,333 units at a price of $1.50
          per unit. These units were subscribed to on May 15, 2001, therefore
          net proceeds of this issuance were $nil. Each unit consists of one
          common share and one share purchase warrant. Of the total
          consideration, $1,015,823 ($1.42 per share) was allocated to the
          common shares, and $54,117 ($0.08 per warrant) was allocated to the
          share purchase warrants. There were no share issuance costs with
          respect to this issuance. The warrants expire on November 30, 2001.
          Each warrant entitles the holder to purchase one share of common stock
          of the Company for $4.00.


<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



7.   COMMON STOCK (Continued)

     On August 24, 2001, the Company issued 35,000 units at a price of $1.50 per
     unit for net proceeds of $52,500. Each unit consists of one common share
     and one share purchase warrant. Of the total consideration, $51,809 ($1.48
     per share) was allocated to the common shares, and $691 ($0.02 per warrant)
     was allocated to the share purchase warrants. There were no share issuance
     costs with respect to this issuance. The warrants expire on December 27,
     2001 (25,000) and January 2, 2002 (10,000). Each warrant entitles the
     holder to purchase one share of common stock of the Company for $4.00.

     Warrants included as part of the equity units described above have been
     separately recorded within stockholders' equity as a component of other
     capital accounts. The value allocated to the warrants was estimated using
     the fair value of the warrants assigned by the Black Scholes valuation
     model, relative to the fair value of the related common shares issued.

     b)   Issuance of founders shares for services

     During 1999, the Company agreed to issue 420,000 common shares to certain
     founding shareholders for the performance of certain services and
     achievement of certain milestones. Although, the services were not
     performed, the Company issued the common shares of common stock in 2000 and
     accordingly, recorded compensation expense of $288,120, representing the
     fair value of the common stock issued.

     c)   Stock issuable -- minority interest

     On the date of the recapitalization (Note 1), M-I had stock issuable
     pursuant to anti-dilution provisions for payment of stock issuance costs,
     and pursuant to a subscription received. As this stock was issuable in
     shares of M-I, it represents minority interest. This stock issuable was
     issued on August 14, 2001, and the value attributed thereto was reallocated
     from common stock issuable to minority interest.

<TABLE>
<CAPTION>

                                                                             Number of
                                                                              Shares           Amount
                                                                            ----------       ---------
<S>                                                                           <C>            <C>
     Stock issuable with respect to:
         Former stockholder pursuant to anti-dilution                         425,399        $ 281,310
         Payment of stock issuance costs relating to private placement of
          units on August 16, 2000                                             75,000           53,100
         Subscription received on February 9, 2001                             85,667           57,825
                                                                             --------        ---------

                                                                              586,066        $ 392,235
                                                                             ========        =========
</TABLE>




<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)


7.   COMMON STOCK (Continued)

c)   Stock issuable -- minority interest (Continued)

     On February 9, 2001, the Company received $64,250 as a subscription for
     85,667 units of M-I. The units consist of one common share and one share
     purchase warrant. Of the total consideration, $48,830 ($0.57 per share) was
     allocated to common shares, and $15,420 ($0.18 per warrant) was allocated
     to the warrants. Share issuance costs of $6,425, paid in cash, have been
     allocated against the proceeds of the subscription.

d)   Issue of shares for services

     On June 12, 2001, the Company entered into a financial consulting services
     agreement with several consultants whereby these consultants were issued
     75,000 common shares, with a fair value of $165,000, to provide advice on
     matters including strategic alliances, business development and general
     business consulting. These shares were issued upon execution of the
     agreement and recorded as a charge to general and administrative expense in
     the consolidated statement of operations.

     On July 17, 2001, the Company issued 113,334 common shares for finder's
     fees related to the related party loan (Note 6). These shares had a fair
     value on that date of $236,868. Accordingly, these shares were recorded as
     a charge to general and administrative expense in the consolidated
     statement of operations.

e)   Subscriptions received

     On April 18 and May 10, 2000, the Company received $269,800 as a
     subscription for 269,800 units of the Company. These units were issued as
     part of the private placement that occurred on August 16, 2000. Of the
     consideration received of $269,800, $185,083 ($0.69 per share) has been
     allocated to the common shares, and $84,717 ($0.31 per warrant) has been
     allocated to the warrants. The share issuance costs for this transaction
     were $20,000 paid in cash, and have been netted against the proceeds
     allocated to the common stock.

     On May 15, 2001, concurrent with the execution of the Agreement (Note 1),
     the Company received $1,070,000 as a subscription for 713,333 units of the
     Company. The units consist of one common share and one share purchase
     warrant. Share issuance costs of $20,000 were netted against the proceeds
     of the subscription. The units were issued at a price of $1.50 on July 17,
     2001.

f)   Redemption

     On August 24, 2001 the Company completed the redemption of 5,550,000 common
     shares at $0.04 per common share in accordance with the share exchange and
     finance agreement. These shares are being held in treasury by the Company.


<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



7.   COMMON STOCK (Continued)

     g)   Warrants

          The following table summarizes information about the warrants issued
          by the Company:

<TABLE>
<CAPTION>
                                                         Number of
                                                        underlying
                                                          shares
                                                        ----------
          <S>                                            <C>
          Balance -- May 31, 2001                        2,560,000
          Issued -- private placements                   1,881,666
                                                        ----------

          Balance -- August 31, 2001                     4,441,666
          Expired                                         (713,333)
                                                        ----------
          Balance -- November 30, 2001                   3,728,333
                                                        ==========
</TABLE>



          Of the warrants outstanding at May 31, 2001, 2,341,800 had an exercise
          price of $1.50 and expire on April 30, 2002. The remaining 600,000
          warrants had an exercise price of $1.50 until March 20, 2001 with a
          reload option at $2.00 until March 20, 2002. During the year, the
          board of directors approved an extension to the first expiry date from
          March 20, 2001 to September 20, 2001, thereby extending the reload
          option to September 20, 2002. The reload option allows a further
          600,000 warrants to be issued if, and only if, the initial 600,000
          warrants are exercised. No value was ascribed to the reload feature
          described above.

          On August 14, 2001, the Company changed the term on all of the
          previously outstanding warrants that were exchanged for warrants of
          DBS such that the exercise price for all warrants was $1.25 until
          April 30, 2002, and thereafter was $1.50, until the expiry date of
          April 30, 2003. The fair value of the 2,560,000 warrants of which
          terms are changed on this date, as determined by the Black Scholes
          option pricing model, is $1,448,960. As this change in status relates
          to potential shareholders, it has been treated as a distribution.
          Because the Company has a deficit, the amount has been booked as a
          charge to additional paid-in capital. This amount has been included in
          the Company's loss per share for the six-month period ended November
          30, 2001.

     h)   Stock options

          The Company's stock option plan provides for the grant of incentive
          stock options to employees and officers of the Company. The Company
          does not currently have a formal stock option plan. Options are
          granted for a term not to exceed five years from the date of grant.
          Stock options granted to employees generally vest over a period of
          three years.


<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)


7.   COMMON STOCK (Continued)

     h)   Stock Options (Continued)

          The Company had the following stock option activity:

<TABLE>
<CAPTION>

                                                                                 Weighted
                                                             Number of            average
                                                              options         exercise price
                                                            -----------       --------------
          <S>                                                <C>                  <C>

           Balance outstanding -- May 31, 2001                1,687,500           $ 0.84
               Options granted                                2,760,000             0.96
               Options cancelled                             (1,687,500)            0.84
                                                            -----------           ------


           Balance outstanding -- August 31, 2001             2,760,000           $ 0.96
                                                            -----------           ------
               Options granted                                1,150,000             0.65

           Balance outstanding -- November 30, 2001           3,910,000           $ 0.87
                                                            ===========           ======
</TABLE>

          On August 14, 2001, the Company issued 490,000 stock options,
          exercisable in shares of M-I, to employees and directors at a price of
          $1.00, and vesting immediately. This brought the total amount of
          options exercisable for stock of M-I to 2,177,500. All of the
          outstanding M-I options were cancelled on August 30, 2001. Of this
          amount, 1,585,000 related to employees of the Company and were
          reissued as options for shares of DBS, with different vesting periods
          attached. An additional 1,175,000 options of DBS were also issued on
          this date. All options issued had an exercise price of $1.00, with the
          exception of 60,000 options relating to original M-I options, which
          had an exercise price of $0.55.

          The intrinsic value of the M-I options issued on August 14, 2001,
          $245,000, has been recorded as compensation expense and minority
          interest as at that date.

          On August 30, 2001, the date of the change in the previous M-I options
          and the date of grant of all new options, all the options issued were
          accounted for as though they were new issuances as required by FIN No.
          44. On that date, deferred compensation of the intrinsic value of the
          options was recorded in the amount of $2,325,000. Of this amount,
          $2,031,000 related to options that vested immediately, and therefore,
          this amount has been recorded as compensation expense in the
          consolidated statement of operations. The remaining $294,000 will be
          recognized over the vesting period of the related options, generally
          one year.

          The Company granted 1,150,000 stock options during the quarter ended
          November 30, 2001 at exercise prices ranging from $0.55 to $1.50 with
          expiry dates up to six years.


<PAGE>


                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



8.   COMMITMENTS

     The Company incurred rental costs of $41,919 for the six months period
     ended November 30, 2001 (2000 - $24,600) and is committed to the following
     annual rent on its premises:

<TABLE>
                    <S>                   <C>
                    2002                  $  97,681
                    2003                     98,378
                    2004                     99,354
                    2005                    100,051
                    2006                     41,688
                                          ---------

                                          $ 437,152
                                          =========
</TABLE>




9.   RELATED PARTY TRANSACTIONS

     The following services were provided by related parties. These
     transactions, recorded at fair market values were as follows:

     a)   The Company paid financing commissions of $Nil (2000 - $150,000) to a
          Company whose officer was a director of the Company. The Company also
          issued 200,000 stock options and had 75,000 common shares issuable at
          August 31, 2000 to this same director in respect of the August 16,
          2000 private placement. The 200,000 options were expensed at their
          fair value, as determined by the Black Scholes option pricing model,
          in the amount of $112,600. The 75,000 shares were expensed at their
          fair value on the date of issuance $53,100.

     b)   The Company paid $4,610 (2000 - $4,736) in rent to a Company with
          common officers of the Company. At November 30, 2001, $Nil (May 31,
          2001 - $1,425) was due to this Company.

     c)   The Company paid $48,869 (2000 - $3,645) in legal fees to a firm which
          employs a director of the Company. At November 30, 2001, $93,914 (May
          31, 2001 - $81,303) was due to this Company.

     d)   The Company paid $112,469 (2000 - $59,836) in management and directors
          fees to companies with common directors and officers of the Company.


<PAGE>

                               DBS HOLDINGS, INC.
                    (FORMERLY M-I VASCULAR INNOVATIONS, INC.)
                          (A DEVELOPMENT STAGE COMPANY)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           NOVEMBER 30, 2001 AND 2000
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)



10.  SEGMENTED INFORMATION

     The Company identifies its operating segments based on business activities,
     management responsibility and geographical location. The Company operates
     within a single operating segment, being the research and development of
     alternative stent technologies, and operates in one geographic area, being
     Canada. In addition, all of the Company's assets are located in Canada.



<PAGE>

ITEM 2   PLAN OF OPERATION

         The Company is a development-stage company involved in the design,
development and manufacture of coronary stents, which are used to treat
cardiovascular disorder caused by narrowing or blockage of coronary arteries.
The Company believes that its proprietary stent is a potential platform for the
delivery of therapeutic drugs or gene therapies.

Cash Position

         At November 30, 2001 the company had cash and cash equivalents of
$31,148 compared to $1,242,332 at May 31, 2001. The decrease in the Company's
cash position is due primarily to the raise in funds spent to support the
general management of the Company and the execution of the Share Exchange and
Finance Agreement. Working capital decreased from a deficiency of $74,602 at May
31, 2001 to $442,544 as at November 30, 2001 as a result of the loss for the six
months ended November 30, 2001.

         Since inception, the company has financed its operations from private
sales of equity, the exercise of warrants and stock options, and interest income
on funds held for future investments.

         The company intends to raise additional funds through additional equity
financings. There can be no guarantee that such funds will be available to the
Company.

         To finance its Research and Development activities as outlined in its
Plan of Operation, the Company must continue to solicit subscriptions for its
common stock, until it has reached its funding target of $3,000,000 in aggregate
funding.

         The Company's current goals are to obtain Conformite Europeenne Mark
("CE Mark") approval for the MIVI Stent, to develop coatings for its stent and
to acquire therapeutic technology to be applied to medical devices.

The Company signed a five months extension (Phase 2) to the Collaborative
Research agreement between MIVI Technologies Inc. and the University of British
Columbia relating to

<PAGE>
the sol-gel hydroxyapatite ceramics and hydroxyapatite coatings. The new period
seems from October 1, 2001 through February 28, 2002 the cost of this extension
was $25,000 CDN upon execution of the agreement and $3,200 CDN upon receipt of
the final report. The particular objectives of Phase 2 are:

    o    determine the optimum surface preparation of the stent to accept Hap
         coating and to retain the coating during the expansion/bending
         deformation accompanying placement of the stent;

    o    to optimize the dip coating processing for minimum damage during
         expansion of the stent, best surface finish and uniform thickness ;

    o    explore alternate methods of coating deposition, such as evaporation.

The Company signed an Agreement on November 13, 2001 with Snowdow and Associates
Management Consultants Ltd. to prepare a business plan that reflects the
Company's strategic focus on drug delivery and therapeutic technologies for
vascular disorders. The cost of the business plan was set at $20,000 (CDN) plus
100,000 options exercisable for five years at $1.00 per share. The Business Plan
is scheduled for completion no later than January 31, 2002.

The Company is currently seeking written consent of certain shareholders to
amend the Company's Articles of Incorporation to:

    1)   Change the name of the Company to MIVI Therapeutics Inc.

    2)   Increase the number of shares of common stock, par value $0.001 per
         share, that the Company is authorized to issue from 20,000,000 shares
         to 80,000,000 shares.

    3)   Authorize up to 20,000,000 shares of preferred stock with class and
         series designations, par values, voting rights, and relative rights,
         preferences, and other terms to be established by the Board from time
         to time.

Change of Auditors:

The Company has replaced Pricewaterhouse Coopers as auditors with Morgan &
Company.


Current R&D efforts

         The Company began in vitro testing of the MIVI laser-cut stent and of
the MIVI Stent in April 2001. The majority of the tests were completed
successfully in June 2001. However, a number of test results did not meet MIVI's
specifications, and the Company is proceeding to refine certain processes in
order to ensure that the specifications will be met during the next round of
tests. The in vitro testing of the MIVI laser-cut stent and of the MIVI Stent
includes, but is not limited to:

    1.   Conformance to Specifications - analysis of materials, mechanical
         properties, and corrosion (ongoing).


<PAGE>

    2.   Biocompatibility - determination that the device is chemically and
         mechanically benign. Tests include: cytotoxicity, haemolysis, systemic
         toxicity (an undesirable reaction in an animal model to an injected
         extract of the device) (completed September 2001).

    3.   Stent Integrity - testing on finished sterilized stents after
         deployment with the proposed delivery system to determine:

         (i)    Stent free-area percentage and dimensional changes (completed
                June 2001)

         (ii)   Stent expansion (completed June 2001)

         (iii)  Radial (hoop) (completed June 2001)

         (iv)   Fatigue testing - 1 year simulated (completed October 2000), 10
                year simulation (pending)

    4.   Stent Delivery System Performance - testing of stent diameter vs.
         balloon pressure, inflatability and deflatability, and catheter
         integrity.

         MIVI will retain the services of independent consultants to ensure
independent confirmation and verification of the in vitro testing. MIVI plans to
have completed in vitro tests by the third quarter of calendar year 2002.

         Verification and Validation - Completion targeted for third calendar
quarter of 2002

         In order to move from manufacturing for R&D purposes to manufacturing
for human clinical trial purposes or commercialization, a process known as
"verification and validation" must be undertaken. Verification and validation
ensures that we manufacture a consistent product that meets specifications.
First, this requires that all critical components of the stent delivery system
are identified and tested upon receipt (if required). Secondly, all
manufacturing processes are fully documented and evaluated to ensure consistency
and robustness. For certain processes, such as electropolishing, annealing and
sterilization, third party testing is required as part of validation. All tests
and evaluations carried out are reviewed by MIVI's management to ensure
conformance to specifications and international standards where appropriate.
Verification and validation must be completed prior to the formal hand-over of
all technical requirements and work instructions from engineering to
manufacturing for human clinical trials or commercialization purposes.

         CE Mark Certification - Completion targeted for third calendar quarter
of 2002

         The Company's regulatory licensing strategy is to apply initially for
CE Mark certification for the MIVI Stent in order to commence the promotion of
products throughout the European Community and in other countries accepting the
CE Mark. The US market is not penetrable at this time due to strong patent
protection on rapid exchange catheters, which are the delivery systems used to
deploy vascular stents.

         The Company's CE Mark submission will be based on an "Equivalence"
status meaning that the Company will present the MIVI Stent as equivalent to
others presently certified and sold


<PAGE>

in the European Community. This strategy will not require human clinical trial
data and is expected to permit completion of the process by the third quarter of
year 2002.

         In order to obtain CE Mark certification, the Company must establish
and maintain an approved quality system and meet applicable requirements
specific to the manufacturing and marketing of medical devices. Once this system
has been audited and approved by an independent third party (the Notified Body),
the Company may then label the medical device "CE Mark" and distribute the Stent
Delivery Systems in the EU Countries and other non-European countries
recognizing the CE mark. A Notified Body is an organization that has been
accredited by the European Community to issue CE Mark Certification to
manufacturers. The Company is in the process of identifying and selecting a
reputable firm with experience in certifying manufacturers of implantable
cardiovascular devices.

         The steps involved in this process include the following:


         1.   Demonstrate safety and effectiveness of the product

              A company wishing to obtain the CE Mark approval must first meet
the essential requirements of the EU Medical Devices Directive (MDD). To
accomplish this, a company must conduct risk analysis throughout the design
phase of the product and then establish that these risks have been eliminated or
minimized to an acceptable level. This is accomplished through design reviews,
in vitro testing and comparison with industry standards. This activity is
summarized in a Technical File and is prepared for submission to the Notified
Body.

         2.   Establishment and maintenance of an approved quality system
(completion targeted for fourth calendar quarter of 2001)

              Based on the International Organization for Standardization
("ISO") standard ISO 9001, which is a universal standard for quality assurance
in business systems that is accepted around the world for manufacturing
businesses, European standard EN ISO 13485 is the quality system requirement for
those companies manufacturing medical devices. Used in conjunction with ISO
9001, EN ISO 13485 establishes guidelines for the documentation and control of
core activities such as manufacturing, design, testing, training and purchasing.
In addition, EN ISO 13485 adds specific medical device requirements for areas
such as product specifications, safety and sterilization procedures.

              The Company is committed to pursuing business excellence through a
systematic plan at every stage of the business. Management has a complete
commitment to quality and leading by example. All staff are encouraged to share
responsibility and are empowered to contribute to quality control and
improvement. The Company has established a Quality Manual that is a statement of
management's philosophy regarding the quality system. The Quality Manual and
company-wide documentation system being completed is part of the Company's EN
ISO 13485 compliance.

         3.   Submit CE Mark Application to the Notified Body (completion
targeted for third calendar quarter of 2002)



<PAGE>

              Once the Technical File has been compiled and reviewed by Company
management and the Company's Quality System has been established and is
functioning effectively, the application for CE Marking can be submitted to the
Notified Body.

              The Notified Body will proceed to review the submission and will
either approve the application and move on to the on-site audit, or will respond
with requests for clarification or further data. Once satisfied, the Notified
Body will confirm the schedule for the on-site audit.

         4.   Third Party Audit (completion targeted for second calendar quarter
of 2002)

              For conducting the on-site audit, the Notified Body will send two
or more qualified auditors, at least one of whom must be an expert in the
appropriate medical field. These auditors will spend a number of days in the
facility reviewing the entire Company Quality System to document objective
evidence establishing compliance with EN ISO 13485.

              If the Notified Body were satisfied with the audit results, CE
Mark approval would be granted. If, however, any non-compliance is observed, the
Notified Body will request that the Company take corrective actions to the
Notified Body's satisfaction prior to granting certification.


         Human Clinical Trials - Completion targeted for fourth calendar quarter
2002

         Human clinical trials will involve deployment of the MIVI laser-cut
stent in actual human subjects. The trials will evaluate the safety, performance
and efficacy of the MIVI Stent in a maximum of 30 patients, over a period of 6
months. Clinical trials are expected to assess:

         o    Procedural/Clinical success;

         o    Incidence of major adverse cardiac events (or "MACE"): death,
              myocardial infarction, Coronary Artery Bypass Graft ("CABG")
              and/or target vessel revascularization;

         o    Stent deployment characteristics;

         o    Bleeding/vascular complications up to six months;

         o    Angina status up to 6 months.



         STENT DESIGN OPTIMIZATION - ONGOING

         Resources are intended to be allocated to pursue research in order to
optimize the design of the MIVI laser-cut stent and of the MIVI Stent.

         DRUG DELIVERY SYSTEM - ONGOING

         By its alliances with other companies, research institutes and
universities, the Company is researching and developing drug delivery
capabilities for both stent and non-stent applications. It is the company's
opinion that its stent is a potential platform for therapeutic delivery of drugs


<PAGE>

or gene therapies, thus a concurrent focus on device coatings and therapeutics
is being pursued, but not limited to co-development of this stent.


         COMMERCIALIZATION - COMMENCEMENT TARGETED FOR FOURTH CALENDAR QUARTER
2002

         The Company is expecting to commence distribution of the MIVI Stent for
commercial use in the fourth calendar quarter of 2002.

RESOURCES

         In order to meet its objectives, the Company intends to exploit its
human and financial resources and to identify and engage in strategic alliances
when they are available.

         The Company is developing strategic alliances and joint ventures with
prominent medical and biomedical companies. The Company has entered into a
Collaborative Research Agreement with the University of British Columbia to
develop an alternative family of coatings for stents, made of hydroxyapatite
(HA). Hydroxyapatite ceramics belong to a class of calcium phosphate based
materials, which have long been widely used as bone substitutes. The
hydroxyapatite coatings, like certain other biodegradable/biocompatible coatings
such as polymers or ceramics, may encapsulate drugs, proteins, or DNA to address
the problems of local inflammatory response of vascular tissue, and to prevent
rapid proliferation of cells in the vicinity of the stent.

         The Company anticipates that the results of these research efforts will
substantially enhance the Company's probability of success in the drug delivery
and gene therapy delivery fields.

                          PART II -- OTHER INFORMATION

ITEM I -- LEGAL PROCEEDINGS

As refined to in Note 1 Financial Statements, the Company is a party to a
settlement agreement with among others John Mah which expires January 22, 2002.
On expiration of the settlement agreement John Mah and other parties thereto
are under no obligation, to dismiss the legal action subject thereto, and are
not precluded from pursuing those lawsuits.


<PAGE>
DBS HOLDINGS, INC.
MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED NOVEMBER 30, 2001

The financial results for the six months ended November 30, 2001 reflect the
continued research and development efforts for the MIVI stent delivery system to
satisfy CE marking requirements, the execution of the Share Exchange and Finance
Agreement that closed effective May 15, 2001, and new initiatives to identify
opportunities that would enhance the company's presence and profile on the
medical device market and in the biotechnology and therapeutics fields.

OPERATIONS

The Company has incurred annual operating losses since its inception in January
1999 related primarily to the research and clinical development of its
technologies and products, and general administration costs. During the six
months ended November 30, 2001, the Company posted a loss of $4.70 million,
compared to a loss of $1.10 million for the six months ended November 30, 2000.
These results include charges of $3.30 million to the Consolidated Statement of
Operations, representing the fair value of Stock Based Compensation granted for
the six months period ended November 30, 2001. Another $236,868 was charged to
the Consolidated Statement of Operations based on the issuance of 113,334 shares
for finders' fees. The rise in expenses is mainly attributable to a dramatic
increase in legal and audit fees related to the execution of the Share Exchange
and Finance Agreement, as well as a wider deployment of R&D efforts in the
manufacturing of stents and stents systems for the completion of
biocompatibility tests, as well as the undertaking of a quality system.

Working capital decreased from a deficit of $74,602 (May 31, 2001) to $442,544
(November 30, 2001), as a result of the loss for the six months ended November
30, 2001.

General & Administrative

General and administrative expenses increased to $4.24 million during the six
months ended November 30, 2001, compared to $626,414 for the six months ended
November 30, 2000. The increase in 2001 is mainly due to a charge of
$3,307,446,which represents the fair market value of the stock-based
compensation granted for the period. The stock-based compensation is presented
pursuant to the requirements of FSB 123, and does not represent cash
compensation to the grantees at the time of the grant. An increase in both
corporate and financing activities also resulted in higher legal, audit and
consulting fees being incurred.

Research & Development

Research and developmental costs decreased 10% during the six months ended
November 30, 2001 to $395,977 compared to $438,348 for the six months ended
November 30, 2000. The decrease in 2001 resulted primarily from the reduction of
research and development activities on the company stent technology.

Depreciation

Depreciation expenses increased by $29,175 during the six months ended November
30, 2001 to $73,916 compared to $44,741 for the six months ended November 30,
2000. The change in 2001 was mainly due to the added depreciation expense
associated with the addition of laboratory equipment for the R&D subsidiary.

Prepaid Expenses & Deposits

Prepaid expenses and deposits decreased 24% in the quarter ended November 30,
2001 to $31,935 compared to $41,785 at May 31, 2001. The decrease in the period
results primarily from the depletion of retainers from various lawyers for
services rendered.
<PAGE>



                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                             DBS HOLDINGS INC.
                                             -----------------
                                             (Registrant)


Date: January 22, 2002                       /s/ Alan P. Lindsay
      ----------------                       -------------------
                                             Alan P. Lindsay
                                             President and Director


                                             /s/ Patrick McGowan
                                             -------------------
                                             Patrick McGowan
                                             Chief Financial Officer and
                                             Principal Accounting Officer