SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended: April 30, 2004
[ ] | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
Commission File Number: 333-86031
TANGO INCORPORATED
(Exact name of Small Business Issuer as specified in its Charter)
FLORIDA | 98-0198225 |
---|---|
(State or other jurisdiction of Incorporation or organization) | (I.R.S.Employer Identification No.) |
18055 A NE San Rafael Street, Portland Oregon 97230
(Address of principal executive offices)
503-492-1500
(Issuer’s telephone number)
N/A
(Former Name, former address and former fiscal year,
if changed since last Report.)
Check whether the issuer (1) has 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 [ ]
State | the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 49,041,411shares of Common Stock and 12,000,000 Class B shares as of April 30, 2004. |
Transitional Small Business Disclosure Format: Yes [ ] No [X]
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INDEX | Page | ||||
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PART I - FINANCIAL INFORMATION: | |||||
ITEM 1. FINANCIAL STATEMENTS | |||||
CONSOLIDATED BALANCE SHEETS April 30, 2004 | F | -2 | |||
CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT | F | -3 | |||
CONSOLIDATED STATEMENTS OF CASH FLOWS | F | -4 | |||
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY | F | -5 | |||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | F | -6 | |||
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS | 3 | ||||
PART II - OTHER INFORMATION: | |||||
ITEM 1. LEGAL PROCEEDINGS | 7 | ||||
ITEM 2. CHANGES IN SECURITIES | 7 | ||||
ITEM 3. DEFAULTS UPON SENIOR SECURITIES | 7 | ||||
ITEM 4. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS | 7 | ||||
ITEM 5. OTHER EVENTS | 7 | ||||
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K | 8 | ||||
SIGNATURE | 8 |
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TANGO INCORPORATED AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 2004 AND 2003
F-1
TANGO INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
APRIL 30 2004 (Unaudited) | JULY 31 2003 (Audited) | |||||||
---|---|---|---|---|---|---|---|---|
ASSETS | ||||||||
Current | ||||||||
Cash | $ | 18,990 | $ | 15,065 | ||||
Accounts receivable (net of allowance for doubtful accounts ) | ||||||||
of $40,000 for 2004 and $22,000 for 2003 | 528,568 | 321,805 | ||||||
Inventory | 403,246 | 15,353 | ||||||
Prepaid expenses | 72,573 | 116,279 | ||||||
Advances receivable | 7,500 | 7,500 | ||||||
Total Current Assets | 1,030,877 | 476,002 | ||||||
Property And Equipment, net | 345,924 | 417,227 | ||||||
Total Assets | $ | 1,376,801 | $ | 893,229 | ||||
LIABILITIES | ||||||||
Current | ||||||||
Accounts payable and accrued liabilities | $ | 1,376,414 | $ | 702,521 | ||||
Due to related parties | 366,871 | 179,890 | ||||||
Current portion of capital leases obligations | 96,448 | 116,824 | ||||||
Factoring credit line | 317,926 | 224,630 | ||||||
Current portion of note payable | 140,983 | 106,981 | ||||||
Total Current Liabilities | 2,056,642 | 1,330,846 | ||||||
Capital Lease Obligations | 22,383 | |||||||
Note Payable | 538,519 | 538,519 | ||||||
Total Liabilities | 2,595,161 | 1,891,748 | ||||||
STOCKHOLDERS' DEFICIENCY | ||||||||
Preferred Stock, $0.001 par value; 20,000,000 shares authorized; no | ||||||||
shares issued and outstanding | -- | -- | ||||||
Common Stock, $0.001 par value; 400,000,000 shares authorized; | ||||||||
49,040,411 shares issued and outstanding at April 30, 2004, 18,499,331 | ||||||||
outstanding at July 31, 2003 | 49,041 | 18,500 | ||||||
Common Stock, Class B voting; no par value; each share having 10 votes; | ||||||||
12,000,000 shares authorized; 12,000,000 shares issued and outstanding | ||||||||
at April 30, 2004 and July 31, 2003 | -- | -- | ||||||
Additional Paid-In Capital | 18,917,358 | 17,690,056 | ||||||
Accumulated Deficit | (20,033,644 | ) | (18,521,024 | ) | ||||
Other Cumulative Loss | (21,115 | ) | (21,115 | ) | ||||
Deferred Compensation | (130,000 | ) | (164,936 | ) | ||||
Total Liabilities And Stockholders' Deficiency | (1,218,360 | ) | (998,519 | ) | ||||
$ | 1,376,801 | $ | 893,229 | |||||
The accompanying notes are an integral part of these consolidated financial statements.
F-2
TANGO INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
THREE MONTHS ENDED APRIL 30 | NINE MONTHS ENDED APRIL 30 | |||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
2004 | 2003 | 2004 | 2003 | |||||||||||||||||
Sales | $ | 1,042,148 | $ | 30,500 | $ | 2,582,651 | $ | 30,500 | ||||||||||||
Cost Of Sales | 1,102,977 | -- | 2,605,005 | -- | ||||||||||||||||
Gross Profit (Loss) | (60,829 | ) | 30,500 | (22,354 | ) | 30,500 | ||||||||||||||
Expenses | ||||||||||||||||||||
Salaries and benefits | 201,174 | 143,683 | 721,687 | 443,042 | ||||||||||||||||
Consulting and professional fees | ||||||||||||||||||||
61,865 | 14,075 | 218,752 | 216,774 | |||||||||||||||||
Advertising and promotion | 193,950 | -- | 354,994 | 13,125 | ||||||||||||||||
General and administrative expenses | 209,990 | 15,290 | 419,145 | 28,416 | ||||||||||||||||
666,979 | 173,048 | 1,714,578 | 701,357 | |||||||||||||||||
Operating Loss Before Other Income | (727,808 | ) | (142,548 | ) | (1,736,932 | ) | (670,857 | ) | ||||||||||||
Other Income | -- | -- | 224,312 | -- | ||||||||||||||||
Net Loss | $ | (727,808 | ) | $ | (142,548 | ) | $ | (1,512,620 | ) | $ | (670,857 | ) | ||||||||
Loss Per Share | $ | (0.02 | ) | $ | (0.03 | ) | $ | (0.06 | ) | $ | (0.18 | ) | ||||||||
Weighted Average Number Of Shares | ||||||||||||||||||||
Outstanding | 36,273,534 | 6,128,070 | 25,215,271 | 3,775,856 | ||||||||||||||||
The accompanying notes are an integral part of these consolidated financial statements.
F-3
TANGO INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
NINE MONTHS ENDED APRIL 30 | |||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|
2004 | 2003 | ||||||||||
Cash Flows From Operating Activities From Continuing Operations | |||||||||||
Net loss | $ | (1,512,620 | ) | $ | (670,857 | ) | |||||
Adjustments To Reconcile Net Loss From Continuing Operations To Net Cash | |||||||||||
(Used By) Provided By Operating Activities | |||||||||||
Stock issued for services | 408,250 | 289,212 | |||||||||
Stock based compensation | 34,936 | -- | |||||||||
Depreciation | 84,202 | -- | |||||||||
Interest accrued | 34,002 | -- | |||||||||
Bad Debts | 18,000 | -- | |||||||||
Changes In Assets And Liabilities | |||||||||||
Change in accounts receivable | (224,763 | ) | (14,686 | ) | |||||||
Change in inventory | (387,893 | ) | -- | ||||||||
Change in prepaid expenses | 43,706 | ) | -- | ||||||||
Change in accounts payable and accrued liabilities | 431,893 | 183,600 | |||||||||
Change in factoring credit line | 93,296 | -- | |||||||||
Change in due to related parties | 186,981 | 298,364 | |||||||||
Total Adjustments | 722,610 | 756,490 | |||||||||
Net Cash (Used By) Provided By Operating Activities | (790,010 | ) | 85,633 | ||||||||
Cash Flows Used By Investing Activity | |||||||||||
Advances receivable | -- | (110,000 | ) | ||||||||
Net Cash Used By Investing Activity | -- | (110,000 | ) | ||||||||
Cash Flows From Financing Activities | |||||||||||
Common stock issued | 712,233 | 20,000 | |||||||||
Subscriptions received | -- | 16,639 | |||||||||
Additional paid in capital from investors | 137,360 | -- | |||||||||
Purchase of fixed assets | (12,899 | ) | -- | ||||||||
Capital lease repayments | (42,759 | ) | -- | ||||||||
Net Cash Provided By Financing Activities | 793,935 | 36,639 | |||||||||
Net Increase In Cash | 3,925 | 12,272 | |||||||||
Cash And Cash Equivalents, Beginning Of Period | 15,065 | -- | |||||||||
Cash And Cash Equivalents, End Of Period | $ | 18,990 | $ | 12,272 | |||||||
The accompanying notes are an integral part of these consolidated financial statements.
F-4
TANGO INCORPORATED AND SUBSIDIARIE
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY
Preferred Stock | Common Stock | ||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Number Of Shares | Number Of Shares | Amount | Number Of Shares | Amount | Additional Paid-In Capital | Other Comprehensive Loss | Deferred Compensation | Accumulated Deficit | Total | ||||||||||||||||||||||||||||||||
Balance, July 31, 2003 | 12,000,000 | - | - | $ | 18,499,331 | $ | 18,500 | $ | 17,690,056 | $ | (21,115 | ) | $ | (164,936 | ) | $ | (18,521,024 | ) | $ | (998,519 | ) | ||||||||||||||||||||
Issuance of common stock | |||||||||||||||||||||||||||||||||||||||||
For cash | -- | - | - | 26,336,111 | 26,336 | 685,897 | -- | -- | -- | 712,233 | |||||||||||||||||||||||||||||||
For services | -- | - | - | 4,405,000 | 4,405 | 403,845 | -- | -- | -- | 408,250 | |||||||||||||||||||||||||||||||
Capital contributions | -- | - | - | -- | -- | 137,360 | -- | -- | -- | 137,360 | |||||||||||||||||||||||||||||||
Common shares cancelled | -- | - | - | (200,000 | ) | (200 | ) | 200 | -- | -- | -- | -- | |||||||||||||||||||||||||||||
Amortization of stock based | |||||||||||||||||||||||||||||||||||||||||
compensation | -- | - | - | -- | -- | -- | -- | 34,936 | -- | 34,936 | |||||||||||||||||||||||||||||||
Loss for the period | -- | - | - | -- | -- | -- | -- | -- | (1,512,620 | ) | (1,512,620 | ) | |||||||||||||||||||||||||||||
Balance, April 30, 2004 | 12,000,000 | - | - | $ | 49,040,442 | $ | 49,041 | $ | 18,917,358 | $ | (21,115 | ) | $ | (130,000 | ) | $ | (20,033,644 | ) | $ | (1,218,360 | ) | ||||||||||||||||||||
F-5
TANGO INCORPORATED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 2004 AND 2003
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of management, include all adjustments (consisting of normal recurring accruals) necessary for fair presentation of financial position, results of operations and cash flows for the interim periods. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the SEC. The Company believes that the disclosures contained herein are adequate to make the information presented not misleading. The statements of operations for the nine months ended April 30, 2004 are not necessarily indicative of the results to be expected for the full year. These unaudited financial statements should be read in conjunction with the audited financial statements and accompanying notes included in the Company’s 2003 Annual Report on Form 10-K for the year ended July 31, 2003. |
The condensed financial statements have been prepared on a going concern basis, which contemplated the realization of assets and satisfaction of liabilities in the normal course of business. Recurring losses from operations and operating cash constraints are potential factors, which, among others, may indicate that the Company will be unable to continue as a going concern for a reasonable period of time. The independent auditors’ report on the July 31, 2003 financial statements stated the Company’s “dependence on outside financing, lack of sufficient working capital and continuing losses from operations raise substantial doubt about the Company’s ability to continue as a going concern”. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
The financial statements do not include adjustments relating to recoverability and classification of recorded assets amounts, or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate sufficient cash flow to meet its obligations on a timely basis and, ultimately, to attain profitable operations. |
2. ACCRUED LIABILITY
During the period ended April 30, 2004, the Company reversed approximately $224,000 of accrued liabilities from its books and records. These liabilities were recorded as a result of the Company’s acquisition of the assets of its subsidiary, Pacific Print Works, LLC. The Company has been subsequently advised by its legal counsel that it should not have assumed these liabilities. |
F-6
TANGO INCORPORATED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30, 2004 AND 2003
(Unaudited)
3. NOTE PAYABLE
2004 | 2003 | |||||||
---|---|---|---|---|---|---|---|---|
The note payable is unsecured and repayable commencing September 30, | ||||||||
2003 in monthly instalments of $13,407 including interest at 9.03% | ||||||||
per annum | $ | 645,500 | $ | 645,500 | ||||
Interest accrued | 34,002 | -- | ||||||
679,502 | 645,500 | |||||||
Less: Current portion | (140,983 | ) | (106,981 | ) | ||||
$ | 538,519 | $ | 538,519 | |||||
As at April 30, 2004, no payments have been made. The Company is currently renegotiating the terms of repayment.
4. CAPITAL STOCK
During the nine month period ended April 30, 2004, the Company issued 26,336,111 shares of common stock for cash proceeds of $712,233, and issued 4,405,000 shares of common stock for promotion, consulting and legal services amounting to $408,250, and cancelled 200,000 shares of common stock. |
During the three months ended April 30, 2004, the Company issued 17,961,111 shares of common stock for cash proceeds of $335,090, and issued 2,530,000 shares of common stock for consulting services valued at $227,700. |
The Company also received cash of $137,360 in capital contributions pursuant to debt settlement agreements with former creditors of Pacific Print Works, LLC. |
5. RELATED PARTY TRANSACTION
During the nine month period ended April 30, 2004 and 2003, directors’ compensation totalled $320,000 and $388,734 respectively. |
During the three month period ended April 30, 2004 and 2003, directors´ compensation totalled $80,000 and $97,500 respectively. |
F-7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this Section and elsewhere in this report regarding matters that are not historical facts are forward-looking statements.
Because such forward-looking statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. All statements, which address operating performance, events or developments that management expects or anticipates to incur in the future, including statements relating to sales and earnings growth or statements expressing general optimism about future operating results, are forward-looking statements. The forward-looking statements are based on management’s current views and assumptions regarding future events and operating performance. Many factors could cause actual results to differ materially from estimates contained in management’s forward-looking statements. The differences may be caused by a variety of factors, including, but not limited to, adverse economic conditions, competitive pressures, inadequate capital, unexpected costs, lower revenues, net income and forecasts, the possibility of fluctuation and volatility of the Company’s operating results and financial condition, inability to carry out marketing and sales plans and loss of key executives, among other things.
Plan of Operation
At present, based on current operations, the Company does not have sufficient cash and liquid assets to satisfy its cash requirements on a monthly basis. The Company will have to raise additional capital funds during the next twelve months to meet its operational needs and plans for growth. While the Company does generate enough gross margin from the operations of its wholly-owned subsidiary these proceeds are not sufficient to meet the Company’s current monthly overhead.
The Company’s operational plans call for the expenditure of approximately $700,000 over the next twelve months on ongoing sales and marketing, technical support, including salaries paid to employees and consultants. The Company does intend to participate in further research and development which could result in additional cash requirements.
RESULTS OF OPERATIONS
THREE MONTHS ENDED APRIL 30, 2004 COMPARED TO THREE MONTHS ENDED APRIL 30, 2003
For the three months ended April 30, 2004, we generated revenues of $1,042,148 as compared to revenues of $30,500 for the corresponding three month period of 2003. The main reason for the increase in revenue was due to the acquisition of Pacific Print Works, LLC. Management believes the Cost of Goods Sold was higher than normal due to the idle capacity involved with the delay in shipping orders.
Additionally the Company expects wages and benefits, professional fees, travel, sales and marketing expenses, consulting fees and administrative expenses incurred during the current fiscal year to be substantially different over figures reported for comparative periods from the fiscal year 2002-2003 as a result of the acquisition of Pacific Print Works and the ongoing costs which may be required by the parent to source additional financing.
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For the quarter, the net loss increased to $(727,808) or approximately $(.02) per share, compared to a net loss of $(142,548) of approximately $(.03), per share a net increase of $(585,260) for the corresponding quarter in 2002-2003.
Expenses of $666,979 for the quarter ended April 30, 2004 reflect an increase of expenses from $173,048 incurred during the quarter ended April 30, 2003.
LIQUIDITY, CAPITAL RESOURCES AND PLAN OF OPERATIONS
As of April 31, 2003 and 2004, our auditors indicated in their audit report that our net loss and working capital deficit raised substantial doubt that we would be able to continue as a going concern.
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CONTROLS AND PROCEDURES
The Company’s Chief Operating Officer and Chief Financial Officer have
implemented the Company’s disclosure controls and procedures to ensure that material information relating to the Company is made known to them. They have evaluated the effectiveness of the Company’s disclosure controls and procedures as of a date within 90 days prior to the filing date (the “Evaluation Date”) of this quarterly report.
Based on such evaluation, the Chief Operating Officer and the Chief Financial Officer have concluded that, as of the Evaluation Date, the Company’s disclosure controls and procedures are effective in alerting them on a timely basis to material information relating to the Company that is required to be included in our reports filed or submitted under the Securities Exchange Act of 1934. Moreover, there were no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of such recent evaluation.
Prior to the filing date of this quarterly report, the Company had not adopted a complete set of written policies, controls and procedures. The Company is now developing such written document and expects that in the process of such undertaking it will discover internal control policies and practices that the Company should implement and follow that are not part of its current practice. There is a limited market for our common stock.
Our common stock is traded in the Over-the-Counter Bulletin Board market, and this may cause delays in the timing of transactions and reductions in the number and quality of securities analysts’ reporting on the Company and the extent of our coverage in the media. Trading in our common stock has been sporadic, and at present, there is a limited market for it. There can be no assurance that a stronger market will develop. Even if such a market does develop, it may not be sustained. There are no analysts currently covering the Company.
Future sales of our common stock by existing shareholders under Rule 144 could decrease the trading price of our common stock.
As of April 30, 2004, our outstanding common stock were “restricted securities” and could be sold in the public markets only in compliance with Rule 144 adopted under the Securities Act of 1933 or other applicable exemptions from registration. Rule 144 provides that a person holding restricted securities for a period of one year may thereafter sell, in brokerage transactions, an amount not exceeding in any three-month period the greater of either (i) 1% of the issuer’s outstanding common stock or (ii) the average weekly trading volume in the securities during a period of four calendar weeks immediately preceding the sale. Persons who are not affiliated with the issuer and who have held their restricted securities for at least two years are not subject to the volume limitation. Possible or actual sales of our common stock by present shareholders under Rule 144 could have a depressive effect on the price of our common stock.
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Our common stock is subject to “penny stock” rules. Our common stock is classified as a penny stock by the Securities and Exchange Commission. This classification severely and adversely affects the market liquidity for our common stock. The Commission has adopted Rule 15g-9, which establishes the definition of a “penny stock,” for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require: (i) that a broker or dealer approve a person’s account for transactions in penny stocks; and (ii) the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased. In order to approve a person’s account for transactions in penny stocks, the broker or dealer must (i) obtain financial information and investment experience objectives of the person; and (ii) make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks. The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prepared by the Commission relating to the penny stock market, which, in highlight form, sets forth (i) the basis on which the broker or dealer made the suitability determination and (ii) that the broker or dealer received a signed, written agreement from the investor prior to the transaction. Disclosure also has to be made about the risks of investing in penny stocks in public offerings and secondary trading and about the commissions payable to the broker-dealer and registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.
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PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
From time to time the Company enters into litigation in the normal course of business. However, other than mentioned herein, the Company believes none of the litigation will have a material impact on the Company’s business, financial condition or operating results.
The Company had defaulted on it lease obligation to the landlord, but in January 2004, the Company and the landlord reached a revised agreement to bring the Company current on it obligations. Under the revised agreement, the Company will pay the landlord rent as well as an additional $20,000 a month to bring the lease current. As of the date of this filing, the Company is in compliance with this revised agreement.
Effective February 2, 2004, Jeff Harden, President of Tango Pacific Company, was terminated for Cause due to Mr. Harden’s misdeeds including but not limited to lies told to the Company in an attempt to receive compensation advances from the Company which Mr. Harden had not earned. In response, Jeffrey Harden and Scott Newrones filed a lawsuit against the Company in Multnomah County Court, of which the Company was served notice on February 19, 2004. The Plaintiffs claim to have suffered losses and seek damages of the principal amounts of approximately $1,100,000, plus agreed interest, administrative fees and other consideration. The Company has hired counsel, is vigorously defending the lawsuit and is asserting a counterclaim against the Plaintiffs in the amount of $10,000,000 in compensation for the damages caused to the Company. While the Company believes it has no liability in this matter, there can be no assurance that the Plaintiffs will not be successful in asserting that the Company is liable to them. The Company is not able to predict the outcome of this litigation and there can be no assurance that the Company will not incur substantial and protracted litigation costs.
ITEM 2. CHANGES IN SECURITIES.
As described in notes to the Financials.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
ITEM 5. OTHER INFORMATION.
None.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
Exhibit No. Description
31.1 | Certification of Chief Operating Officer and Chief Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1 | Certification of Chief Operating Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. |
SIGNATURE
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 as duly authorized officers of the Registrant.
DATED: June 29, 2004 | Tango Incorporated By: /s/ Todd Violette Todd Violette, COO By: /s/ Sameer Hirji Sameer Hirji, CEO |
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