SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
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Commission File Number: 0-26322
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EAGLE BUILDING TECHNOLOGIES, INC.
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(Exact Name of Small Business Issuer as Specified in its Charter)
Nevada 88-0303769
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(State of Incorporation) (IRS Employer I.D. No.)
20283 Powerline Road, Suite 213, Boca Raton, Florida 33498
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(Address of principal executive offices )
(561) 487-3600
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(Issuer's telephone number, including area code)
EAGLE CAPITAL INTERNATIONAL, LTD.
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(Former name, former address, and former fiscal year,
if changed since last report)
Check whether the Issuer: (1) filed all reports required to be filed
by section 13 or 15(d) of the Exchange Act during the past 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 X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
There were 4,173,996 shares of Common Stock, $.001 par value, issued and
outstanding at March 31, 2001.
EAGLE CAPITAL INTERNATIONAL, LTD.
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets - March 31, 2001 (Unaudited) and
December 31, 2000
Statements of Operations - Three months ended March
31, 2001 and 2000 (Unaudited).
Statements of Cash Flows - Three months ended March
31, 2001 and 2000 (Unaudited).
Notes to Financial Statements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
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
SIGNATURES
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EAGLE CAPITAL INTERNATIONAL, LTD.
PART I - FINANCIAL INFORMATION
Item I. Financial Statements
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EAGLE BUILDING TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
March 31, December 31,
2001 2000
----------- ------------
(Unaudited)
CURRENT ASSETS:
Cash $ 2,333,747 $ 717,847
Accounts Receivable 547,654 559,415
Other Advances 239,218 236,232
Inventories 1,447,665 1,348,518
Prepaid expenses 5,200 -
----------- ------------
TOTAL CURRENT ASSETS 4,573,484 2,862,012
----------- ------------
PROPERTY AND EQUIPMENT, net 2,975,971 3,199,811
----------- ------------
OTHER ASSETS -
Deposits 20,146 120,146
Goodwill, net 3,023,702 3,063,170
Investment in joint venture 583,119 583,119
License rights, net 5,348,563 5,419,750
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TOTAL OTHER ASSETS 8,975,530 9,186,185
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TOTAL ASSETS $16,524,985 $15,248,008
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and
accrued expenses $ 503,348 $ 2,814,444
Notes payable 1,536,924 3,332,266
Advances from officer 395,979 719,479
Deposits 729,232 -
----------- ------------
TOTAL CURRENT LIABILITIES 3,165,483 6,866,189
----------- ------------
LONG TERM LIABILITIES 854,243 50,775
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SHAREHOLDERS' EQUITY:
Common Stock, $.001 par value
70,000,000 shares authorized
4,173,996 and 3,310,853 shares
issued and outstanding at
March 31, 2001 and
December 31, 2000 4,174 3,311
Additional paid in capital 19,166,758 16,078,621
Accumulated deficit (8,790,673) (9,875,888)
Convertible note/equity
instrument 2,125,000 2,125,000
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TOTAL STOCKHOLDERS' EQUITY 12,505,259 8,331,044
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TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $16,524,985 $15,248,008
========== ==========
See accompanying notes to condensed
consolidated financial statements.
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EAGLE BUILDING TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
March 31, March 31,
2001 2000
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SALES $ 4,098,661 $ -
COSTS OF SALES 1,682,444 -
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GROSS PROFIT 2,416,217 -
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SELLING, GENERAL AND
ADMINISTRATIVE EXPENSES 1,327,100 176,947
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INCOME (LOSS) FROM OPERATIONS 1,089,117 (176,947)
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OTHER EXPENSES:
Interest expense 3,902 -
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NET INCOME (LOSS) $ 1,085,215 $ (176,947)
=========== ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
- Basic 3,877,238 3,062,875
- Diluted 3,877,238 3,062,875
NET INCOME (LOSS)
PER COMMON SHARE
- Basic .28 (.06)
----------- ------------
- Diluted $ .28 $ (.06)
=========== ============
See accompanying notes to condensed
consolidated financial statements.
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EAGLE BUILDING TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31, March 31,
2001 2000
----------- -----------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income (loss) $ 1,085,215 $ (176,947)
Adjustments to reconcile net
income (loss) to net cash
provided by (used in)
operating activities:
Amortization 110,655 -
Stock issued for services 114,000 -
Depreciation 22,247 -
Changes in operating assets
and liabilities:
Advances (2,986) -
Accounts receivable 11,761 -
Inventories 119,353 -
Prepaid expenses (5,200) -
Deposits 76,540 -
Accounts payable and
accrued expenses (408,404) (16,165)
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NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES 1,123,181 (193,112)
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CASH FLOWS FROM INVESTING
ACTIVITIES:
Decrease in other assets 100,000 -
Investment in subsidiaries
(net of cash acquired - (659,863)
Investment in license rights - (5,000)
Purchase of property, plant
and equipment (16,907) (762,900)
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NET CASH PROVIDED BY (USED IN)
INVESTING ACTIVITIES 83,093 (1,427,763)
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CASH FLOWS FROM FINANCING
ACTIVITIES:
Net advances from officer 426,500 -
Net proceeds (payments) on
notes payable (2,241,874) 1,579,326
Proceeds from issuance of stock 2,225,000 22,500
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NET CASH PROVIDED BY
FINANCING ACTIVITIES 409,626 1,601,826
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NET INCREASE (DECREASE) IN CASH 1,615,900 (19,049)
CASH AT BEGINNING OF PERIOD 717,847 20,326
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CASH AT END OF PERIOD $ 2,333,747 $ 1,277
=========== ============
See accompanying notes to
condensed consolidated financial statements.
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EAGLE CAPITAL INTERNATIONAL, INC.
AMENDED NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2001
NOTE 1 - Basis of Presentation - The accompanying interim condensed
consolidated financial statements of Eagle Capital
International, Ltd. are unaudited, but in the opinion of
management reflect all adjustments (consisting of normal
recurring accruals) necessary for a fair presentation of the
results for such periods. The results of operations for any
interim period are not necessarily indicative of the results
for the respective full year. These condensed financial
statements should be read in conjunction with the financial
statements and notes thereto contained in the Company's annual
report on Form 10-KSB for the year ended December 31, 2000 as
filed with the Securities and Exchange Commission.
NOTE 2 - STOCKHOLDERS' EQUITY
Changes in Stockholders' Equity - The following represents the
changes in stockholders' equity from January 1, 2000 through
March 31, 2001:
Additional
Common Paid In
Shares Amount Capital
--------- -------- -----------
Balance - Jan. 1, 2001 3,310,853 $ 3,311 $16,078,621
Common stock sold for cash 416,667 417 2,224,583
Issuance of Common Stock
for services 50,000 50 74,950
Issuance of Common Stock
for Interest 26,000 26 38,974
Note payable conversion 250,000 250 749,750
Settlement on prior
cancelled shares 120,476 120 (120)
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Balance - March 31, 2001 4,173,996 $ 4,174 $19,166,758
========== ======== ============
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
The analysis of the Company's financial condition, liquidity, capital
resources and results of operations should be viewed in conjunction with the
accompanying financial statements including the notes thereto.
Financial Condition
At March 31, 2001, the Company had total assets of $16,524,985, as
compared to total assets of $15,248,008 at December 31, 2000; and total
liabilities of $4,019,726 at March 31, 2001, as compared to total liabilities
of $6,916,964 at December 31, 2000; and stockholders' equity at March 31,
2001 of $12,505,259, as compared to $8,331,044 at December 31, 2000.
The increase in stockholders' equity was primarily due to net income for the
three month period ended March 31, 2001 and the sale of stock for cash. In
addition, the Company has subsequently converted and/or reduced total
liabilities by another $1.1 million dollars as of April 24, 2001.
Liquidity and Capital Resources
As of March 31, 2001, the Company's cash totaled $2,333,747 as compared to
$717,847 at December 31, 2000. Net cash provided by (used in) operations was
$1,123,181 for the quarter ended March 31, 2001, compared to $(193,112)
in the same quarter ended March 31, 2000. The Company is currently
generating cash flow in excess of its operating requirements primarily due
to the performance of its operations in India. The Company may sell its
securities to accredited investors to pay for the acquisition of Master Door.
The Company has no present additional commitment that is likely to result
in its liquidity increasing or decreasing in any significant way. In
addition, the Company knows of no trend, additional demand, event or
uncertainty that will result in, or that are reasonably likely to result in
the Company's liquidity increasing or decreasing in any material way.
Results of Operations
Sales for the three months ended March 31, 2001 were $4,098,661 compared
with sales of $-0- in the quarter ended March 31, 2000. The Company recorded
net income of $1,085,215 for the quarter ended March 31, 2001, compared to a
net loss of $176,947 for the quarter ended March 31, 2000. Net income
recorded for the three months ended March 31, 2001, is primarily due to sales
of the IMSI Block System and development work in India.
FORWARD LOOKING STATEMENTS
Statements made in this Management's Discussion and Analysis and elsewhere
in this Annual Report that state the Company's or management's intentions,
hopes, beliefs, expectations or predictions of the future contain forward
looking statements. Such forward looking statements include, without
limitation, statements regarding the Company's planned capital expenditure
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requirements, cash and working capital requirements, the Company's
expectations regarding the adequacy of current financing arrangements, product
demand and market growth, other statements regarding future plans and
strategies, anticipated events or trends, and similar expressions concerning
matters that are not historical facts. It should be noted that the Company's
actual results could differ materially from those contained in such forward
looking statements mentioned above due to adverse changes in any number of
factors that affect the Company's business including, without limitation,
risks associated with investing in and the marketing of IMSI's Wall System,
risks concerning the protection of IMSI's patents, reliance upon
distributors, regulatory risks, risks of expansion, product liability and
other risks described herein.
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PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
Not Applicable.
Item 2. CHANGE IN SECURITIES
Not Applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On April 19, 2001, proxies were submitted by a majority of the
shareholders of Eagle Capital International, Ltd. approving a
change of the Company name to Eagle Building Technologies, Inc.
Item 5. OTHER INFORMATION
On April 19, 2001, the majority shareholders of Eagle Capital
International, Ltd. approved a change of the Company name to
Eagle Building Technologies, Inc. which becomes effective May
14, 2001. The Company's new trading symbol will be "EGBT".
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) There are no exhibits required to be filed for the
period covered by this Report.
(b) (i) On or about January 9, 2001, the Company filed a
Report on Form 8-K/A amending the Forms 8-K filed
on or about November 30, 2000 and December 4, 2000.
(ii) On or about January 10, 2001, the Company filed a
Report on Form 8-K announcing the acquisition of
Fleming Manufacturing Co., a privately held
Missouri corporation that manufacturers mobile
block pants for the production of mortarless block
and pavers.
(iii) On or about January 26, 2001, the Company filed a
Report on Form 8-K announcing a one-for-six (1:6)
reverse stock split of the Company's Common Stock
effective February 5, 2001.
(iv) On or about February 9, 2001, the Company filed a
Report on Form 8-K announcing the appointment of
Samuel Gejdenson and Meyer A. Berman to the
Company's Board of Directors.
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(v) On or about April 16, 2001, the Company filed a
Report on Form 8-K announcing the acquisition of
eighty-five percent (85%) of the issued and
outstanding securities of Master Srl ("Master"), an
Italian corporation located in Piacenza, Italy.
(vi) On or about May 10, 2001, the Company's filed a
Report on Form 8-K announcing that the Company will
change its name to Eagle Building Technologies, Inc.
(the "Company") on May 14, 2001.
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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.
EAGLE BUILDING TECHNOLOGIES, INC.
May 11, 2001 By:/s/ Anthony D'Amato
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Anthony D'Amato, Chairman and CEO
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