UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark one)
XX QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
- ---------- EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2001
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
- ---------- OF 1934
For the transition period from ____________ to ___________
Commission File Number: ___________
SAFETEK INTERNATIONAL, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 75-2226896
- ---------------------------- ----------------------------
(State of incorporation) (IRS Employer ID Number)
2591 Dallas Parkway, Suite 102, Frisco, TX 75034
(Address of principal executive offices)
469-633-0100
(Issuer's telephone number)
(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 NO X
--- ---
State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: May 7, 2001 - 94,403 shares.
Transitional Small Business Disclosure Format (check one): YES NO X
--- ---
Safetek International, Inc.
Form 10-QSB for the Quarter ended March 31, 2001
Table of Contents
Page
----
Part I - Financial Information
Item 1 Financial Statements 3
Item 2 Management's Discussion and Analysis or Plan of Operation 7
Part II - Other Information
Item 1 Legal Proceedings 8
Item 2 Changes in Securities 8
Item 3 Defaults Upon Senior Securities 8
Item 4 Submission of Matters to a Vote of Security Holders 8
Item 5 Other Information 8
Item 6 Exhibits and Reports on Form 8-K 8
Signatures 7
2
Part 1 - Item 1 - Financial Statements
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
Assets
------
March 31, 2001
(Unaudited) December 31, 2000
----------------- -----------------
Current assets:
Cash and cash equivalents $ 359 1,883
----------------- -----------------
Total current assets 359 1,883
Property and equipment, net -- --
----------------- -----------------
Total assets $ 359 1,883
================= =================
Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
Accounts payable and accrued expenses $ -- 23,617
Due to affiliate 8,000 --
----------------- -----------------
Total current liabilities 8,000 23,617
----------------- -----------------
Redeemable preferred stock - 4,648 and 4,688 shares 124,171 125,239
Stockholders' equity:
Common stock - 94,403 and 93,548 shares 9 9
Additional paid in capital 2,442,249 2,441,181
Accumulated deficit (2,574,070) (2,588,163)
----------------- -----------------
Total stockholders' deficit (131,812) (146,973)
----------------- -----------------
Total liabilities and stockholders' equity $ 359 1,883
================= =================
The accompanying notes are an integral part of these financial statements. The
financial information presented herein has been prepared by management without
audit by independent certified public accountants.
3
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Statements of Operations
Three Months Ended
March 31,
2001 2000
(Unaudited) (Unaudited)
----------- -----------
Revenues:
Net sales $ 376 12,592
----------- -----------
Costs and expenses:
Cost of good sold -- 8,474
Selling, general and administrative 5,926 57,002
----------- -----------
5,926 65,476
----------- -----------
Operating loss (5,550) (52,884)
Other income (expense) 19,643 (18,702)
----------- -----------
Net income (loss) $ 14,093 (71,586)
=========== ===========
Net income (loss) per share $ 0.15 (0.99)
=========== ===========
Weighted average
number of shares outstanding 93,548 72,291
=========== ===========
The accompanying notes are an integral part of these financial statements. The
financial information presented herein has been prepared by management without
audit by independent certified public accountants.
4
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Three Months Ended
March 31,
2001 2000
(Unaudited) (Unaudited)
----------- -----------
Cash flows from operating activities:
Net income (loss) 14,093 (71,586)
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Preferred stock issued for services -- 5,000
Changes in operating assets and liabilities:
Due to affiliate 8,000 37,500
Accounts payable and accrued expenses (23,617) 31,204
----------- -----------
Net cash provided by (used in) operating activities (1,524) 2,118
----------- -----------
Increase (decrease) in cash and cash equivalents (1,524) 2,118
Cash and cash equivalents - beginning of period 1,883 --
----------- -----------
Cash and cash equivalents - end of period $ 359 2,118
=========== ===========
The accompanying notes are an integral part of these financial statements. The
financial information presented herein has been prepared by management without
audit by independent certified public accountants.
5
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Presentation of Unaudited Consolidated Financial Statements
-----------------------------------------------------------
The unaudited consolidated financial statements have been prepared in
accordance with rules of the Securities and Exchange Commission and,
therefore, do not include all information and footnotes necessary for a
fair presentation of financial position, results of operations and cash
flows, in conformity with generally accepted accounting principles. The
information furnished, in the opinion of management, reflects all
adjustments (consisting only of normal recurring accruals) necessary to
present fairly the financial position as of March 31, 2001, and results
of operations and cash flows for the three month periods ended March 31,
2001 and 2000. The results of operations are not necessarily indicative
of results which may be expected for any other interim period, or for the
year as a whole.
(2) Reverse Stock Split
-------------------
In January, 2001 the Board of Directors of the Company approved a 1 for
500 and 1 for 50 reverse split of the Company's issued and outstanding
common and preferred stock, respectively. All share and per-share amounts
in the accompanying financial statements have been restated to give
effect to the stock splits described herein.
6
Part I - Item 2
Management's Discussion and Analysis of Financial Condition and Results of
Operations
(1) Caution Regarding Forward-Looking Information
This quarterly report contains certain forward-looking statements and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to the Company or management. When used in this document, the words
"anticipate," "believe," "estimate," "expect" and "intend" and similar
expressions, as they relate to the Company or its management, are intended to
identify forward-looking statements. Such statements reflect the current view of
the Company regarding future events and are subject to certain risks,
uncertainties and assumptions, including the risks and uncertainties noted.
Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those described herein as anticipated, believed, estimated, expected or
intended. In each instance, forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.
(2) Results of Operations, Liquidity and Capital Resources
As of the date of this filing, the Company has no operations nor any liquid
assets. Its liabilities substantially exceed its assets. Accordingly, the
Company is dependent upon management's efforts to raise operating funds through
private placement of its securities and/or significant shareholders to provide
sufficient working capital to preserve the integrity of the corporate entity at
this time.
(Remainder of this page left blank intentionally)
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Part II - Other Information
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults on Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company has held no regularly scheduled, called or special meetings
of shareholders during the reporting period.
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
Reports on Form 8-K - None
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.
Safetek International, Inc.
May 7, 2001
/s/ Kevin B. Halter
-----------------------
Kevin B. Halter
President and Director
8