SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended January 31, 2004
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _________
Commission File Number: 333-68942
LASIK AMERICA, INC.
(Exact name of registrant as specified in its charter)
Nevada, United States
(State or other jurisdiction of incorporation or organization)
88-0490720
(I.R.S. Employer ID Number)
6616 Indian School Road, N.E., Albuquerque, New Mexico 87110
(Address of principal executive offices) (Zip code)
(505) 837-2020
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) 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 (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 NO X
Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date.
Class Shares outstanding at January 31, 2004
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Common Stock, no par value 2,226,043
Preferred stock, par value $0.001
CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Item 3. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
ii
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
TABLE OF CONTENTS
CONDENSED FINANCIAL STATEMENTS |
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Condensed Balance Sheets as of January 31, 2004 (Unaudited) and July 31, 2003 | F-1 |
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Condensed Statements of Operations for the three months and six months ended January 31, 2004 and 2003 (Unaudited) | F-2 |
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Condensed Statements of Cash Flows for the six months ended January 31, 2004 and 2003 (Unaudited) | F-3 |
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NOTES TO CONDENSED FINANCIAL STATEMENTS (Unaudited) | F-4 to F-6 |
LASIK AMERICA, INC.
CONDENSED BALANCE SHEETS
January 31, 2004 (Unaudited) | July 31, 2003 | ||
ASSETS | |||
Current assets | |||
Cash | $ - | $ - | |
Other current assets | 8,054 | 6,107 | |
Total current assets | 8,054 | 6,107 | |
Property and equipment, net of accumulated depreciation of $219,556 | |||
and $173,484, respectively | 148,790 | 194,862 | |
Total assets | $ 156,844 | $ 200,969 | |
LIABILITIES AND SHAREHOLDERS' DEFICIENCY | |||
Current liabilities | |||
Bank overdraft | $ 24,598 | $ 3,330 | |
Accounts payable | 176,402 | 213,512 | |
Gross receipts tax payable | 195,174 | 164,851 | |
Payroll taxes payable | 263,096 | 229,715 | |
Other current liabilities | 117,366 | 102,964 | |
Current portion of long-term debt | 41,877 | 65,454 | |
Total current liabilities | 818,513 | 779,826 | |
Long-term debt, net of current portion | 21,727 | 30,837 | |
Loan payable to officers | 100,985 | 91,100 | |
Total liabilities | 941,225 | 901,763 | |
Commitments and contingencies | - | - | |
Shareholders' deficiency | |||
Preferred Stock, $.001 par value, 100,000 shares authorized; | |||
no shares issued and outstanding | - | - | |
Common stock, $.001 par value, 25,000,000 shares authorized; | |||
2,226,043 issued and outstanding | 2,226 | 2,226 | |
Additional paid in capital | 12,639,912 | 12,639,912 | |
Accumulated deficit | (13,426,519) | (13,342,932) | |
Total shareholders' deficiency | (784,381) | (700,794) | |
Total liabilities and shareholders' deficiency | $ 156,844 | $ 200,969 | |
See accompanying notes to condensed financial statements.
F-1
LASIK AMERICA, INC.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended | Six Months Ended | ||||||
January 31, 2004 | January 31, 2003 | January 31, 2004 | January 31, 2003 | ||||
Revenue | $ 245,937 | $ 335,318 | $ 521,793 | $ 671,131 | |||
Costs and expenses | |||||||
Operating costs | 292,497 | 339,620 | 539,641 | 726,200 | |||
Depreciation | 23,036 | 21,736 | 46,072 | 43,472 | |||
Interest | 13,397 | 11,978 | 19,667 | 20,955 | |||
Total costs and expenses | 328,930 | 373,334 | 605,380 | 790,627 | |||
NET LOSS | $ (82,993) | $ (38,016) | $ (83,587) | $(119,496) | |||
Basic and diluted net loss per share | $ (0.04) | $ (0.02) | $ (0.04) | $ (0.06) | |||
Shares used to compute basic and diluted | |||||||
net loss per share | 2,226,043 | 2,226,043 | 2,226,043 | 2,223,888 | |||
See accompanying notes to condensed financial statements.
F-2
LASIK AMERICA, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended | |||
January 31, 2004 | January 31, 2003 | ||
Cash flows from operating activities | |||
Net loss | $ (83,587) | $ (119,496) | |
Adjustments to reconcile net loss to net cash provided by | |||
operating activities: | |||
Depreciation | 46,072 | 43,472 | |
Changes in operating assets and liabilities: | |||
Decrease/(increase) in: | |||
Prepaid expenses and other current assets | (1,947) | 5,766 | |
Increase/(decrease) in: | |||
Accounts payable | (37,110) | (13,351) | |
Sales tax payable | 30,323 | 39,008 | |
Payroll tax liabilities | 33,380 | 50,363 | |
Other liabilities | 14,402 | 1,303 | |
Net cash provided by operating activities | 1,533 | 7,065 | |
Cash flows from financing activities | |||
Bank overdraft | 21,268 | (4,289) | |
Net borrowing from officers | 9,885 | 23,900 | |
Proceeds from issuance of common stock | - | 19,980 | |
Repayments of long-term debt | (32,686) | (46,656) | |
Net cash (used in) provided by financing activities | (1,533) | 7,065 | |
Net increase/(decrease) in cash | - | - | |
Cash at beginning of Period | - | - | |
Cash at end of Period | $ - | $ - | |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | |||
Cash paid during the period for | |||
Interest | $ 1,533 | $ 10,361 | |
See accompanying notes to condensed financial statements.
F-3
LASIK AMERICA, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
AS OF JANUARY 31, 2003 (UNAUDITED)
NOTE 1: ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The financial statements in this report have been prepared by Lasik America, Inc. without audit, pursuant to the rules of the Securities and Exchange Commission for quarterly reports on Form 10-QSB and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America for annual financial statements. These financial statements should be read in conjunction with the financial statements and notes thereto for the year ended July 31, 2003, included in the Company's Form 10-KSB filed with the Securities and Exchange Commission on December 31, 2003.
In the opinion of management, information included in this report reflects all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation of results for these interim periods.
The results of operations for the three and six month periods ended January 31, 2004, are not necessarily indicative of the results to be expected for the entire fiscal year ending July 31, 2004.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Earnings (Loss) Per Share
In 1997, the FASB issued SFAS No. 128, "Earnings Per Share", which specifies the computation, presentation and disclosure requirements for earnings per share for entities with publicly held common stock. SFAS No. 128 supersedes the provisions of APB No. 15, and required the presentation of basic earnings per shares and diluted earnings per share. the Company has adopted the provisions of SFAS No. 128 effective March 21, 2001.
Basic earnings (loss) per share is calculated by dividing the earnings net (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated assuming the issuance of common shares resulting from the exercise of stock options and warrants. Dilutive securities are not included in the calculation of loss per shares because their effect would have been anti-dilutive. Accordingly, basic and diluted earnings (loss) per shares are the same for the three and six month periods ended January 31, 2004 and 2003.
NOTE 2: RECENT ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board has recently issued several new Statements of Financial Accounting Standards.
In January 2003, the FASB issued Interpretation No. 46: "Consolidation of Variable Interest Entities (an interpretation of ARB No. 51) ("FIN46")." In December 2003, the FASB issued a revised FIN 46 "46R" that replaced the original FIN 46. FIN 46R addresses consolidation by business enterprises of certain variable interest entities, commonly referred to as special purpose entities. The Company will be required to implement the other provisions of FIN46R in 2003 and 2004.
In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity". SFAS No. 150 establishes standards for how an issuer classifies and measures in its statement of financial position certain financial instruments with characteristics of both liabilities and equity. SFAS No. 150 requires that an issuer classify a financial instrument that is within its scope as a liability (or an asset in some circumstances) because that financial instrument embodies an obligation of the issuer. SFAS No. 150 is effective for financial instruments entered into or modified after May 31, 2003 and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003. SFAS No. 150 is to be implemented by reporting the cumulative effect of a change in accounting principle for financial instruments created before the issuance date of SFAS No. 150 and still existing at the beginning of the interim period of adoption. Restatement is not permitted.
The Company does not expect that the adoption of these pronouncements will have a material effect on the Company's financial position or results of operations.
F-4
NOTE 3: LONG-TERM DEBT
Long-term debt consists of the following as of January 31, 2004 and July 31, 2003:
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| JANUARY 31, 2004 |
| JULY 31, 2003 |
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The Company's CEO has entered into a loan agreement for the acquisition of the excimer laser used in the operations of the Company. By oral agreement, the Company is acquiring the laser from the CEO under terms which mirror the original loan agreement. This loan bears interest at 10% per annum with interest and principal payable in monthly installments of approximately $6,200. The note is secured by a first security interest in the excimer laser and related equipment. The note was due in November 2003, and was paid off in February, 2004. | $ | 6,136 | $ | 30,174 |
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Capital lease obligation bearing interest at 5.22% per annum with interest and principal payable in monthly installments of $3,158. The obligation expires in April 2005 with a $1 buyout. The lease relates to an upgrade of laser equipment with net book value of $51,130 at January 31, 2004. |
| 57,468 |
| 66,117 |
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| 63,604 |
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Less: Current portion |
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| (65,454) |
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| $ | 21,727 | $ | 30,837 |
F-5
NOTE 4: GOING CONCERN
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has a net loss of $83,597 for the six month period ended January 31, 2004, and a working capital deficiency of $810,459 and shareholders' deficiency of $784,381 as of January 31, 2004 which raises substantial doubts about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Management believes that actions are presently being taken to revise the Company's operating and financial requirements in order to improve the Company's financial position and operating results. However, given the levels of its cash resources and working capital deficiency at January 31, 2004, anticipated cash to be generated by operations will be insufficient to meet anticipated cash requirements for operations, working capital, and capital expenditures during the next twelve month period. Therefore, the Company is seeking additional equity or debt financing, but there can be no assurance that sufficient additional financing will be available.
NOTE 5: COMMITMENTS AND CONTINGENCIES
Litigation
A complaint was filed in New Mexico against the Company on March 31, 2003 by Mary Ratchford, a former employee. Ms. Ratchford contends that she was fired as an employee inspite of an employment contract that she had with the Company. The Company has responded to the charge stating that she violated her contract through non-preformance and dishonesty. The Company intends to vigorously contest the charge and it expects a favorable outcome. It may, in the near future, file a counterclaim against Ms. Ratchford.
Delinquent Payroll and Gross Receipts Taxes
The Company has become delinquent on employment taxes payable to the Internal Revenue Service and on gross receipts taxes payable to the State of New Mexico. The liability for these taxes has been shown on the balance sheet as of January 31, 2004. The Company has started negotiations with both the Internal Revenue Service and the State of New Mexico to establish payment plans and expects to payoff the entire amount of taxes owed.
F-6
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following information should be read in conjunction with the information in Item 7, Financial Statements, and other information regarding our financials performance for the period covered by this report included elsewhere in this report. The following discussions and other parts of this report may contain forward-looking statements that involve risks and uncertainties. Our actual results may differ significantly from the results discussed in those forward-looking statements. Factors that might cause such differences include, but are not limited to, our history of unprofitability and the uncertainty of our profitability, our ability to develop and introduce new services and products, the uncertainty of market acceptance of those services or products, our potential reliance on collaborative partners, our limited sales and marketing experience, the highly competitive industries in which we operate and general economic and business conditions, some or all of which may be beyond our ability to control.
Management's discussion and analysis of financial condition and Results of operations
The following management discussion and analysis of financial condition and results of operations should be read in conjunction with our financial statements and accompanying notes and the other financial information included elsewhere in this report.
Overview
We are a medical services company that focuses on delivering laser vision correction surgical procedures to consumers. Our affiliated and employed doctors provide medical care to our clients and we provide the necessary equipment, technical staff, administrative services and the excimer laser, needed for the delivery of laser eye surgery to our clients. We do not practice medicine, rather our affiliated and employed doctors deliver medical care and treatment to eye surgery patients.
We were incorporated on March 21, 2001 as LASIK America, Inc. In October 1995 and in March 1996, the United States Food and Drug Administration approved the use of excimer lasers manufactured by Summit Technology, Inc. and VISX, Inc., to treat low to moderate nearsightedness. In May 2001, we opened our first excimer laser center in Albuquerque, New Mexico. Our plan of expansion includes opening at least one additional laser vision center in Las Vegas, Nevada.
Our doctors perform laser vision correction surgery procedures in our New Mexico center office. We provide our ophthalmologist and optometrist with state-of-the-art equipment and facilities as well as support services necessary to perform vision correction procedures. At present we have one affiliated ophthalmologist, one employed ophthalmologist and one employed optometrist in our center. Our affiliated doctor uses our center to perform laser vision correction surgery on his own patients. In that case, our affiliated doctor relies on us only to provide our state-of-the art laser vision surgery center, equipment and facilities for surgical procedures performed on his own patients. In contrast, our employed doctor performs surgery on clients of our center, which includes delivery of pre and post-operative care. We generate our revenue on the number of surgical procedures we conduct in our center. Currently we receive $440.00 per eye on procedures performed by our affiliated doctor, which is paid to us by our affiliated doctor, and $995.00 per eye on procedures performed by our employed doctor.
Although we have no written agreements with our affiliated or employed doctors, we have agreed to compensate our employed ophthalmologist at the rate of $200,000 per year and our employed optometrist at the rate of $105,000 per year.
To date, the supply of our excimer laser and related equipment has come through agreements that we have entered into with DVI Financial, Inc., Bausch & Lomb, Inc., and a patent license with VISX, Incorporated. In the event that we would not be able to obtain additional excimer lasers and related equipment from these providers, we believe that other satisfactory sources of supply are available now that the FDA has approved additional manufacturers of excimer lasers.
Our plan of operation
We believe that our New Mexico center now in operation can sustain its current operations on current revenue and what we believe will be increased usage of our center by new clients generated from our advertising and marketing efforts, as well as general client awareness of the laser vision correction procedure. At current levels, we are generating a net loss from operations. With current revenues, we have experienced a continuing increase in the number of surgical procedures performed in our center primarily, by dedicating three of our employees to new client development and advertising locally through the placement of kiosks in local shopping malls where high pedestrian traffic exists. Our New Mexico center has the capacity to perform approximately 100 eye surgery procedures each week and at present, we are performing approximately 20 eye surgeries each week.
We currently generate on average approximately $81,979 per month in gross revenue and believe that we will require approximately $1,315,720 in gross revenue during the next 12 months to maintain our existing operations. We believe that our cash requirements during the next 12 months will be satisfied through an increase in the number of clients and eye surgery procedures, expected from our advertising and marketing efforts.
Results of operations
Revenues
We derive our revenues directly from the number of laser vision surgical procedures performed at our center. Procedures performed by our affiliated doctor generate revenue to us from the physician, who collects a fee from the patient. Procedures performed by our employed doctor generate revenue directly to us from the patient. Revenues for the quarter ended January 31, 2004 totaled $245,937 as compared to $335,318 for the quarter ended January 31, 2003. Revenues for the six months ended January 31, 2004 totaled $521,793 as compared to $671,131 for the six months ended January 31, 2003. Total revenue is predicated on the number of procedures of laser vision correction we performed during the period.
Operating Costs
Operating costs consist of doctor fees, royalty fees, medical supplies, salaries, wages and related costs for general corporate functions. The total operating costs for the quarter ended January 31, 2004 was $328,930 as compared to $373,334 for the quarter ended January 31, 2003. The total operating costs for the six months ended January 31, 2004 was $605,380 as compared to $790,627 for the six months ended January 31, 2003.Royalty fees are payable to the licensor of the excimer laser we use for surgical procedures and is currently $110.00 per eye.
Depreciation
Depreciation expense from the depreciation of capital items acquired for use in our operations amounted to $23,036 for the quarter ended January 31, 2004 as compared to $21,736 for the quarter ended January 31, 2003. Depreciation expense from the depreciation of capital items acquired for use in our operations amounted to $46,072 for the six months ended January 31, 2004 as compared to $43,472 for the six months ended January 31, 2003.
Interest expense
The Company has an interest expense of $13,397 for the quarter ended January 31, 2004 as compared to $11,978 for the quarter ended January 31, 2003. The Company has an interest expense of $19,667 for the six months ended January 31, 2004 as compared to $20,955 for the six months ended January 31, 2003.
Net loss
Our net loss for the quarter ended January 31, 2004 was $82,993 as compared to a loss of $38,016 for the quarter ended January 31, 2003. Our net loss for the six months ended January 31, 2004 was $83,587 as compared to a loss of $119,496 for the six months ended January 31, 2003.
Liquidity and capital resources
Since our inception, we have financed our operations through revenues and capital raised through the sale of our common stock. In order to effectuate our business plan as structured we will need to raise significant capital from external sources. In addition, we intend on raising capital internally through the increase in the number of procedures we perform. We currently do not have a credit facility or any commitments for additional financing. If we are unable to obtain adequate financing from internal or external sources we may be unable to fully implement our business plan and may be forced to modify our operations. Cash flows provided by operating activities was $1,533 for the six months ended January 31, 2004 as compared to $7,065 for the six months ended January 31, 2003. There were net cash flows used in financing activities of $1,533 in the six months ended January 31, 2004 as compared to cash flows provided by financing activities for the six months ended January 31, 2003 of $7,065.
The Company's auditors, in their opinion dated December 17, 2003, to the Company's financial statements for the year ended July 31, 2003 included a paragraph indicating that it had substantial doubt about the Company's ability to continue as a going concern. Management believes that the Company will be able to fund operations over the next 12 months.
Recent Accounting Pronouncements
The Financial Accounting Standards Board has recently issued several new Statements of Financial Accounting Standards.
In January 2003, as revised in December 2003, the FASB issued Interpretation No. 46: "Consolidation of Variable Interest Entities (an interpretation of ARB No. 51) ("FIN46")." FIN46 addresses consolidation by business enterprises of certain variable interest entities, commonly referred to as special purpose entities. The Company will be required to implement the other provisions of FIN46, as revised, in 2004. The adoption of FIN46, as revised, is not expected to have a material impact on the Company's consolidated financial statements.
In May 2003, the FASB issued SFAS No. 150, "Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity". SFAS No. 150 establishes standards for how an issuer classifies and measure in its statement of financial position certain financial instruments with characteristics of both liabilities and equity. SFAS No. 150 requires that an issuer classify a financial instrument that is within its scope as a liability (Or an asset in some circumstances) because that financial instrument embodies an obligation of the issuer. SFAS No. 150 is effective for financial instruments entered into or modified after May 31, 2003 and otherwise is effective at the beginning of the first interim period beginning after June 15, 2003. SFAS No. 15 is to be implemented by reporting the cumulative effect of a change in accounting principle for financial instruments created before the issuance date of SFAS No. 150 and still existing at the beginning of the interim period of adoption. Restatement is not permitted. The Company does not expect that the adoption of these pronouncements will have a material effect on the Company's financial position or results of operations.
Item 3. Controls and Procedures.
As required by SEC rules, we have evaluated the effectiveness of the design and operation of our disclosure controls and procedures at the end of the period covered by this report. This evaluation was carried out under the supervision and with the participation of our management, including our principal executive officer and principal financial officer. Based on this evaluation, these officers have concluded that the design and operation of our disclosure controls and procedures are effective. There were no changes in our internal control over financial reporting or in other factors that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Disclosure controls and procedures are our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to our management, including principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
A complaint was filed in New Mexico against the Company on March 31, 2003 by Mary Ratchford, a former employee. Ms. Ratchford contends that she was fired as an employee inspite of an employment contract that she had with the Company. The Company has responded to the charge stating that she violated her contract through non-preformance and dishonesty. The Company intends to vigorously contest the charge and it expects a favorable outcome. It may, in the near future, file a counterclaim against Ms. Ratchford.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K.
31.1 - Rule 13a-14a/15d-14(a) Certification
32.1 - Section 1350 Certification
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.
LASIK AMERICA, INC.
(Registrant)
Date: March 12, 2004
/s/ Howard Silverman
Howard Silverman, President and Treasurer
Exhibit 31.1
Pursuant to the requirements of Rule 13a-14 of the Securities Exchange Act of 1934, as amended, provides the following certification. I, Howard Silverman, President and Treasurer of Lasik America, Inc. ("Company"), certify that:
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1. | I have reviewed this quarterly report on Form 10-QSB of Lasik America, Inc.; |
2. | Based on my knowledge, this quarterlyreport does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the Company as of, and for, the periods presented in this quarterly report; |
4. | I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the small business issuer and have: a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to Lasik America, Inc., including its consolidated subsidiaries, is made known to us by other within those entities, particularly during the period in which this report is being prepared; b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statement for external purposes in accordance with generally accepted accounting principles. c. Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report on such evaluation;; and d. Disclosed in this report any change in Lasik America, Inc.'s internal control over financial reporting that occurred during Lasik's first fiscal quarter that has materially affected, or is reasonably likely to materially affect, Lasik's internal control over financial reporting; and |
5. | I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the Company's auditors and the audit committee of our board of directors (or persons performing the equivalent functions): |
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Company's ability to record, process, summarize and report financial data; and
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b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the Company's internal control over financial reporting; and |
Date: March 12. 2004 | /s/ Howard Silverman |
Howard Silverman, President and Treasurer | |
Exhibit 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. Section 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Lasik America, Inc. on Form 10-QSB for the quarter ending January 31, 2004, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Howard Silverman, President and Treasurer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
/s/ Howard Silverman
Howard Silverman
President and Treasurer
March 12, 2004