SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1997 [ ] 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 0-24368 NANOTECH CORPORATION (Exact Name of Registrant as specified in its Charter) Delaware 33-0651758 (State or other Jurisdiction of I.R.S. Employer Identi- Incorporation or Organization fication No.) 1500 Quail Street, Suite 550, Newport Beach, California 92660 (Address of Principal Executive Offices) (Zip Code) (714) 660-1500 (Registrant's Telephone Number, including Area Code) Indicate by check mark whether the Registrant (i) 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 (of for such shorter period that the Registrant was required to file such reports) and (ii) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer's classes of Common Stock, as of the latest practicable date. Common Stock, $.001 par value 424,600 - ---------------------------------- -------------------- Title of Class Number of Shares outstanding at September 30, 1997 No exhibits included. 1 NANOTECH CORPORATION (A Company in the Development Stage) BALANCE SHEETS ASSETS March 31, September 30, 1997 1997 CURRENT ASSETS - CASH $ OTHER ASSETS Organization costs, net of accumulated amortization of $266 and $280 14 TOTAL ASSETS $ 14 $ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES - Accounts payable $ 2,252 $ 2,282 STOCKHOLDERS' EQUITY Preferred Stock, $.001 par value; 1,000,000 shares authorized; no shares issued and outstanding Common Stock, $.001 par value; 20,000,000 shares authorized; 424,600 shares issued and outstanding 425 425 Additional paid-in Capital 821 821 Accumulated deficit during the development stage (3,484) ( 3,528) TOTAL STOCKHOLDERS' EQUITY (2,238) (2,282) TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ $ The accompanying notes are an integral part of the financial statements. 2 NANOTECH CORPORATION (A Company in the Development Stage) STATEMENTS OF OPERATIONS CUMULATIVE FOR THE SIX MONTHS FOR THE THREE FROM INCEPTION ENDED MONTHS ENDED (June 11, 1992) September 30, September 30, TO 1997 1996 1997 1996 September 30, 1997 REVENUES $ -0- $ -0- $ -0- $ -0- $ -0- OPERATING EXPENSES General and Administrative 30 15 3,248 Amortization 14 30 14 15 280 TOTAL OPERATING EXPENSES 44 30 29 15 3,528 NET (LOSS) $ (44) (30) (29) $ (15) $ (3,528) NET (LOSS) PER SHARE $ (Nil) $ (Nil) $ (Nil) $ (Nil) $ (.01) WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING 424,000 424,600 424,600 424,000 420,214 See accompanying Notes to Financial Statements. 3 NANOTECH CORPORATION (A Company in the Development Stage) STATEMENTS OF CASH FLOWS CUMULATIVE FOR THE SIX MONTHS FOR THE THREE FROM INCEPTION ENDED MONTHS ENDED (June 11, 1992) September 30, September 30, TO 1997 1996 1997 1996 September 30, 1997 CASH FLOWS FROM OPERATING ACTIVITIES Net (Loss) $ (44) $ (30) $ (29) $ (15) $ (3,528) Add item not requiring the use of cash 14 30 14 15 280 Increase (decrease) in accounts payable 30 15 2,282 Net cash flows from operating activities (966) CASH FLOWS FROM INVESTING ACTIVITIES Organizational Costs (263) CASH FLOWS FROM FINANCING ACTIVITIES Contribution to Capital 500 Sale of Common Stock 746 Net Cash flows from financing activities 1,246 NET INCREASE (DECREASE) IN CASH (763) CASH BALANCE AT BEGINNING OF PERIOD 763 CASH BALANCE AT END OF PERIOD $ $ $ $ $ See accompanying Notes to Financial Statements. 4 NANOTECH CORPORATION (A Company in the Development Stage) NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) September 30, 1997 1. Comments The accompanying financial statements are unaudited, but in the opinion of the management of the Company, contain all adjustments, consisting of only normal recurring accruals, necessary to present fairly the financial position at September 30, 1997, the results of operations for the three and six months ended September 30, 1997 and 1996, and the cash flows for the three and six months ended September 30, 1997 and 1996. Reference is made to the Company's Form 10-KSB for the year ended March 31, 1997. The results of operations for the three months ended September 30, 1997 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending March 31, 1998. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION The Company has limited working capital and no activities. 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 MATTER TO A VOTE OF SECURITY HOLDERS - None Item 5. OTHER INFORMATION - None Item 6. EXHIBITS AND REPORTS ON FORM 8-K Exhibits--None Reports on Form 8-K--None. 5 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NANOTECH CORPORATION Date: December 1, 1997 By: /s/ Jehu Hand ------------- Jehu Hand, President and Chief Financial Officer (chief financial officer and accounting officer and duly authorized officer) 6