| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| (Mark One) | |
| [X] | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES |
| EXCHANGE ACT OF 1934 | |
| For the quarterly period ended June 30, 2002 | |
| [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT | |
| For the transition period from to | |
| 001-15665 |
| (Commission file number) |
| ETI Corporation |
| (Exact name of small business issuer as specified in its charter) |
| Nevada |
| (State or other jurisdiction |
| of incorporation or organization) |
| 88-0389393 |
| (IRS Employer |
| Identification No.) |
| 9 Forest Road |
| Kirkland, Quebec H9J 3A2, Canada |
| (Address of principal executive offices) |
| (514) 426-2977 |
| (Issuer's telephone number) |
| (Former name, former address and former fiscal year, if changed since last report) |
[X]
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.
The number of shares outstanding of each of the issuer's classes of common equity: As of June 30, 2002 - 5,750,700 shares of common stock
Transitional Small Business Disclosure Format (check one): Yes [X] No [ ]
| ETI Corporation |
| Index |
| Page | ||
| Number | ||
| PART I. | FINANCIAL INFORMATION | |
| Item 1. | Financial Statements | |
| Accountants Review Letter | 3 | |
| Balance Sheet as of June 30, 2002 | 4 | |
| Statement of Operations | 5 | |
| For the three month periods ended June 30, 2001and 2002, and | ||
| for the six month periods ending June 30, 2001 and 2002, and | ||
| from inception (March 23, 1998) through June 30, 2002 | ||
| Statement of Cash Flows | 6 | |
| For the six month periods ending June 30, 2001 and 2002, and | ||
| from inception (March 23, 1998) through June 30, 2002 | ||
| Supplemental Schedules to Statement of Cash Flows | 7 | |
| For the six month periods ending June 30, 2001 and 2002, and | ||
| from inception (March 23, 1998) through June 30, 2002 | ||
| Notes to Financial Statements | 8 | |
| Item 2. | Management's Discussion and Analysis of Financial Condition | |
| and Plan of Operations | 9 | |
| Part II. | OTHER INFORMATION | |
| Item 1. | Legal Proceedings | 10 |
| Item 2. | Change in Securities and Use of Proceeds | 10 |
| Item 3. | Defaults Upon Senior Securities | 10 |
| Item 4. | Submission of Matters to a Vote of Security Holders | 10 |
| Item 5. | Other Information | 10 |
| Item 6. | Exhibits and Reports on Form 8-K | 10 |
| SIGNATURES | 11 | |
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
| JONATHON P. REUBEN CPA |
| AN ACCOUNTANCY CORPORATION |
| 23440 HAWTHORNE BLVD., SUITE 270 |
| TORRANCE, CA 90505 |
| To the Board of Directors, |
| ETI Corporation |
We have reviewed the accompanying balance sheet of ETI Corporation (a development stage company) as of June 30, 2002, and the related statements of operations for the three-month and six-month periods ended June 30, 2001 and 2002 and from the Company’s inception (March 23, 1998) through June 30, 2002, and cash flows for the six-month periods ended June 30, 2002 and from the Company’s inception (March 23, 1998) through June 30, 2002. These financial statements are the responsibility of the Company’s management.
We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to the financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should be made to the financial statements referred to above for them to be in conformity with generally accepted accounting principles.
| ss/ Jonathon P. Reuben CPA |
| Jonathon P. Reuben, |
| Certified Public Accountant |
| August 13, 2002 |
| ETI Corporation |
| (Formerly e-Channels Corporation) |
| (A Development Stage Company) |
| Consolidated Balance Sheets |
| June 30, 2002 | ||
| (Unaudited) | ||
| Assets | ||
| Current Assets | ||
| Loan receivable - affiliate | $ 295 | |
| Total Assets | $ 295 | |
| Liabilities and Stockholders' Equity (Deficit) | ||
| Current Liabilities | ||
| Loans payable - affiliate | $ | 13,715 |
| Officer's compensation payable | 420,000 | |
| Total Current Liabilities | $ 433,715 | |
| Minority Interest in Consolidated Subsidiary | - | |
| Stockholders' Equity (Deficit) | ||
| Common Stock, par value $.001 per share, | ||
| authorized 100,000,000; issued and outstanding | ||
| 5,750,700 shares as of June 30, 2002 | 5,750 | |
| Additional paid-in capital | 250,750 | |
| Deficit accumulated during the development stage | (709,920) | |
| Total Stockholders' Equity (Deficit) | (433,420) | |
| Total Liabilities and Stockholders' Equity | $ 295 | |
| ETI Corporation |
| (Formerly e-Channels Corporation) |
| (A Development Stage Company) |
| Statements of Operations |
| From Inception | ||||||
| (March 23, 1998) | ||||||
| For the Three Months Ended | For the Six Months Ended | Through | ||||
| June 30, 2001 | June 30, 2002 | June 30, 2001 | June 30, 2002 | June 30, 2002 | ||
| Income | $ - | $ - | $ - | $ - | $ | - |
| Operating expenses | (103,227) | (60,000) | (103,402) | (121,481) | (709,920) | |
| Net loss | $ (103,227) | $ (60,000) | $ (103,402) | $ (121,481) | $ (709,920) | |
| Basic loss per share: | ||||||
| Loss from operation | $ n/a | $ (0.01) | $ n/a | $ (0.02) | ||
| Basic weighted average shares outstanding | 5,546,667 | 5,750,700 | 5,546,667 | 5,750,700 | ||
| ETI Corporation |
| (Formerly e-Channels Corporation) |
| (A Development Stage Company) |
| Consolidated Statements of Cash Flows |
| From Inception | ||||||
| (March 23, 1998) | ||||||
| For the Six Months Ended | Through | |||||
| June 30, 2001 | June 30, 2002 | June 30, 2002 | ||||
| Cash Flows from Operating Activities | ||||||
| Net loss | $ | (103,402) | $ (121,481) | $ | (709,920) | |
| Adjustments to reconcile net loss to | ||||||
| net cash used in operating activities: | ||||||
| Common stock issued for services | 102,420 | - | 125,100 | |||
| Amortization expense | 807 | - | - | |||
| (Increase) in prepaid expenses | - | 1,481 | - | |||
| Increase in loans payable | - | - | 13,715 | |||
| Accrued officer's compensation | - | 120,000 | 420,000 | |||
| Net cash used in operating activities | (175) | - | (151,105) | |||
| Cash Flows from Finance Activities | ||||||
| Gross proceeds from private offerings | - | - | 150,400 | |||
| Loans from affiliates | - | - | 11,000 | |||
| Repayments to affiliates | - | - | (10,000) | |||
| Loans to affiliates | - | - | (32,295) | |||
| Repayments from affiliate | - | - | 32,000 | |||
| Net cash provided byfinancing activities | - | - | 151,105 | |||
| Net increase (decrease) in | ||||||
| cash and cash equivalents | $ | (175) | $ | - | $ | - |
| Cash and cash equivalents - | ||||||
| beginning of period | 175 | - | - | |||
| Cash and cash equivalents - | ||||||
| end of period | $ - | $ - | $ - | |||
| ETI Corporation |
| (Formerly e-Channels Corporation) |
| (A Development Stage Company) |
| Consolidated Statements of Cash Flows |
SUPPLEMENTAL SCHEDULES TO STATEMENT OF CASH FLOWS
| From Inception | |||
| (March 23, 1998) | |||
| For the Three Months Ended | Through | ||
| June 30, 2001 | June 30, 2002 | June 30, 2002 | |
| Cash Paid During Year For: | |||
| Income Taxes | $ - | $ - | $ - |
| Interest | $ - | $ - | $ - |
| ETI Corporation |
| (Formerly e-Channels Corporation) |
| (A Development Stage Company) |
| NOTES TO FINANCIAL STATEMENTS |
Note 1.
In the opinion of the Company's management, the accompanying unaudited financial statements contain all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position of the Company as of June 30, 2002, and the results of its operations and cash flows for the three-month periods ended June 30, 2002 and 2001, and for the period from the Company's inception (January 14, 1998) through June 30, 2002. The operating results of the Company on a semi-annual basis may not be indicative of operating results for the full year.
ETI Corporation
Item 2. Management's Discussion and Analysis of Financial Condition and Plan of Operations
This statement includes projections of future results and “forward looking statements” as that term is defined in Section 27A of the Securities Act of 1933 as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934 as amended (the “Exchange Act”). All statements that are included in this Quarterly Report, other than statements of historical fact, are forward looking statements. Although management believes that the expectations reflected in these forward looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct.
Financial Summary
| Results of Operations for the Six-Months Ended June 30, 2002 |
| Loss from operations for six months of 2002 included accrued officer's compensation |
| of $120,000 and accounting expense of $1,481. |
| Results of Operations for the Three-Months Ended June 30, 2002 |
| For the three months ended June 30, 2002 net loss included accrued officer's |
| compensation of $60,000. |
| Liquidity and Capital Resources |
| For the Six-Months ended June 30, 2002. |
| During the six-month period ended June 30, 2002, the Company’s cash position |
| remained at zero. |
| For the Six-Months ended June 30, 2001. |
| During the six-month period ended June 30, 2001, the Company’s cash position |
| decreased by $175, all used in the Company’s operations. |
Management Plan of Operations
ETI Corporation, a development stage company, has had limited business operations since its inception and has incurred operating losses to date. ETI Corporation’s management has realized a need to raise funds in order to meaningfully proceed with business plan implementation. In fiscal year 2002, ETI’s management has been primarily focusing on exploring opportunities that would enhance shareholder value, and has been aggressively evaluating and pursuing an opportunity for a business combination or acquisition.
ETI Corporation has presently suspended operations in multimedia sports and entertainment publishing and marketing. Management anticipates near-term focus to remain on pursuing a business combination opportunity. Additional funding is expected to be required to proceed with any revised business plan or plan of operations, and may be achieved through private placement or other financial arrangements. Cash requirements have been met by a shareholder, although no commitment to continue such support exists. Any extended operations of the company may require the need to raise additional funds within the next six months.
ETI Corporation currently has suspended operations in the multimedia sports and entertainment publishing industry. Marketing plans and pricing structures are suspended and will be revised when the company's business direction and or objectives are revisited.
ETI Corporation
Part II. OTHER INFORMATION
| Item 1. | Legal Proceedings |
| None | |
| Item 2. | Change in Securities and Use of Proceeds |
| None | |
| Item 3. | Defaults Upon Senior Securities |
| None | |
| Item 4. | Submission of Matters to a Vote of Security Holders |
| Not applicable | |
| Item 5. | Other Information |
| None |
Item 6. Exhibits and Reports on Form 8-K
Exhibits
Charter and By-laws
No changes have been made, therefore the company incorporates by reference the exhibit 3(a) Articles of Incorporation and the exhibit 3(b) By-laws, filed with the Company’s Form 10-SB on February 4, 2000.
ETI Corporation includes herewith the following exhibit:
| 99.1 | Certification of President and Principal Accounting Officer pursuant to |
| 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the | |
| Sarbanes-Oxley Act of 2002. |
Reports on Form 8-K
No filings were made during the period covered by this report.
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.
| ETI Corporation |
| By: /s/ Paul Lanham |
| Paul Lanham, President |
Date: August 14, 2002
