UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X[ QUARTELY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended December 31, 2000
[_] 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: ____________
Fuzzy Logic Software Corporation
(Exact name of registrant as specified in its charter)
Delaware 33-0880355
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
505 Burrard Street, Suite 680, Vancouver, British Columbia, Canada V7X 1M4
(Address of principal executive offices) (Zip Code)
(604) 688-5180
(Registrant's Telephone Number, Including Area Code)
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date. As of February 19, 2001, there were
6,975,456 shares of the issuer's $.0001 par value common stock issued and
outstanding.
1
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Fuzzy Logic Software Corporation
(A Development Stage Company)
Financial Statements
(Unaudited)
As of December 31, 2000 and
For Each of the Three and Six Month Periods Ended December 31, 2000 and 1999 and
For The Period from August 25, 1997 (Inception) to December 31, 2000
Fuzzy Logic Software Corporation
(A Development Stage Company)
Index to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and 1999
and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
Financial Statements of Fuzzy Logic Software Corporation:
Balance Sheet, December 31, 2000 (Unaudited)............................ 1
Statements of Operations (Unaudited) for the each of the three
and six month periods ended September 2000 and 1999 and for
the period from August 25, 1997 (inception) to
December 31, 2000.................................................. 2
Statements of Shareholders' Deficit (Unaudited) for the six month
period ended December 31, 2000 and for the period from
August 25, 1997 (inception) to December 31, 2000 .................. 3
Statements of Cash Flows (Unaudited) for the each of the six month
periods ended September 2000 and 1999 and for the period from
August 25, 1997 (inception) to December 31, 2000 .................. 4
Notes to Financial Statements................................................. 6
Fuzzy Logic Software Corporation
(A Development Stage Company)
Balance Sheet
(Unaudited)
As of December 31, 2000
- --------------------------------------------------------------------------------
ASSETS
Cash $ 1,117
Notes receivable 104,674
Accrued interest 5,502
---------
Total assets $ 111,293
=========
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
Accrued liabilities $ 18,905
Due to related party 353,698
---------
Total liabilities 372,603
---------
Shareholders' deficit:
Common stock, $.0001 par value; 30,000,000 shares
authorized; 4,575,456 shares issued and outstanding 458
Preferred stock, $.0001 par value; 5,000,000 shares
authorized, none issued and outstanding --
Additional paid-in-capital 217,707
Deficit accumulated during the development stage (479,475)
---------
Total shareholders' deficit (261,310)
---------
Total liabilities and shareholders' deficit $ 111,293
=========
The accompanying notes are an integral part of the financial statements.
1
Fuzzy Logic Software Corporation
(A Development Stage Company)
Statement of Operations
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and 1999 and
For the Period from August 25, 1997 (inception) to December 31, 2000
- --------------------------------------------------------------------------------
For the For the For the For the Period from
Three Month Three Month Six Month Six Month August 25, 1997
Period Ended Period Ended Period Ended Period Ended (Inception) to
December 31, 2000 December 31, 1999 December 31, 2000 December 31, 1999 December 31, 2000
----------------- ----------------- ----------------- ----------------- -----------------
Revenues -- -- -- -- --
Cost of revenues -- -- -- -- --
----------------- ----------------- ----------------- ----------------- -----------------
Gross profit -- -- -- -- --
----------------- ----------------- ----------------- ----------------- -----------------
Consulting fees $ 25,000 -- $ 50,000 $ 25,000 $ 380,860
Organizational costs -- -- -- -- 5,000
Legal and accounting 25,072 $ 12,457 25,072 12,457 67,890
Settlement expense -- -- -- -- 10,000
Loss on investment -- -- -- -- 175
General and administrative 27 10,220 45 10,645 21,077
----------------- ----------------- ----------------- ----------------- -----------------
Total operating expense 50,099 22,677 75,117 48,102 485,002
----------------- ----------------- ----------------- ----------------- -----------------
50,099 22,677 75,117 48,102 485,002
Interest income 5,502 25 5,502 25 5,527
----------------- ----------------- ----------------- ----------------- -----------------
Net loss $ 44,597 $ 22,652 $ 69,615 $ 48,077 $ 479,475
================= ================= ================= ================= =================
Loss per common share -
basic and diluted $ 0.01 $ 0.01 $ 0.02 $ 0.01 $ 0.11
================= ================= ================= ================= =================
The accompanying notes are an integral part of the financial statements.
2
Fuzzy Logic Software Corporation
(A Development Stage Company)
Statements of Shareholders' Deficit
(Unaudited)
For the Six Month Period Ended December 31, 2000 and
For the Period from August 25, 1997 (inception) to December 31, 2000
- --------------------------------------------------------------------------------
Price Additional
Preferred Preferred Common Per Common Paid in Accumulated
Shares Stock Shares Share Stock Capital (Deficit) Total
---------- ------- ----------- ------- ------- --------- --------- ---------
Formation of corporation,
August 25, 1997 -- -- -- -- -- -- --
Common shares issued to
the founders of the Company 5,075,456 $ 508 $ 4,667 -- $ 5,175
Purchase and retirement
of common stock -- -- (1,000,000) (100) (900) -- (1,000)
Net loss -- -- -- -- -- $(111,636) (111,636)
---------- ------- ----------- ------- --------- --------- ---------
Balance, June 30, 1998 -- -- 4,075,456 408 3,767 (111,636) (107,461)
Net loss -- -- -- -- -- (105,783) (105,783)
---------- ------- ----------- ------- --------- --------- ---------
Balance, June 30, 1999 -- -- 4,075,456 408 3,767 (217,419) (213,244)
Common shares issued in a
private placement offering,
net of offering costs -- -- 500,000 $ 0.50 50 213,940 -- 213,990
Net loss -- -- -- -- -- (192,441) (192,441)
---------- ------- ----------- ------- --------- --------- ---------
Balance, June 30, 2000 -- -- 4,575,456 458 217,707 (409,860) (191,695)
Net loss (69,615) (69,615)
---------- ------- ----------- ------- --------- --------- ---------
Balance, December 31, 2000
(unaudited) -- -- 4,575,456 $ 458 $ 217,707 $(479,475) $(261,310)
========== ======= =========== ======= ========= ========= =========
The accompanying notes are an integral part of the financial statements.
3
Fuzzy Logic Software Corporation
(A Development Company)
Statements of Cashflow
(Unaudited)
For Each of the Six Month Periods Ended December 31, 2000 and 1999 and
For the Period from August 25, 1997 (inception) to December 31, 2000
- --------------------------------------------------------------------------------
For the
For the For the Period from
Six Month Six Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2000 December 31, 1999 December 31, 1999
----------------- ----------------- -----------------
Cash flows from operating activities:
Net loss $ (69,615) $ (48,077) $ (479,475)
Adjustment to reconcile net loss to
net cash used in operating activities:
Shares issued to founders of the
Company -- -- 5,175
Shares reacquired -- -- (1,000)
Decrease (increase) in assets:
Accrued interest (5,502) -- (5,502)
Increase (decrease) in liabilities: -- -- --
Accrued liabilities 15,655 7,800 18,905
Due to related party 56,667 25,000 353,698
----------------- ----------------- -----------------
Cash used in operating activities (2,795) (15,277) (108,199)
----------------- ----------------- -----------------
Cash flows provided by investing activities
Increase in notes receiveable -- -- (104,674)
----------------- ----------------- -----------------
Cash provided by investing activities -- -- (104,674)
----------------- ----------------- -----------------
Cash flows provided by financing activities
Proceeds from the issuance of common
stock -- 213,990 213,990
----------------- ----------------- -----------------
Cash used in financing activities -- 213,990 213,990
----------------- ----------------- -----------------
Net increase (decrease) in cash (2,795) 198,713 1,117
Cash at beginning of period 3,912 -- --
----------------- ----------------- -----------------
Cash at end of period $ 1,117 $ 198,713 $ 1,117
================= ================= =================
The accompanying notes are an integral part of the financial statements.
4
Fuzzy Logic Software Corporation
(A Development Company)
Statements of Cashflow
(Unaudited)
For Each of the Six Month Periods Ended December 31, 2000 and 1999 and
For the Period from August 25, 1997 (inception) to December 31, 2000
- --------------------------------------------------------------------------------
Supplemental Disclosure of Cash flow Information
For the For the Period from
Six Month Six Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2000 December 31, 1999 December 31, 1999
--------------------- --------------------- ---------------------
Interest paid -- -- --
Income taxes paid -- -- --
Supplemental Schedule of Non-Cash Financing Activities
Repurchase of shares -- -- $ 1,000
Increase in payable -- -- $ (1,000)
Organizational expenses -- -- $ 5,175
Issuance of founders shares -- -- $ (5,175)
The accompanying notes are an integral part of the financial statements.
5
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and
1999 and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
1. Basis of Presentation
In the opinion of the management of Fuzzy Logic Software Corporation (a
development stage company) (the "Company"), the accompanying unaudited
condensed financial statements contain all adjustments, consisting of only
normal recurring adjustments, necessary to present fairly the financial
position as of December 31, 2000 and the results of operations for the
three and six month periods ended December 31, 2000 and 1999 and for the
period from August 25, 1997 (inception) to December 31, 2000, the
statements of shareholders' deficit for the six month period ended December
31, 2000 and for the period from August 25, 1997 (inception) to December
31, 2000, and the statements of cash flows for the six month periods ended
December 31, 2000 and 1999 and for the period from August 25, 1997
(inception) to December 31, 2000. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted principles have been condensed or
omitted pursuant to the rules and regulations promulgated by the Securities
and Exchange Commission. The statements should be read in conjunction with
the financial statements and footnotes for the year ended June 30, 2000,
included in the Company's Form 10KSB. The results of operations for the
interim period are not necessarily indicative of the results to be expected
for the full year.
2. Development Stage Operations
The Company was incorporated in the state of Delaware on August 25, 1997.
It has no operating history, no revenues, no products nor technology. The
Company's initial business plan anticipated the development of computer
hardware and software. As such, the Company is subject to the risks and
uncertainties associated with a new business. The success of the Company's
future operation is dependent upon the Company's ability to successfully
develop and market its yet undeveloped products and obtain the necessary
capital.
In this connection, during fiscal year ended June 30, 2000, the Company
entered into a letter of intent to acquire all of the issued and
outstanding shares of The Anvil Group, Inc. However, in September 2000, the
transaction was terminated due to the inability to obtain financing. The
Company plans to continue to seek other merger opportunities.
The Company has historically relied on Cascade, Inc., a related party (Note
4), to meet its cash flow requirements under the terms of the management
and cost reimbursement agreement. However, in the event Cascade, Inc.
should be unable to continue to satisfy the cash flow requirements, the
Company's ability to continue as a going concern could be adversely
affected.
6
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and
1999 and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
3. Notes Receivable
In April 2000, the Company entered into a letter of intent to acquire all
of the issued and outstanding shares of common stock of The Anvil Group,
Inc., a company that provides physical and online, web-based corporate
security solutions. In anticipation of the transaction, the Company
advanced $68,650 to The Anvil Group, Inc. and Anthony Humble, and $36,024
to Anthony Humble, individually, under promissory notes dated June 27,
2000. The note with Anthony Humble, individually, is denominated in
Canadian dollars. The amount due has been translated into U.S. dollars
using the exchange rate in effect at the balance sheet date. Translation
gain or loss arising from exchange rate fluctuations is included in
operations. The amount of the translation difference from the date of the
notes to the balance sheet date is immaterial. The notes are not
collateralized and bear interest at 10% per annum with an original maturity
date of December 24, 2000. In September 2000, the Company and The Anvil
Group, Inc., terminated the planned transaction because the financing
desired for the combined companies after consummation of the transaction
could not be obtained. As of December 31, 2000, no payments have been
received, and as a result they are in default under their payment terms.
The Company is currently attempting to renegotiate the terms of both notes.
The Company believes The Anvil Group, Inc. and Anthony Humble have the
financial capability to satisfy these note obligations, and an allowance
for uncollectibility is not required.
4. Related Party Transactions
The Company has a management and cost reimbursement agreement (the
"agreement") with Cascade, Inc., a former major shareholder of the Company.
Cascade, Inc. is a related party as some of its principals are shareholders
of the Company and exercise control over the Company's activities. Under
the terms of the agreement, Cascade, Inc. receives an annual management fee
of $100,000 plus amounts for additional consulting services and
reimbursement of Company expenses paid by Cascade. In this connection, the
Company paid Cascade, Inc. approximately $50,000, $25,000, and $380,860,
for the each of the six month periods ended December 31, 2000 and 1999 and
for the period from August 25, 1997 (inception) to December 31, 2000,
respectively. At December 31, 2000, the Company owed Cascade, Inc.
$347,031.
7
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and
1999 and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
5. Income Taxes
Reconciliation of the effective tax rate used in provision for income taxes
to the U.S. statutory rate is as follows:
For the For the
Three-Month Three-Month
Period Ended Period Ended
December 31, 2000 December 31, 1999
----------------- -----------------
Tax expense at U.S. statutory rate (34.0)% (34.0)%
Change in the valuation allowance 34.0 34.0
---------- ----------
Effective income tax rate -- --
========== ==========
For the
For the For the Period from
Six-Month Six-Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2000 December 31, 1999 December 31, 2000
----------------- ----------------- -----------------
Tax expense at U.S. statutory rate (34.0)% (34.0)% (34.0)%
Change in the valuation allowance 34.0 34.0 34.0
--------- ---------- ----------
Effective income tax rate -- -- --
========= ========== ==========
The Company, based upon its history of losses and management's assessment
of when operations are anticipated to generate taxable income, has
concluded that it is more likely than not that none of the net deferred
income tax assets will be realized through future taxable earnings and has
established a valuation allowance for them.
6. Loss Per Common Share
Basic and diluted loss per common share has been computed by dividing the
loss available to common shareholders by the weighted-average number of
common share for the period.
The computations of basic and diluted loss per common share for the three
and six month periods ended December 31, 2000 and 1999 and for the period
from August 25, 1997 (inception) to December 31, 2000 are as follows:
8
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and
1999 and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
6. Loss Per Common Share, Continued
For the For the
Three-Month Three-Month
Period Ended Period Ended
December 31, 2000 December 31, 1999
----------------- -----------------
Basic loss per common share:
Net loss $ 32,130 $ 22,652
Weighted-average shares,
basic and diluted 4,575,456 4,408,789
---------- ----------
Basic and diluted loss per common share $ 0.01 $ 0.01
========== ==========
For the
For the For the Period from
Six-Month Six-Month August 25, 1997
Period Ended Period Ended (Inception) to
December 31, 2000 December 31, 1999 December 31, 2000
----------------- ----------------- -----------------
Basic loss per common share:
Net loss $ 57,148 $ 48,071 $ 467,008
Weighted-average shares,
basic and diluted 4,575,456 4,242,123 4,201,720
------------- ------------ -------------
Basic and diluted loss per common share $ 0.01 $ 0.01 $ 0.11
============= ============ =============
7. Subsequent Event
Subsequent to December 31, 2000, the Company issued 2,400,000 common shares
in a private placement for proceeds of $240,000.
On January 16, 2001, the Company entered into a non-binding Letter of
Intent with Free Trade Medical Network, Inc. to be acquired by means of a
reverse merger. On closing, the Company will issue a further 23,000,000
non-voting common shares from treasury for all of the outstanding shares of
Free Trade Medical Network, Inc. The Letter of Intent provides that these
shares may be exchanged for voting shares if the following performance test
is met:
Free Trade Medical Network, Inc.'s operations shall, in the one-year
period following the signing of formal documentation, generate
positive earnings before taxes, determined in accordance with
generally accepted Canadian accounting principles, for one complete
financial quarter to be reflected in the form of an audited financial
statement. This audited financial statement must contain a note to the
effect that there are written contracts in place sufficient to support
projections of operational performance for a full year generating
positive net income.
9
Fuzzy Logic Software Corporation
(A Development Stage Company)
Notes to the Financial Statements
(Unaudited)
For Each of the Three and Six Month Periods Ended December 31, 2000 and
1999 and For The Period from August 25, 1997 (Inception) to December 31, 2000
- --------------------------------------------------------------------------------
7. Subsequent Event, Continued
If this performance test is not met, the non-voting shares will be
cancelled.
10
Item 2. Plan of Operation
This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms. The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.
The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.
Our Business. Fuzzy Logic Software Corporation, a Delaware corporation, was
incorporated in the State of Delaware on or about August 25, 1997. Our executive
offices are located at 505 Burrard Street, Suite 680, Vancouver, British
Columbia, Canada. Our telephone number is 604.688.5180.
We were originally incorporated for the purpose of developing software programs
and manufacturing control boards and computer chips for "Fuzzy Logic" control
applications. Fuzzy Logic is a computer modeling language that recognizes
multi-valued states between zero and one, thereby allowing computers to
represent or manipulate terms with greater complexity; and to exercise
"human-like" judgment in the automation of sophisticated tasks. This system
eliminates the on/off rigidity typical of computer control systems and results
in more flexible and subtle process controls. On September 16, 1997, FZZ, Inc.,
a Colorado corporation ("FZZ") was merged into and with us. Prior to the merger,
FZZ had not conducted any operations. In July 1999, our management changed and
new management decided to establish an environmental remediation business.
In October 1999, we entered into a Letter of Intent with Ethxx International
Inc., an Ontario corporation, to acquire environmental remediation technology.
Our negotiations with Ethxx International Inc. failed to materialize into a
final agreement to acquire the environmental remediation technology.
In April 2000, we entered into a Letter of Intent to acquire all of the issued
and outstanding shares of common stock of The Anvil Group Inc., an international
security company, which provides physical and online, web-based corporate
security solutions. In September 2000, our negotiations with The Anvil Group
Inc. failed to materialize into a final agreement and we abandoned our
intentions to acquire them.
Results of Operations. As of December 31, 2000, we have not yet realized any
revenue from operations. The Statement of Operations for the six-month period
ending December 31, 2000 specifies a net loss of $69,615.
2
Liquidity. We have been in the development stage since August 25, 1997
(inception). As of December 31, 2000, we had total assets of $111,293, the
majority of which is represented by a note receivable totaling $104,674. In
anticipation of the transaction with The Anvil Group, Inc., we advanced $68,650
to The Anvil Group, Inc. and Anthony Humble and $36,024 to Anthony Humble,
individually, pursuant to two (2) promissory notes, each dated June 27, 2000.
The notes bear interest at ten percent (10%) and the principal and interest were
due on December 24, 2000. As of December 31, 2000, we have not received any
payments and, as a result, both notes are currently in default. We are currently
attempting to renegotiate the terms of both notes. We believe that The Anvil
Group, Inc. and Anthony Humble have the financial capability to repay those
notes. However, we cannot guaranty that those notes will be paid.
At December 31, 2000, we had current liabilities of $372,603, the majority of
which is represented by $353,698 due to a related party, one of our former major
shareholders. At inception, we entered into a fee and cost reimbursement
arrangement with this former major shareholder. In connection with this
arrangement, a management fee of $100,000 per year is charged to us.
Subsequent to December 31, 2000, we issued 2,400,000 shares of common stock in
reliance upon the exemption from the registration requirements of the Securities
Act of 1933 ("Act") specified by the provisions of Section 5 of the Act and
Regulation S promulgated by the Securities and Exchange Commission pursuant to
that Section 5. Specifically, the offer was made to "non-U.S. persons", as that
term is defined under applicable federal and state securities laws. We realized
proceeds of $240,000. The proceeds of the offering were used to provide us with
working capital.
We are not aware of any trends, demands, commitments or uncertainties that will
result in our liquidity decreasing or increasing in a material way. We believe
that from our current cash resources we will be able to maintain our current
operations. However, should these resources prove to be insufficient, we may be
required to raise additional funds or arrange for additional financing over the
next 12 months to adhere to our development schedule. We cannot guaranty that we
will have access to additional cash in the future, or that funds will be
available on acceptable terms to satisfy our cash requirements.
Our Plan of Operation For Next 12 Months. On January 16, 2001, we entered into a
non-binding Letter of Intent pursuant to which we will acquire Free Trade
Medical Network, Inc. Upon closing of the acquisition, we will issue 23,000,000
shares of non-voting common stock for all of the outstanding shares of Free
Trade Medical Network, Inc. The Letter of Intent provides that those shares of
non-voting common stock may be exchanged for voting shares of common stock if
the following performance test is met:
Free Trade Medical Network, Inc.'s operations shall, in the one-year period
following the signing of formal documentation, generate positive earnings before
taxes, determined in accordance with generally accepted Canadian accounting
principles, for one complete financial quarter to be reflected in the form of an
audited financial statement. The audited financial statement must contain a note
to the effect that there are written contracts in place sufficient to support
projections of operational performance for a full year generating positive net
income.
Although we have entered into a letter of intent with Free Trade Medical
Network, Inc., we cannot guaranty that our negotiations will materialize into a
final agreement. Our failure to consummate the acquisition of Free Trade Medical
Network, Inc., will significantly affect our financial performance. In the event
that our negotiations fail to materialize into a final agreement, we will
continue to seek other merger candidates. We believe that acquisitions and joint
ventures will be necessary to obtain the proper expertise and complimentary
services with firms able to provide services which will support our future
operation.
We are not currently conducting any research and development activities. We do
not anticipate conducting any other such activities in the next twelve months.
We do not anticipate that we will purchase or sell any significant equipment in
the next six to twelve months unless we generate significant revenues.
We do not anticipate that we will hire any employees in the next six to twelve
months, unless we generate significant revenues. We believe our future success
depends in large part upon the continued service of our key personnel.
3
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities.
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None.
4
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Fuzzy Logic Software Corporation,
a Delaware corporation
February 19, 2001 By: /s/ Michael Lynch
-------------------------------
Michael Lynch
0President, Director
5