UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-QSB/A
(Amendment No. 1)
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the Quarter Ended June 30, 2003
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
Commission File Number: 000-1084047
INNOVATIVE SOFTWARE TECHNOLOGIES, INC.
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(Exact name of small business issuer as specified in its charter)
California 95-4691878
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(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
5072 North 300 West
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Provo, UT 84604
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(Address of principal executive offices)
(801) 371-0755
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(Issuer's telephone number)
Indicate by check mark whether the Registrant (1) 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 (or such shorter period that the Registrant was
required to file such report(s)), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
There were 52,897,186 shares of common stock, $0.001 par value, outstanding as
of August 14, 2003.
This amendment is being filed to include exhibits that were inadvertently
omitted from the original filing on Form 10-QSB for the fiscal quarter ended
June 30, 2003.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this amendment to the report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Innovative Software Technologies, Inc.
Date: August 14, 2003 /s/ Douglas S. Hackett
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Douglas S. Hackett
President, Chief Executive Officer and Director
/s/ Linda W. Kerecman
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Linda W. Kerecman
Chief Financial Officer
INDEX TO EXHIBITS
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Exhibit
Number Description
- ------ -----------
3.1 Amendment to the Articles of Incorporation of Innovative
Software Technologies, Inc.
3.2 Articles of Incorporation of Innovative Software Technologies,
Inc., as amended.
3.3 Certificate of Designation of the Series A Preferred Stock of
Innovative Software Technologies, Inc. (incorporated by
reference from Exhibit 2.2 to the Company's Current Report on
Form 8-K/A filed March 14, 2002).
3.4 Certificate of Designation of the Series B Preferred Stock of
Innovative Software Technologies, Inc.
3.5 By-laws of Innovative Software Technologies, Inc.
(incorporated by reference from Exhibit 3(b) to the Company's
Annual Report on Form 10-KSB for the year ended December 31,
1999).
4.1 Specimen Certificate of Common Stock (incorporated by
reference from Exhibit 4(a) to the Company's Annual Report on
Form 10-KSB for the year ended December 31, 1999).
4.2 Articles FOURTH and FIFTH of the Articles of Incorporation of
Innovative Software Technologies, Inc., as amended (incorporated
by reference from Exhibit 3.2 to this Quarterly Report on Form
10-QSB).
4.3 Certificate of Designation of the Series A Preferred Stock of
Innovative Software Technologies, Inc. (incorporated by
reference from Exhibit 2.2 to the Company's Current Report on
Form 8-K/A filed March 14, 2002).
4.4 Certificate of Designation of the Series B Preferred Stock of
Innovative Software Technologies, Inc. (incorporated by
reference from Exhibit 3.4 to this Quarterly Report on Form
10-QSB).
4.5 Sections 3 - 17, 28, 39 - 46 and 51 - 53 of the By-laws of
Innovative Software Technologies, Inc. (incorporated by
reference from Exhibit 3(b) to the Company's Annual Report on
Form 10-KSB for the year ended December 31, 1999).
4.6 Financing Agreement dated January 25, 2001 among Iwasaka
Investments Limited, Shane Hackett and Hackett Media, Inc.
Executive Compensation Plans and Arrangements: Exhibits 10.2, 10.3,
10.4, 10.5 and 10.6 to the Quarterly Report on Form 10-QSB for fiscal quarter
ended June 30, 2003
10.1 Opportunity and Strategic Alliance Agreement dated September 1,
2002 by and between Energy Professional Marketing Group, Inc.
and Education Success, Inc.
10.2 Employment Agreement dated April 15, 2001 between Innovative
Software Technologies, Inc. and Douglas S. Hackett.
10.3 Employment Agreement dated December 31, 2001 between Energy
Professional Marketing Group, Inc. and James R. Garn.
10.4 Amendment dated July 15, 2002 to the Employment Agreement
between Energy Professional Marketing Group, Inc. and James R.
Garn.
10.5 Employment Agreement dated December 31, 2001 between Energy
Professional Marketing Group, Inc. and Ethan A. Willis.
10.6 Amendment dated July 15, 2002 to the Employment Agreement
between Energy Professional Marketing Group, Inc. and Ethan A.
Willis.
10.7 Indemnity Agreement dated August 17, 2001 between Innovative
Software Technologies, Inc. and Douglas Shane Hackett.
10.8 Indemnity Agreement/Hold Harmless Agreement dated August 17,
2001 among Innovative Software Technologies, Inc. and Scott
Mehaffey, Shawn M. Thomas, Margie Hackett and Douglas S.
Hackett.
10.9 Indemnity Agreement dated August 17, 2001 between Innovative
Software Technologies, Inc. and Margie Hackett.
10.10 Indemnity Agreement dated August 17, 2001 between Innovative
Software Technologies, Inc. and Scott Mehaffey.
10.11 Indemnity Agreement dated August 17, 2001 between Innovative
Software Technologies, Inc. and Margie Hackett.
10.12 Indemnity Agreement dated August 17, 2001 between Innovative
Software Technologies, Inc. and Shawn M. Thomas.
10.13 Indemnity Agreement dated January 9, 2002 among Innovative
Software Technologies, Inc. and Ethan Willis and Randy Garn.
10.14 Indemnity Agreement dated August 16, 2002 among Innovative
Software Technologies, Inc. and Ethan Willis and Randy Garn.
10.15 Indemnity Agreement dated August 15, 2002 among Innovative
Software Technologies, Inc. and Douglas Shane Hackett.
21 Subsidiaries of the Registrant.
31.1 Certification of Chief Executive Officer of Innovative
Software Technologies, Inc. dated August 14, 2003.
31.2 Certification of Chief Financial Officer of Innovative
Software Technologies, Inc. dated August 14, 2003.
32.1 Certification of Chief Executive Officer of Innovative Software
Technologies, Inc. dated August 14, 2003, which is accompanying
this Quarterly Report on Form 10-QSB for the quarter ended June
30, 2003 and is not treated as filed in reliance on Section
601(b)(32) of Regulation S-B.
32.2 Certification of Chief Financial Officer of Innovative Software
Technologies, Inc. dated August 14, 2003, which is accompanying
this Quarterly Report on Form 10-QSB for the quarter ended June
30, 2003 and is not treated as filed in reliance on Section
601(b)(32) of Regulation S-B.