UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
Commission File No. 333-94265
LISKA BIOMETRY, INC.
(Exact name of small business issuer as specified in its charter)
Florida 061562447
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
6066 Vineyard Drive, Ottawa, Ontario Canada K1C 2M5
(Address of principal executive offices) (Zip Code)
(613) 837-1909
(Registrant's telephone number, including area code)
All Correspondence to:
Brenda Lee Hamilton, Esquire
Hamilton, Lehrer & Dargan, P.A.
2 East Camino Real, Suite 202
Boca Raton, Florida 33432
(561) 416-8956
Registrant has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months and has been
subject to such filing requirements for the past 90 days. [ ] Yes [X] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practical date: On March 31, 2003, we had
9,898,275 shares of common stock outstanding. As of August 8, 2003, there were
12,948,275 shares of our common stock outstanding.
(The remainder of this page intentionally left blank.)
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INDEX
Page
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
Consolidated Balance Sheet (Unaudited).............................3
Consolidated Statements of Operations (Unaudited)..................4
Consolidated Statements of Cash Flows (Unaudited)..................5
Notes to Financial Statements.....................................6-7
Item 2 - Management's Discussion and Analysis or Plan of Operations........8
Item 3 - Controls and Procedures..........................................13
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings................................................14
Item 2 - Changes in Securities............................................14
Item 3 - Default Upon Senior Securities...................................14
Item 4 - Submission of Matters to a Vote of Security Holders..............14
Item 5 - Other Information................................................14
Item 6 - Exhibits and Reports on Form 8-K.................................14
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PART I - FINANCIAL INFORMATION>
Financial Statements
Liska Biometry, Inc.
(A Development Stage Company)
Consolidated Balance Sheet
March 31, 2003
(Unaudited)
Assets
Current assets:
Cash $ 85
=================
Liabilities and stockholders' (deficit)
Current liabilities:
Accounts payable $ 133,506
Accrued expenses 40,000
Due to affiliate 32,516
Due to investors 35,000
-----------------
Total current liabilities 241,022
-----------------
Stockholders' (deficit):
Preferred stock, no par value,
10,000,000 shares authorized
Common stock, no par value, -
100,000,000 shares authorized,
9,898,275 shares issued and outstanding 646,177
Additional paid in capital 1,056,490
(Deficit) accumulated during the development stage (1,943,604)
-----------------
(240,937)
-----------------
$ 85
=================
See the accompanying notes to the consolidated financial statements.
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Liska Biometry, Inc.
(A Development Stage Company)
Consolidated Statements of Operations
Three Months Ended March 31, 2003 and 2002 and
Inception (August 1, 2000) to March 31, 2003
(Unaudited)
Three Months Three Months Inception
Ended Ended to
March 31, 2003 March 31, 2002 March 31, 2003
-------------- -------------- --------------
Sales $ - $ - $ 8,000
Cost of goods sold - - 892
-------------- -------------- --------------
Gross profit - - 7,108
Operating expenses:
Impairment of license - - 58,812
Selling, general and administrative expenses 48,857 10,507 1,892,150
-------------- -------------- --------------
48,857 10,507 1,950,962
-------------- -------------- --------------
(Loss) from operations (48,857) (10,507) (1,943,854)
-------------- -------------- --------------
Other income (expense):
Other income - - 250
-------------- -------------- --------------
Net (loss) $ (48,857) $ (10,507) $ (1,943,604)
============== ============== ==============
Per share information - basic and fully diluted:
Weighted average shares outstanding 9,898,275 9,898,275 2,629,382
============== ============== ==============
Net (loss) per share $ (0.00) $ (0.00) $ (0.74)
============== ============== ==============
See the accompanying notes to the consolidated financial statements.
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Liska Biometry, Inc.
(A Development Stage Company)
Consolidated Statements of Cash Flows
Three Months Ended March 31, 2003 and 2002 and
Inception (August 1, 2000) to March 31, 2003
(Unaudited)
Three Months Three Months Inception
Ended Ended to
March 31, 2003 March 31, 2002 March 31, 2003
-------------- -------------- --------------
Cash flows from operating activities:
Net cash (used in) operating activities $ (531) $ - $ (79,270)
-------------- -------------- --------------
Cash flows from investing activities:
Net cash (used in) investing activities - - (50,000)
-------------- -------------- --------------
Cash flows from financing activities:
Net cash provided by financing activities - - 129,355
-------------- -------------- --------------
Net increase (decrease) in cash (531) - 85
Beginning - cash balance 616 - -
-------------- -------------- --------------
Ending - cash balance $ 85 $ - $ 85
============== ============== ==============
Supplemental cash flow information:
Cash paid for income taxes $ - $ - $ -
============== ============== ==============
Cash paid for interest $ - $ - $ -
============== ============== ==============
See the accompanying notes to the consolidated financial statements.
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LISKA BIOMETRY, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2003
(UNAUDITED)
(1) Basis Of Presentation
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles (GAAP) for interim financial
information and Item 310(b) of Regulation S-B. They do not include all of the
information and footnotes required by GAAP for complete financial statements. In
the opinion of management, all adjustments (consisting only of normal recurring
adjustments) considered necessary for a fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. For further
information, refer to the financial statements of the Company as of December 31,
2002 and for the two years then ended, and the period from inception (August 1,
2000) to December 31, 2002, including notes thereto included in the Company's
Form 10-KSB.
(2) Earnings Per Share
The Company calculates net income (loss) per share as required by Statement of
Financial Accounting Standards (SFAS) 128, "Earnings per Share." Basic earnings
(loss) per share is calculated by dividing net income (loss) by the weighted
average number of common shares outstanding for the period. Diluted earnings
(loss) per share is calculated by dividing net income (loss) by the weighted
average number of common shares and dilutive common stock equivalents
outstanding. During periods when anti-dilutive commons stock equivalents are not
considered in the computation.
(3) Income Taxes
The Company accounts for income taxes under SFAS 109, which requires use of the
liability method. SFAS 109 provides that deferred tax assets and liabilities are
recorded based on the differences between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes,
referred to as temporary differences. Deferred tax assets and liabilities at the
end of each period are determined using the currently enacted tax rates applied
to taxable income in the periods in which the deferred tax assets and
liabilities are expected to be settled, or realized.
The provision for income taxes differs from the amount computed by applying the
statutory federal income tax rate to income before provision for income taxes.
The sources and tax effects of the differences are as follows:
Income tax provision at
the federal statutory rate 34 %
Effect of operating losses (34)%
-------
-
As of March 31, 2003, the Company has a net operating loss carryforward of
approximately $1,900,000 subject to any restrictions because of a change in
ownership. This loss will be available to offset future taxable income. If not
used, this carryforward will expire through 2022. The deferred tax asset of
approximately $650,000 relating to the operating loss carryforward has been
fully reserved at March 31, 2003.
-6-
(4) Commitments and Contingencies
During the periods covered by these financial statements the Company issued
shares of common stock without registration under the Securities Act of 1933.
Although the Company believes that the sales did not involve a public offering
of its securities and that the Company did comply with the "safe harbor"
exemptions from registration, it could be liable for rescission of the sales if
such exemptions were found not to apply and this could have a material negative
impact on the Company's financial position and results of operations.
During the periods covered by these financial statements the Company entered
into several employment, consulting and other agreements with third parties.
Although the Company obtained settlement releases from a majority of the
parties, settlement releases were not entered into with some of these parties or
the settlement releases were verbal agreements. Future contingencies which
cannot be estimated by management, may exists for the above matters including
but not limited to issuance of capital stock and other financial obligations and
may have a material negative impact on the Company's financial position and
results of operations.
(5) Stockholders' (Deficit)
During the period ended March 31, 2003 an officer of the Company contributed
services with a fair market value of $1,500 to the capital of the Company.
(6) Transactions with related parties
During the period ended March 31, 2003 an affiliate of the Company directly paid
expenses on behalf of the Company aggregating $32,516.
(7) Basis of Reporting
The Company's financial statements are presented on a going concern basis, which
contemplates the realization of assets and satisfaction of liabilities in the
normal course of business.
The Company has experienced a significant loss from operations as a result of
its investment necessary to achieve its operating plan, which is long-range in
nature. For the period ended March 31, 2003 and the period from inception to
March 31, 2003, the Company incurred a net losses of $48,857 and $1,943,604 and
has working capital and stockholder deficits of $240,937 at March 31, 2003. In
addition, the Company has no revenue generating operations.
The Company's ability to continue as a going concern is contingent upon its
ability to attain profitable operations and secure financing. In addition, the
Company's ability to continue as a going concern must be considered in light of
the problems, expenses and complications frequently encountered by entrance into
established markets and the competitive environment in which the Company
operates.
The Company is pursuing equity financing for its operations. Failure to secure
such financing or to raise additional capital or borrow additional funds may
result in the Company depleting its available funds and not being able pay its
obligations.
The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.
(8) Subsequent Event
During August 2002 the Company entered into an agreement with a consultant
whereby the consultant would provide financial consulting services to the
Company. Pursuant to the agreement the Company is to pay a monthly fee of $5,000
for these services. In addition, the consultant will receive 1,000,000 shares of
the Company's common stock, provided that within 12 months of the date of the
agreement the consultant provides sufficient working capital to develop the
Company's product. As of March 31, 2003 $40,000 in unpaid fees has been accrued
and the Company has received no working capital from the Consultant. In June
2003 the consultant agreed to accept 1,000,000 shares of common stock in
settlement of any amounts due from the Company.
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Plan of Operations
Forward-Looking Statements.
The following discussion and analysis contains forward looking statements and
should be read in conjunction with our financial statements and related notes.
For purposes of this plan of operations, Liska Biometry, Inc. is referred to
herein as "we," "us," or "our." This discussion and analysis contains
forward-looking statements based on our current expectations, assumptions,
estimates and projections overview. The words or phrases "believe," "expect,"
"may," "should," "anticipates" or similar expressions are intended to identify
"forward-looking statements". Actual results could differ materially from those
projected in the forward-looking statements as a result of a number of risks and
uncertainties, including the following: (a) our ability to continue as a going
concern is contingent upon our ability to attain profitable operations and
secure financing; (b) because we have no operating history pertaining to our
biometrics based business, it will be difficult for you to evaluate our business
and financial prospects; (c) We have no products and we have no revenues; (d)
our business is a new business, which subjects us to financial and operational
risks; (e) our operations are subject to all of the risks inherent in a new
business enterprise; (f) we are an early stage business in a new and rapidly
evolving market; (g) if we fail to keep pace with the rapidly changing market of
fingerprint identification, our revenues and financial condition will be
negatively affected; (h) we may be unable to overcome competitive forces; (i) we
face patent protection risks; (j) other risk factors which are discussed in our
Form 10-KSB for the period ending December 31, 2002 which may be reviewed at
www.sec.gov.
OUR OPERATIONS FROM OUR INCEPTION TO MARCH 31, 2003:
We are a development stage company that was formed to engage in the business of
selling mortgage related products on the Internet. After a period of inactivity,
in approximately late April 2001, we changed our business plan to engage in the
marketing of a cleaning process for large-scale water and fluid treatment,
filtering, and storage facilities. On August 1, 2000, we licensed the marketing,
sale, and distribution rights from Floran Technologies, Inc., the owner of
certain cleaning process technologies for large-scale water and fluid treatment,
filtering, and storage facilities. On April 30, 2001, Floran Technologies, Inc.
notified us that it was terminating the license agreement due to our default on
payments we were required to make to it. As a result of the license termination,
we became inactive.
We do not expect to generate any meaningful revenue or incur any significant
operating expenses until such time that we formulate our Plan of Operations and
begin meaningful operations in our proposed business of fingerprint encoding and
authentication; however, we will continue to incur expenses pertaining to
operations, legal and accounting related expenses pertaining to our periodic and
other reporting obligations with the Securities and Exchange Commission.
FUTURE PLAN OF OPERATIONS
We plan to accomplish the following in our Plan of Operations over a period of
twelve months which will require funding in the amount of $1,077,250. Although
we plan to conduct an equity offering in which the maximum offering proceeds we
could receive would be $528,000, our financing plans are subject to risks,
including that: (a) even if we receive proceeds of $528,000, we will be able to
conduct our operations for a period of only six months, (b) we will require
$549,250 of additional funds to complete the remaining six months of our twelve
month Plan of Operations; and (c) there are no assurances we will be able to
obtain sufficient amount of funding for the first or last six month periods of
our twelve month Plan of Operations. At the present time we do not have
sufficient cash resources to conduct any aspect of our Plan of Operations.
Therefore, our Plan of Operations is contingent upon receiving adequate
financing to meet costs of $528,000 for only six months of our Plan of
Operations, which will not commence until we receive such financing, if ever.
Appoint Executive Management Team
We will attempt to fill the following full-time positions as our executive
management:
o Chief Operating Officer;
o Chief Financial Officer; and
o Vice President - Sales & Marketing
We estimate that our annual salary expenditures for these positions will be
$198,000 composed of a salary of $48,000 for each of the above positions. In
addition, our Chief Executive Officer's salary will be $54,000.
-8-
Engage Research and Development Consultants
We intend to utilize five consultants for research and development in
manufacturing, engineering and other research and development needs. These
consultants will deliver solutions to the ongoing development of our products
and services. The annual estimated costs associated with these consultants are
$90,000.
Hire Engineering Team
We plan to hire the following positions that will comprise our engineering team
which will develop our fingerprint technology:
o One Chief Scientist;
o Two full-time software engineers; and
o One full-time software/hardware engineer.
The annual salary costs associated with these positions is $120,000.
Capital Expenditures
We intend to purchase capital equipment for our research and development, which
will consist primarily of computer hardware. The estimated cost of this
equipment is approximately $12,500.
Engage Business Development Consultants
We intend to contract out our business development function to consultants who
will assist our management to identify marketing opportunities for our products
and services. The estimated annual expenditures for the business development
consultants are $60,000.
Research and Development of Fingerprint Science
We intend to study the relationship between a solid fingertip and its
fingerprint impression, and the transfer of unique characteristics from the
source to the samples. This research will be conducted by the engineering team
that we hire, as referred to above under "Hire Engineering Team." The purpose of
this research is to enhance the dependability of the fingerprint scanner device
that we develop. The total expenditure for this study will be $5,000.
Develop and Initiate Marketing Effort
Our Vice President of Marketing will survey key markets and customers, and use
systems, planning initiatives and oversight bodies to develop a strategy for
brand name recognition. Generally this strategy will include working with the
following government agencies:
o Department of Defense Biometrics Management Office and Joint
Interoperability Test Command;
o United States Army Communication Electronics Command;
o National Institute for Standards in Technology;
o National Security Agency; and
o Justice Department Management Office.
In addition, we will acquire other market information and contacts by joining
key industry groups and hiring industry analysts. The annual cost associated
with this marketing effort is $45,000.
-9-
Develop Software Algorithms
We will use third party developed live-scan fingerprint scanners to develop our
initial proprietary software algorithms. Our goal here is to reach the proof of
concept stage, illustrating the differentiating features of embedded software
algorithms - that is, the capability to measure the stable content of a
fingerprint image and to express it as a short numeric output. For a given
legible and distinct fingerprint input, the output number is expected to be
distinct from person to person. This aspect of our Plan of Operations will be
accomplished by the team of engineers that we hire and headed by our President,
Lam Ko Chau. We estimate that the total expenditure for algorithm development
will be $10,000.
Development of Fingerprint Scanner Prototype
We will attempt to build our own scanner to specifications dictated by our
patent-pending algorithms. We estimate that the cost of outsourcing labor and
materials to build this scanner will be approximately $100,000.
Manufacturing
We will pre-qualify prospective contract third-party manufacturing firms to
manufacture our fingerprint technology-related products. We expect that most of
the technological components of the fingerprint scanner can also be outsourced
to third-party manufacturers.
We will also interview and hire a Director of Manufacturing who will be required
to have a background in electro-optical and mechanical engineering. This
Director of Manufacturing will oversee the manufacturing process of our third
party manufacturers to ensure quality control and that the manufacturing is
accomplished according to our specifications. We intend to hire the Director of
Manufacturing at a maximum annual salary of $60,000.
Testing of Prototype
We will submit our prototype product to the following government regulatory
agencies:
o Department of Defense Biometrics Management Office which provides
testing and analysis of any biometric product that wishes to be
considered by the Department of Defense;
o National Institute for Standards and Technology which performs
acceptance testing for the Department of Justice Management Division;
and
o Joint Interoperability Test Command which makes sure those persons,
machines and computers across all branches of the military can
communicate with each other.
We will also consult with commercial organizations that set standards in the
commercial sector, including BioAPI Consortium, the International Biometrics
Group, and the International Biometrics Industry Association. The purpose of our
consultation with these organizations is to ensure that we design and build a
system that: (a) meets customer needs in the fingerprint technology area on an
up-to-date basis; (b) has the ability to operate and integrate two or more
different systems such as the Federal Bureau of Investigation that uses a "10
rolled print" identification process and Immigration and Naturalization Service
which uses a "2 index finger plain print" identification process; and (c) meets
Department of Defense regulations and criteria and interoperability guidelines.
-10-
An experienced Business Development Manager will be added in this phase as well
as an Applications Engineer and Marketing Programs Manager. Compensation will
include base salary, bonuses and stock options.
Marketing
Marketing expenditures will focus on the broad dissemination of our test
results. By using a biometrics knowledgeable public relations firm, we will
attempt to increase our market recognition, provide promotional sampling of our
products, and target key customers. We will attempt to develop strategic
partners to collaborate on our marketing and technological integration efforts.
Such strategic partners may include the following:
o Facial and eye recognition (Iris and Retina) system vendors;
o Federal security suppliers and contractors;
o Military sourcing organizations; and
o Other distribution channels that target military and commercial
security markets.
We will use the following prospecting and marketing techniques:
o Phone and meet with existing and retired military personnel,
especially those that are or were employed by the Immigration and
Naturalization Service, all branches of the United States military,
the Federal Bureau of Investigation, and the National Security Agency;
o We will determine from prospective and actual commercial and
government clients what their existing needs and desires are regarding
a biometric system;
o We will use information from the following sources to determine trends
in the commercial and government markets: (a) biometric organizations;
(b) our own general market study; and (c) conduct research on the
Internet regarding our competition.
The approximate expenditure for the second phase of our marketing campaign,
including compensation is $215,000.
Open and Operate United States Office
We plan to open a United States office to establish a United States presence of
our proposed product and our brand name. The purpose of this United States
office will be to market, sell, and third party manufacture our products in the
United States. This office will be staffed by: (a) Chief Operating Officer; (b)
Vice President of Marketing and Sales; and (c) Director of Manufacturing. Each
of these individuals will earn a salary of $48,000 for total salary costs of
$144,000 to staff our United States Office. The approximate expenditures for
opening and operating the United States office is $17,750.
-11-
Financial Considerations
We have no cash resources from which to conduct any operations or pursue our
proposed business plan. As of March 31, 2003, we had $85 of cash; accordingly,
we will be unable to fund any potential operations from our current cash
position. Although our President plans to loan us funds to conduct our
operations, we have no agreement with our President to do so and our President
is under no obligation to loan us funds. Accordingly, there are no assurances
that we will receive loans from our President. Moreover, there are no assurances
that our President will have sufficient funds to make these loans. In addition,
we have no compensation agreements to our President in connection with any loans
he may provide to us. If our President is unable or unwilling to make loans to
us necessary to implement our Plan of Operations, we will need additional
financing through traditional bank financing or a debt or equity offering;
however, because we are a development stage company with no operating history
and a poor financial condition, we may be unsuccessful in obtaining such
financing or the amount of the financing may be minimal and therefore inadequate
to implement our Plan of Operations. In addition, if we only have nominal funds
by which to conduct our operations, we may have to curtail any potential Plan of
Operations which would negatively impact development of any potential brand name
and reputation. In the event that we do not receive financing or our financing
is inadequate to enable us to conduct potential operations, we may have to
liquidate our business and undertake any or all of the following actions:
o Sell or dispose of our assets, if any;
o Pay our liabilities in order of priority, if we have available cash to
pay such liabilities;
o If any cash remains after we satisfy amounts due to our creditors,
distribute any remaining cash to our shareholders in an amount equal
to the net market value of our net assets;
o File a Certificate of Dissolution with the State of Florida to
dissolve our corporation and close our business;
o Make the appropriate filings with the Securities and Exchange
Commission so that we will no longer be required to file periodic and
other required reports with the Securities and Exchange Commission,
if, in fact, we are a reporting company at that time; and/or
o Make the appropriate filings with the National Association of Security
Dealers to affect a delisting of our common stock from the OTC
Bulletin Board.
Based upon our current assets, however, we will not have the ability to
distribute any cash to our shareholders.
If we have any liabilities that we are unable to satisfy and we qualify for
protection under the U.S. Bankruptcy Code, we may voluntarily file for
reorganization under Chapter 11 or liquidation under Chapter 7. Our creditors
may also file a Chapter 7 or Chapter 11 bankruptcy action against us. If our
creditors or we file for Chapter 7 or Chapter 11 bankruptcy, our creditors will
take priority over our shareholders. If we fail to file for bankruptcy under
Chapter 7 or Chapter 11 and we have creditors, such creditors may institute
proceedings against us seeking forfeiture of our assets, if any.
We do not know and cannot determine which, if any, of these actions we may be
forced to take.
-12-
Since our inception, our operating expenses have exceeded our revenues, which
has been $0. At the present time, we have insufficient working capital to fund
our planned growth and ongoing operating expenses. As a result, we expect to
continue to experience significant negative operating cash flow for the
foreseeable future. Our existing working capital will not be sufficient to fund
the continued implementation of our future Plan of Operations and to meet our
general operating expenses. We are unable to predict at this time the exact
amount of additional working capital we will require; however, in order to
provide any additional working capital which we may require, in all likelihood
we will be required to raise additional capital through the sale of equity
securities which is subject to the following significant risks: (a) there can be
no assurance that equity financing will be available as needed or on terms
favorable to the Company; and (b) equity financing may dilute the ownership of
our Shareholders. We currently have no firm commitments from any party to
provide us with any additional working capital or any type of financing. If we
do not have sufficient working capital, it is likely that we will have to cease
operations.
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2003, we had limited cash resources of $85. We do not have any
other internal sources of working capital. As of March 31, 2003, all required
administrative expenses are being paid by our President.
We did not receive any revenues during the 12 months ended March 31, 2003. We do
not anticipate earning revenues, if any, until such time as we formulate and
accomplish our Plan of Operations in the fingerprint encoding and authentication
business. Our Plan of Operations will be subject to receiving substantial
financing, which we may be unable to obtain.
RESULTS OF OPERATIONS:
We have never had revenues from operations. The losses accumulated since our
inception were incurred for our formation and operating expenses. As of
approximately March 2002, in connection with our change of control, we decided
to pursue a business plan consisting of providing fingerprint encoding and
authentication services; however, to date, we have not accomplished any steps
towards developing this business plan.
Controls and Procedures
The Company's Principal Executive Officer and Principal Financial Officer
evaluated the Company's disclosure controls and procedures within the 90 days
preceding the filing date of this quarterly report. Based upon this evaluation,
the Principal Executive Officer and Principal Financial Officer concluded that
the Company's disclosure controls and procedures are effective in ensuring that
material information required to be disclosed is included in the reports that it
files with the Securities and Exchange Commission.
There were no significant changes in the Company's internal controls or, to the
knowledge of the management of the Company, in other factors that could
significantly affect these controls subsequent to the evaluation date.
-13-
PART II
Legal Proceedings
None.
Changes in Securities
None.
Defaults Upon Senior Securities
None.
Submission of Matters to a Vote of Security Holders
None.
Other Information
None.
Exhibits and Reports on Form 8-K
(a) Exhibits and Index of Exhibits
Exhibit
Number Description
- ------ -------------
3.1 Articles of Incorporation of 3045 Corporation dated October 26, 1999.(1)
3.2 Bylaws of 3045 Corporation dated October 25, 1999.(1)
10.1 Assignment dated February 27, 2003.(2)
31.1 Certification of Chief Executive Officer and Chief Financial Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of Chief Executive Officer and Chief Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
- ------------------
(1) Denotes previously filed exhibits: filed on January 7, 2000 with 3045
Corporation's Form SB-2 registration statement, file # 333-94265.
(2) Denotes previously filed exhibits: filed on May 30, 2003 with Liska
Biometry, Inc.'s Form 10-KSB for the period ended December 31, 2001.
We hereby incorporate the following additional documents by reference: (a) our
Form 10-KSB for the year ended December 31, 2002 which was filed on July 28,
2003, for the year ended December 31, 2001 which was filed on May 30, 2003; and
for the year ended November 30, 2000 which was filed on January 3, 2001; (b) our
Registration Statement on Form SB-2 and all amendments thereto which was filed
on January 7, 2000 and amended on February 8, 2000, March 1, 2000, March 14,
2000, April 3, 2000, and April 4, 2000; (c) our Forms 10-QSB for the periods
ended September 30, 2002 which was filed on July 28, 2003; June 30, 2002 which
was filed on May 30, 2003; March 31, 2002 which was filed on May 30, 2002; June
30, 2001 which was filed on April 4, 2002; September 30, 2001 which was filed on
April 4, 2002; March 31, 2001 which was filed on May 21, 2001; August 31, 2000
which was filed on September 15, 2000; May 31, 2000 which was filed on June 20,
2000; and February 29, 2000 which was filed on April 14, 2000.
(b) Reports on Form 8-K
None
-14-
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.
Dated: August 14, 2003
Liska Biometry, Inc.
By: /s/ Lam Ko Chau
Lam Ko Chau, President, Chief Financial Officer and Principal Accounting
Officer
-15-
