UNITED STATES
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 June 30, 2001
-------------------------------
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 0-23914
-------------------------------------------------------------------------
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC.
-------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 87-0521389
------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
17300 Saturn Lane, Suite 111, Houston, TX 77058
-------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(281) 486-6115
-------------------------------------------------------------------------
(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 of 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.
(1) YES XXX NO _____ (2) YES XXX NO _____
----- -----
As of June 30, 2001, the Registrant had outstanding 49,544,317 shares of
common stock, par value $0.001 per share.
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC.
TABLE OF CONTENTS
Form 10-QSB for the quarter ended June 30, 2001
PAGE
----
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements F-1
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations F-11
PART II. OTHER INFORMATION
Item 5. Other Information F-15
Signature Page F-16
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS.
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
----------------
UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
for the three months and nine months ended June 30, 2001 and 2000
F-1
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
__________
Page(s)
-------
Unaudited Consolidated Condensed Financial Statements:
Unaudited Consolidated Condensed Balance Sheet
as of June 30, 2001 and September 30, 2000 F-3
Unaudited Consolidated Condensed Statement of
Operations for the three months and nine months
ended June 30, 2001 and 2000 F-4
Unaudited Consolidated Condensed Statement of
Cash Flows for the nine months ended June 30,
2001 and 2000 F-5
Unaudited Consolidated Condensed Statement of
Stockholders' Deficit for the nine months
ended June 30, 2001 F-6
Notes to Unaudited Consolidated Condensed Financial
Statements F-7
F-2
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET
JUNE 30,
2001 SEPTEMBER 30,
ASSETS (UNAUDITED) 2000
------ ---------- -------------
Current assets:
Cash and cash equivalents $ - $ 9,604
Accounts receivable, net 584,951 300,353
Inventory 62,199 92,729
Prepaid expenses 54,531 -
Restricted assets 58,262 54,210
---------- ----------
Total current assets 759,943 456,896
Property and equipment, net 1,995,954 3,894,443
Other assets 44,414 28,091
---------- ----------
Total assets $2,800,311 $ 4,379,430
========== ===========
LIABILITIES AND STOCKHOLDERS' DEFICIT
- -------------------------------------
Current liabilities:
Book overdraft $ 6,262 $ -
Current maturities of notes payable and
capital lease obligation 1,965,987 4,304,432
Accounts payable and accrued liabilities 1,343,474 1,512,536
Accrued phase-out period losses of discontinued
restaurant operations - 82,832
----------- -----------
Total current liabilities 3,315,723 5,899,800
Notes payable and capital lease obligation, net
of current portion 444,975 400,000
----------- -----------
Total liabilities 3,760,698 6,299,800
----------- -----------
Commitments and contingencies
Stockholders' deficit:
Common stock, $.001 par value, 50,000,000
shares authorized, 49,544,317 and 41,540,211
shares issued and 49,144,317 and 41,140,211
shares outstanding at June 30, 2001 and
September 30, 2000, respectively 49,544 41,540
Additional paid-in capital 7,960,474 6,580,495
Accumulated deficit (8,820,405) (8,392,405)
Treasury stock: 400,000 shares at cost (150,000) (150,000)
----------- -----------
Total stockholders' deficit (960,387) (1,920,370)
----------- -----------
Total liabilities and stockholders'
deficit $ 2,800,311 $ 4,379,430
=========== ===========
Note: The balance sheet at September 30, 2000 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements.
See accompanying notes.
F-3
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
__________
THREE MONTHS ENDED JUNE 30, NINE MONTHS ENDED JUNE 30,
--------------------------- --------------------------
2001 2000 2001 2000
---- ----- ----- ----
Total revenue $ 1,024,707 $ 1,346,573 $ 2,535,312 $ 3,747,750
Total cost of sales and
services 530,953 744,228 1,262,822 2,031,135
----------- ----------- ----------- -----------
Gross margin 493,754 602,345 1,272,490 1,716,615
General and administrative
expenses 353,049 324,534 1,212,144 1,354,892
Depreciation and amortization 54,752 194,319 286,962 582,957
----------- ----------- ----------- -----------
Income (loss) from operations 85,953 83,492 (226,616) (221,234)
Interest expense 73,732 247,889 201,384 502,519
----------- ----------- ----------- -----------
Income (loss) from continuing
operations 12,221 (164,397) (428,000) (723,753)
Discontinued operations-loss
from operation of discontin-
ued restaurant division - (48,903) - 48,903
----------- ----------- ----------- -----------
Net income (loss) $ 12,221 $ (213,300) $ (428,000) $ (772,656)
=========== =========== =========== ============
Basic and diluted net loss
per common share $ 0.00 $ (0.01) $ (0.01) $ (0.02)
=========== =========== =========== ============
Weighted average shares
outstanding $48,310,400 35,043,230 47,245,769 34,566,028
=========== =========== =========== ===========
See accompanying notes.
F-4
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
__________
Nine Months Ended June 30,
--------------------------
2001 2000
---- ----
Cash flows from operating activities:
Net loss $(428,000) $ (772,656)
Adjustments to reconcile net loss to net
cash provided by (used in) operating
activities 170,778 1,139,010
--------- ----------
Net cash provided by (used in)
operating activities (257,222) 366,354
--------- ----------
Cash flows from investing activities:
Capital expenditures (357,374) (254,952)
--------- ----------
Net cash used in investing activities (357,374) (254,952)
--------- ----------
Cash flows from financing activities:
Increase (decrease) in book overdrafts 6,262 (36,888)
Proceeds from sale of common stock 205,400 25,000
Proceeds from notes payable and capital
lease obligations 393,330 461,269
Payments on notes payable and capital
lease obligations - (423,839)
--------- ----------
Net cash provided by (used in)
financing activities 604,992 25,542
--------- ----------
Increase (decrease) in cash and cash
equivalents (9,604) 136,944
Cash and cash equivalents, beginning of
period 9,604 -
--------- ----------
Cash and cash equivalents, end of period $ - $ 136,944
========== ==========
See accompanying notes.
F-5
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE NINE MONTHS ENDED JUNE 30, 2001
__________
COMMON STOCK ADDITIONAL
PAR AMOUNT PAID-IN ACCUMULATED TREASURY
SHARES $0.001 CAPITAL DEFICIT STOCK
-------- ---------- ---------- ------------ --------
Balance at September 30, 2000 41,540,211 $41,540 $6,580,495 $(8,392,405) $(150,000)
Common stock issued for services 2,033,980 2,034 190,816 - -
Common stock issued or issuable
for cash 2,521,311 2,521 202,879 - -
Note payable converted to common
stock 990,000 990 100,810 - -
Accrued interest settled through
issuance of common stock 1,721,815 1,722 170,460 - -
Long-term debt contributed as
additional paid-in capital - - 642,051 - -
Legal proceeding settled through
issue of common stock 737,000 737 72,963 - -
Net loss for the nine months ended
June 30, 2001 - - - (428,000) -
----------- ---------- ---------- ----------- ----------
Balance at June 30, 2001 49,544,317 $49,544 $7,960,474 $(8,820,405) $(150,000)
=========== ========== ========== =========== ==========
See selected notes to consolidated condensed financial statements.
F-6
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
__________
1. GENERAL
The unaudited consolidated condensed financial statements included herein
have been prepared without audit 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. These unaudited consolidated
condensed financial statements should be read in conjunction with the audited
consolidated financial statements and notes thereto of Entertainment
Technologies & Programs, Inc. and Subsidiaries (the "Company") included in
the Company's Annual Report on Form 10-KSB for the year ended September 30,
2000 and 1999. Certain reclassifications have been made to prior year
amounts to conform with the current year presentation.
In the opinion of management, the unaudited consolidated condensed financial
information included herein reflect all adjustments, consisting only of
normal, recurring adjustments, which are necessary for a fair presentation of
the Company's financial position, results of operations and cash flows for
the interim periods presented. The results of operations for the interim
periods presented herein are not necessarily indicative of the results to be
expected for a full year or any other interim period.
2. BACKGROUND
Entertainment Technologies & Programs, Inc. ("ETP") and its wholly-owned
subsidiaries (the "Company") are engaged in three major areas of operations
as follows:
. Operation of night clubs and other entertainment facilities on United
States military bases throughout the world, including the planning,
promotion and production of live performances at such facilities.
. Design and retail sale of professional sound and lighting equipment to both
the United States military and the non-military consumer markets.
. Design and operation of amusement facilities and equipment.
The accompanying consolidated condensed financial statements include the
accounts and transactions of ETP, along with its wholly-owned subsidiaries.
All intercompany balances and transactions have been eliminated in
consolidation.
Continued
F-7
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
__________
3. COMPREHENSIVE INCOME
The Company has adopted Statement of Financial Accounting Standard ("SFAS")
No. 130, "Reporting Comprehensive Income", which establishes standards for
reporting and display of comprehensive income and its components in a full
set of financial statements. Comprehensive income includes all changes in a
company's equity, except those resulting from investments by and
distributions to owners. There was no difference between comprehensive loss
and net loss for the three and nine months ended June 30, 2001 and 2000.
4. INCOME TAXES
Deferred income taxes reflect the tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. The Company
has provided deferred tax valuation allowances for cumulative net operating
tax losses to the extent that the net operating losses may not be realized.
The difference between the federal statutory income tax rate and the
Company's effective income tax rate is primarily attributed to changes in
valuation allowances for deferred tax assets related to net operating losses.
5. LITIGATION
The Company filed suit against Bronco Group Management, Inc. for breach of
contract and against Bowling & Billard Supplies, Inc. for tortuous
interference with the business relationship between the company and Bronco.
The contract between the Company and Bronco contained a mandatory binding
arbitration clause. Arbitration resulted in a judgement being entered against
Bronco for breach of contract in the amount of $339,878.00. The Company has
achieved a severance of the two causes of action and made the judgement
against Bronco a final judgement and shall continue its case against Billard
for tortuous interference with a business relationship. The Company is
aggressively pursuing this case and a favorable outcome and recovery in
excess of $250,000.00, against Bowling Billard is, in our opinion, probable.
On February 14, 2001, Verizon Capital filed suit against the Company seeking
to recover an unspecified amount of damages due to the Company's alleged
breach of the lease agreement between Bell Atlantic and the Company dated May
18, 1998. On March 22, 2001, the Company filed its original answer asserting
several affirmative defenses to Verizon Capital's claims. In addition, the
Company filed a counterclaim asserting causes of action for breach of
contract, breach of warranties, fraud, negligent misrepresentation and mutual
mistake. The Company's counterclaims are based upon allegations that (1) a
large portion of the equipment under the lease at issue was never delivered
by the lessor, Bell Atlantic; (2) Bell Atlantic made various
misrepresentations regarding its ability to deliver the equipment; and (3)
Bell Atlantic wrongfully kept approximately $75,000 in insurance proceeds
with respect to equipment that was damaged before it was transferred to the
Company. The parties have engaged in significant settlement discussions to
date. Settlement talks are currently ongoing. The Company cannot predict
with any certainty the eventual outcome of this litigation or the settlement
talks.
Continued
F-8
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
__________
5. LITIGATION, CONTINUED
On April 23, 2001, the Company filed suit against GameCom, Inc. and Ferris
Productions, Inc. seeking to recover an unspecified amount of damages due to
Ferris' alleged breach of a letter of intent between Ferris and the Company
dated March 9, 2001. The Company also seeks injunctive and declaratory
relief relating to the letter of intent. The Company asserts causes of
action for breach of contract, fraud and tortuous interference. The Company's
claims are based upon the Company's allegations that Ferris breached the
letter of intent and that GameCom wrongfully interfered with the Company's
rights under the letter of intent. On July 17, 2001, the Company filed a
motion for partial summary judgment with respect to the counterclaims and
seeking summary judgment in its favor on multiple issues. The Company cannot
predict with any certainty the eventual outcome of the motion for summary
judgment or this litigation.
6. BUSINESS SEGMENTS
During the nine months ended June 30, 2001 and 2000, the Company operated
primarily in three strategic business units that offer different products and
services: providing military entertainment services, retail sale of sound
and lighting equipment and design and operation of amusement facilities and
equipment. Financial information regarding business segments is as follows:
MILITARY RETAIL
ENTERTAINMENT SALES AMUSEMENT OTHER TOTAL
------------- ------ ---------- ------ -----
NINE MONTHS ENDED
JUNE 30, 2001:
Revenues $1,768,431 $459,627 $ 307,254 $ - $2,535,312
Income (loss) from
operations 328,868 49,641 (94,340) (510,785) (226,616)
Total assets 1,076,719 461,690 1,261,902 78,328 2,800,311
NINE MONTHS ENDED
JUNE 30, 2000:
Revenues $2,531,754 $825,764 $ 390,232 $ - $3,737,750
Income (loss) from
operations 35,362 97,040 (320,565) (33,071) (221,234)
Total assets 1,553,966 554,980 3,076,828 162,609 5,348,383
F-9
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
---------
6. BUSINESS SEGMENTS, CONTINUED
----------------------------
Three months ended
June 30, 2001:
Revenues $ 598,565 $327,898 $ 98,244 $ - $1,024,707
Income (loss) from
operations 122,882 108,844 5,899 (151,672) 85,953
Total assets 1,076,719 461,690 1,261,902 78,328 2,800,311
Nine months ended
June 30, 2000:
Revenues $ 857,287 $215,173 $ 274,114 $ - $1,346,573
Income (loss) from
operations 15,623 25,811 (76,705) 118,763 83,492
Total assets 1,553,966 554,980 3,076,828 162,609 5,348,383
The accounting policies of the segments are the same as those described in the
summary of significant accounting policies. All intersegment sales are
eliminated. The Company evaluates performance based on operating earnings of the
respective business units.
F-10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------ --------------------------------------------------------------
RESULTS OF OPERATIONS.
---------------------
The following discussion should be read in conjunction with the Company's
unaudited consolidated interim financial statements and related notes thereto
included in this quarterly report and in the unaudited consolidated Financial
Statements and Management's Discussion and Analysis of Financial Condition and
Results of Operations ("MD&A") contained in the Company's 10-KSB for the year
ended September 30, 2000. Certain statements in the following MD&A are forward
looking statements. Words such as "expects", "anticipates", "estimates" and
similar expressions are intended to identify forward looking statements. Such
statements are subject to risks and uncertainties that could cause actual
results to differ materially from those projected.
RESULTS OF OPERATIONS
---------------------
THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30,
2000:
Revenues for the three months ended June 30, 2001 decreased by $321,866 from
$1,346,573 for the three months ended June 30, 2000 to $1,024,707 for the three
months ended June 30, 2001 primarily due to lack of sales of live entertainment
to the military markets and the loss of revenues from the discontinued operation
of the waterpark during the three months ended June 30, 2001.
General and administrative expenses increased $28,515 from $324,534 for the
three months ended June 30, 2000 to $353,049 for the three months ended June 30,
2001. This increase is primarily a result of legal expenses and legal
settlements.
Depreciation expense for the three months ended June 30, 2001 decreased
$139,567 from $194,319 for the three months ended June 30, 2000 to $54,752 for
the three months ended June 30, 2001. This decrease is due to the movement of
certain assets, with a net book value of $1,909,547, to assets held for sale,
and elimination of depreciation charges on those assets during the three months
ended June 30, 2001.
Interest expense decreased by $174,157 from $247,889 for the three months
ended June 30, 2000 to $73,732 for the three months ended June 30, 2001. This
decrease is a result of decreased interest charges on $2,600,000 of secured debt
based on the Company's debt reduction plan.
NINE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE NINE MONTHS ENDED JUNE 30,
2000:
Revenues for the nine months ended June 30, 2001 decreased by $1,212,438 from
$3,747,750 for the nine months ended June 30, 2000 to $2,535,312 for the nine
months ended June 30, 2001 primarily due to lack of retail sales of professional
sound and lighting equipment to the non-military consumer markets, the military
markets and due to lack of sales of live entertainment to the military markets
and the loss of revenues from the discontinued operations of the waterpark
during the nine months ended June 30, 2001.
F-11
General and administrative expenses decreased $142,748 from
$1,354,892 for the nine months ended June 30, 2000 to $1,212,144 for the nine
months ended June 30, 2001. This decrease is primarily a result of a reduction
in common stock issued as compensation and legal settlements.
Depreciation expense for the nine months ended June 30, 2001 decreased
$295,995 from $582,957 for the nine months ended June 30, 2000 to $286,962 for
the nine months ended June 30, 2001. This decrease is due to the movement of
certain assets, with a net book value of $1,909,547, to assets held for sale,
and elimination of depreciation charges on those assets during the nine months
ended June 30, 2001.
Interest expense decreased by $301,135 from $502,519 for the nine months
ended June 30, 2000 to $201,384 for the nine months ended June 30, 2001. This
decrease is a result of decreased interest charges on $2,600,000 of secured debt
based on the Company's debt reduction plan.
LIQUIDITY AND CAPITAL RESOURCES
-------------------------------
During the year ended September 30, 2000, the Company experienced negative
financial results which have continued during the nine months ended June 30,
2001 as follows:
NINE MONTHS
ENDED YEAR ENDED
JUNE 30, SEPTEMBER 30,
2001 2000
----------- -------------
Net loss $ (428,000) $(2,226,489)
Negative working capital (2,555,780) (5,442,904)
Negative cash flows from operations (257,222) (403,055)
Accumulated deficit (8,820,405) (8,392,405)
Stockholders' deficit (960,387) (1,920,370)
In addition to its negative financial results, the Company has also
experienced operational problems as follows:
. The Company is delinquent on payments of principal and accrued interest for a
certain capital lease obligations (See Note 5 to the unaudited consolidated
condensed financial statements). Additionally, at March 31, 2001, the Company
is in violation of various financial and non-financial covenants included in
such capital lease agreements on a long-term debt agreement for which waivers
have not been obtained. Debt under those agreements has been classified as
current in the accompanying financial statements and could be called by the
creditors.
Management has developed specific current and long-term plans to address its
viability as a going concern as follows:
F-12
. The Company has executed a debt reduction plan to exchange certain of its
assets to repay approximately $2,900,000 of long-term debt and related
accrued interest. The debt reduction plan is described below and was
effective in March 2001.
. Management is currently exploring ways to extinguish additional debt in
exchange for assets or through issuance of common stock and to concentrate on
its core business.
. On July 17, 2001, the Company began the process of formulating a restructing
plan for the amusement division, which suffered significant damage from the
tropical storm, named Allison that devastated the city of Houston on June 8,
2001. Although the Company continues to make progress in its Company-Wide
restructing efforts, the amusement division is faced with cash flow
constraints in the near term. The Company after the filing of certain
documents with the Securities and Exchange Commission will make an offer to
all equipment leaseholders to exchange their capital leases for cash and or
stock.
. Management of the Company strongly believes that with the debt reduction plan
and with the additional depth to the management team and a focus on its core
business that the Company will achieve adequate profitability and cash flow
from operations to meet its current obligation.
There can be no assurance that the Company will have the ability to implement
its business plan and ultimately attain profitability. The Company's long-term
viability as a going concern is dependent upon three key factors, as follows:
. The Company's ability to obtain adequate sources of debt or equity funding to
meet current commitments and fund the continuation of its business operations
in the near term.
. The ability of the Company to control costs and expand revenues from existing
or new businesses.
. The ability of the Company to ultimately achieve adequate profitability and
cash flows from operations to sustain its operations.
As a result of covenant violations and other liquidity issues facing the
Company, the Company's independent auditors included an emphasis paragraph in
their report on the Company's financial statements for the year ended September
30, 2000 stating that these issues raise substantial doubt about the Company's
ability to continue as a going concern.
DEBT REDUCTION PLAN
-------------------
The Company has obtained 100% approval and began the asset transfer under a
debt reduction agreement (the "Debt Reduction Agreement"). Under the Debt
Reduction Agreement the Investor Notes (See Note 6 to the Company's audited
financial statements for the year ended September 30, 2000) were brought current
and will ultimately be repaid through the Company's contribution of certain
property (a waterpark facility, a racetrack and certain raw land) located in
Midland, Texas and 2,200,000 shares of the Company's common stock, to a trust
for liquidation, with the proceeds used for repayment of the Investor Notes.
The Debt Reduction Agreement provides for any shortfall in the proceeds from
liquidation of the property and shares of the Company's common stock to be
satisfied through the Company's issuance of additional shares of the Company's
common stock or through
F-13
the trustee's foreclosing on certain other property pledged by the Company. If
excess proceeds are received, such proceeds would be returned to the Company
after satisfaction of fees of the trust.
INFORMATION REGARDING AND FACTORS AFFECTING FORWARD LOOKING STATEMENTS
----------------------------------------------------------------------
The Company is including the following cautionary statement in this Quarterly
Report on Form 10-Q for any forward-looking statements made by, or on behalf of
the Company. Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance and underlying
assumptions and other statements which are other than statements of historical
facts. Certain statements contained herein are forward-looking statements and,
accordingly, involve risks and uncertainties which could cause actual results or
outcomes to differ materially from those expressed in the forward-looking
statements. The Company's expectations, beliefs and projections are expressed
in good faith and are believed by the Company to have a reasonable basis,
including without limitations, management's examination of historical operating
trends, data contained in the Company's records and other data available from
third parties, but there can be no assurance that management's expectation,
beliefs or projections will result, or be achieved, or be accomplished.
F-14
PART II. OTHER INFORMATION
ITEM 5. OTHER INFORMATION
-----------------
Effective August 10, 2001, Mr. Gobind Sahney has resigned from the Company's
Board of Directors due to personal time constraint reasons.
F-15
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.
ENTERTAINMENT TECHNOLOGIES & PROGRAMS, INC.
Date: August 10, 2001 By: /s/ James D. Butcher
----------------------- --------------------
James D. Butcher, Chairman & CEO
Date: August 10, 2001 By: /s/ George C. Woods
----------------------- -------------------
George C. Woods, President & CFO
F-16