SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter April 30, 2002 Commission file number 33-26798-D VARTECH SYSTEMS INC. (exact name of registrant as specified in its charter) Colorado (State or other jurisdiction of incorporation or organization) 84-1104385 (I.R.S. Employer Identification No.) 11301 Industriplex Boulevard, Suite 4 Baton Rouge, Louisiana 70809-4115 (Address of principal executive offices) Registrant's telephone number, including area code: (225) 298-0300 Indicate by check mark whether the registrant (1) has filed all reports 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) had been subject to such filing requirements for the past 90 days. YES [X] NO[ ] Indicate the number of shares outstanding of each of the insurer's classes of common stock, as of the latest practicable date. 1,950,000 shares of common stock, $.001 par value, (the issuer's only class of common stock), were outstanding as of June 11, 2002. PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS. VarTech Systems Inc. Balance Sheets April 30, July 31, 2002 2001 (Unaudited) (Audited) ------------ ------------ ASSETS Current Assets Cash and cash equivalents $ 89,197 $ 78,806 Accounts receivable - trade 537,398 569,063 Accounts receivable - other 0 2,755 Loan Receivable 97,321 0 Inventory 736,630 395,464 ------------ ------------ Total current assets 1,460,546 1,046,088 ------------ ------------ Furniture and equipment 527,445 524,935 Leasehold improvements 12,145 12,145 Less: Accumulated depreciation (373,361) (311,611) ------------ ------------ 166,229 225,469 ------------ ------------ Deposits 9,870 14,370 ------------ ------------ Total assets $ 1,636,645 $ 1,285,927 ============ ============ VarTech Systems Inc. Balance Sheets April 30, July 31, 2002 2001 (Unaudited) (Audited) ------------ ------------ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Notes payable - credit lines $ 334,198 $ 289,154 Accounts payable 330,307 159,053 Income tax payable 63,727 29,012 Other accrued expenses 106,933 122,637 ------------ ------------ Total current liabilities 835,165 599,856 Deferred income taxes 23,212 34,038 ------------ ------------ Total liabilities 858,377 633,894 ------------ ------------ Common stock - 100,000,000 shares, $.001 par authorized; 2,100,000 shares issued; 1,950,000 shares outstanding 2,100 2,100 Capital in excess of par value 704,761 704,761 Treasury stock; 150,000 common stock shares (150,000) (150,000) Retained earnings 221,407 95,172 ------------ ------------ Total stockholders' equity 778,268 652,033 ------------ ------------ Total liabilities and stockholders' equity $ 1,636,645 $ 1,285,927 ============ ============ VarTech Systems Inc. Statements of Income (Unaudited) Quarter Ended Nine Months Ended April 30, April 30, 2002 2001 2002 2001 ---------- ---------- ---------- ---------- Sales $1,684,030 $1,831,948 $4,752,951 $5,076,992 Cost of sales 933,869 1,114,651 2,446,334 2,829,726 ---------- ---------- ---------- ---------- Gross profit 750,161 717,297 2,306,617 2,247,266 Operating expenses 730,165 720,469 2,097,081 2,045,256 ---------- ---------- ---------- ---------- Net income (loss) before income taxes 19,996 (3,172) 209,536 202,010 Income taxes 5,533 3,256 83,301 74,509 ---------- ---------- ---------- ---------- Net income (loss) $ 14,463 $ (6,428) $ 126,235 $ 127,501 Basic and diluted net Income (loss) per common share .01 - .07 .07 Weighted average number of common shares outstanding: 1,950,000 1,950,000 1,950,000 1,950,000 VarTech Systems Inc. Statements of Cash Flows (Unaudited) Quarter Ended Nine Months Ended April 30, April 30, 2002 2001 2002 2001 --------- --------- --------- --------- Cash flows from operating activities Net Income $ 14,463 $ (6,428) $ 126,235 $ 127,501 Adjustments to net cash provided by (used in) operating activities: Depreciation 21,975 20,566 61,750 64,466 Deferred income taxes (3,609) 4,901 (10,827) 14,707 Changes in operating assets and liabilities: Decrease (increase) in assets Accounts receivable 27,608 (106,158) 34,420 (356,816) Inventory (217,016) 17,457 (341,165) (143,226) Other assets 4,500 101,610 4,500 99,014 Increase (decrease) in liabilities Accounts payable 76,675 55,497 160,292 155,269 Accrued expenses 8,077 (1,908) 29,974 57,058 --------- --------- --------- --------- Net cash provided by (used in) operating activities (67,327) 85,537 65,179 17,973 --------- --------- --------- --------- Cash flows from investing activities Purchase of property and equipment (100) 0 (2,510) (21,760) Net increase in account receivable - shareholder 0 0 0 (30,790) Net increase in loan receivable (97,320) 0 (97,320) 0 Proceed from sale of furniture And equipment 0 0 0 20,270 --------- --------- --------- --------- Net cash used in investing activities (97,420) 0 (99,830) (32,280) --------- --------- --------- --------- Cash flows from financing activities Net (payments on) proceeds from lines of credit 148,184 (52,622) 45,042 45,736 --------- --------- --------- --------- Net cash (used in) provided by financing activities 148,184 (52,622) 45,042 45,736 ---------- --------- --------- ------- Net increase (decrease) in cash and cash equivalents (16,563) 32,915 10,391 31,429 Cash and cash equivalents, beginning of period 105,760 13,652 78,806 15,138 --------- --------- --------- --------- Cash and cash equivalents, end of period $ 89,197 $46,567 $ 89,197 $ 46,567 ========= ========= ========= ========= ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS THREE MONTHS ENDED APRIL 30, 2002 COMPARED TO APRIL 30, 2001 The Company's revenues decreased to $1,684,030 in the third quarter of fiscal 2002 as compared to $1,831,948 in the third quarter of fiscal 2001. This revenue decrease is due to the continued decreased sales in the 21st Network division. Gross profit of $750,161 for the third quarter ended April 30, 2002 represented 44.5% of sales as compared to $717,297 which represented 39.2% of sales in the same period ended April 30, 2001. The increase in profit margin is due to a increase in display sales and repairs which has a higher margin than the 21st Network division. The Company's pretax operating income in the third quarter of fiscal 2002 was $19,996 as compared to an operating loss of $3,172 in the same period of fiscal 2001. NINE MONTHS ENDED APRIL 30, 2002 COMPARED TO APRIL 30, 2001 The Company's revenues were $4,752,951 for the nine months ended April 30, 2002 as compared to $5,076,992 for the nine months ended April 30, 2001. Gross profit of $2,306,617 for the nine months ended April 30, 2002 represented 48.5% of sales as compared to $2,247,266 which represented 44.2% of sales in the same period ended April 30, 2001. The Company's net income before income taxes for the nine months ended April 30, 2002 was $209,536 as compared to income of $202,010 for the same period of the previous year. LIQUIDITY AND CAPITAL RESOURCES The Company has lines of credit totaling $750,000 which it uses for short-term borrowing to acquire inventory and finance accounts receivable. On April 30, 2002, the outstanding balance on these lines was $334,198. The lines of credit and its current assets of $1,460,546 are deemed sufficient to fund operations for the next twelve months. As of April 30, 2002, the Company had $415,802 available under the lines of credit. VARTECH SYSTEMS INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS APRIL 30, 2002 General The accompanying unaudited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. 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 such rules and regulations. The Company believes that the disclosures made herein are adequate to make the information presented not misleading. In the opinion of management, all adjustments necessary to a fair statement of the results of operations for the periods presented have been made. PART II. OTHER INFORMATION ITEM 1 THROUGH 3. 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 (a) NONE (b) NONE SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. VARTECH SYSTEMS INC. (Registrant) DATE: June 11, 2002 C. Wayne Prater President and Chief Executive Officer signed/s/ C. Wayne Prater