SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FORM 10QSB
FOR THE QUARTER ENDED SEPTEMBER 30, 2003
COMMISSION FILE NUMBER 333-51058
Capital Tech, Inc.
(Exact name of Registrant as specified in its charter)
Colorado ###-##-####
(State of (Primary standard industrial (I.R.S. employer
Incorporation) classification code number) identification number)
8200 South Quebec Street, A-3 #125
Centennial, Colorado 80112
720-529-9293
(Address and telephone number of Registrant's
principal executive offices)
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 twelve months, and (2) 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 close of the period covered by this
report: 2,110,000 shares.
2
Capital Tech, Inc.
Index
Part I Financial Information Page Number
Item 1.
Balance Sheet 3
Statements of Loss and Accumulated Deficit 4
Statements of Cash Flows 5
Footnotes 6
Item 2. Management's Discussion and
Analysis of Financial Condition and
Results of Operations 7
Part II None
Signatures 10
3
Capital Tech, Inc.
(A Development Stage Company)
Balance Sheet
September 30, 2003
(Unaudited)
ASSETS
------
Current assets: 2003
----------
Cash $ 132
----------
Total current assets 132
----------
$ 132
==========
STOCKHOLDERS' EQUITY
--------------------
Current liabilities:
Accounts payable $ 3,969
----------
Total current liabilities 3,969
Loans from related parties 11,850
Stockholders' equity:
Preferred stock, $.01 par value, 10,000,000 shares
authorized, no shares issued and outstanding -
Common stock, $.001 par value, 100,000,000 shares
authorized, 2,110,000 shares issued and outstanding 2,110
Additional paid in capital 180
(Deficit) accumulated during development stage (17,977)
----------
(15,687)
----------
$ 132
==========
See accompanying notes to financial statements.
4
Capital Tech, Inc.
(A Development Stage Company)
Statement of Operations
Three Months and Nine Months Ended September 30, 2003
For the Period From Inception (March 28, 2000) to September 30, 2003
(Unaudited)
Period From
Three Months Ended Nine Months Ended Inception To
September 30, September 30, Sept 30,
2003 2002 2003 2002 2003
---------- ---------- ---------- ---------- ----------
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Operating expenses:
Professional fees $ 350 $ 350 $ 2,300 $ 900 $ 13,175
Consulting expense -
related party - 250 - 250 3,616
Web site design expense -
related party - - - - 667
Other expenses 24 308 98 325 608
---------- ---------- ---------- ---------- ----------
374 908 2,398 1,475 18,065
---------- ---------- ---------- ---------- ----------
Other income and expense:
Interest income - - 2 7 88
---------- ---------- ---------- ---------- ----------
(Loss from operations)
and net (loss)- $ (374) $ (908) $ (2,396) $ (1,468) $ (17,977)
========== ========== ========== ========== ==========
Per share information:
Basic and diluted (loss)
per common share $ (0.00) $ (0.00) $ (0.00) $ (0.00) $ (0.01)
========== ========== ========== ========== ==========
Weighted average shares
outstanding 2,110,000 2,110,000 2,110,000 2,110,000 2,110,000
========== ========== ========== ========== ==========
See accompanying notes to financial statements.
5
Capital Tech, Inc.
(A Development Stage Company)
Statement of Cash Flows
Nine Months Ended September 30, 2003
For the Period From Inception (March 28, 2000) to September 30, 2003
(Unaudited)
Period From
Nine Months Ended Inception To
September 30, September 30,
2003 2002 2003
---------- ---------- ----------
<s> <c> <c> <c>
Net income (loss) $ (2,396) $ (1,468) $ (17,977)
Adjustments to reconcile net
income to net cash provided by
operating activities:
Expenses paid by related party 350 - 4,300
Changes in assets and liabilities:
Increase in accounts payable - 350 3,969
---------- ---------- ----------
Total adjustments 350 350 8,269
---------- ---------- ----------
Net cash provided by (used in)
operating activities (2,046) (1,118) (9,708)
Cash flows from financing activities:
Common stock sold for cash - - 2,290
Loans from related party 2,000 - 27,209
Repayment of related party loans - (1,017) (19,659)
---------- ---------- ----------
Net cash provided by (used in)
financing activities 2,000 (1,017) 9,840
---------- ---------- ----------
Increase (decrease) in cash (46) (2,135) 132
Cash and cash equivalents,
beginning of period 178 2,336 -
---------- ---------- ----------
Cash and cash equivalents,
end of period $ 132 $ 201 $ 132
========== ========== ==========
See accompanying notes to financial statements.
6
Capital Tech, Inc.
Notes to Unaudited Financial Statements
September 30, 2003
Basis of presentation
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions incorporated in
Regulation SB of the Securities and Exchange Commission. Accordingly,
they do not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of
normal recurring adjustments and accruals) considered necessary for a
fair presentation have been included.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year. The
accompanying financial statements should be read in conjunction with the
Company's financial statements for the year ended December 31, 2002
included elsewhere herein.
Basic loss per share was computed using the weighted average number of
common shares outstanding.
During the nine months ended September 30, 2003, the Company received
$2,000 from a related party for working capital purposes and had $350 of
expenses paid in its behalf by the related party. The outstanding balance
due to the related party was $11,850 at September 30, 2003.
7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Plan of Operation
Capital and Source of Liquidity. All of the initial working capital
has been obtained from the sale of common shares to the current
officers, directors and principal shareholder and loans of $3,659 from
Advanced Funding, a prior shareholder no longer affiliated with Capital
Tech. Advanced Funding locates and identifies various funding sources
for its clients wishing to obtain loans against its receivables, obtain
short term, interim capital or venture capital, etc. This balance to
Advanced Funding was repaid in full during the year ended December 31,
2001.
During October 2001. Capital Tech received a $22,000 cash advance from
Advanced and repaid expenses Advanced Funding paid in favor of Capital
Tech relating to an offering pursuant to Rule 504 of Regulation D
amounting to $15,000.
During the year ended December 31, 2002, Advanced Funding paid expenses
in behalf of Capital Tech amounting to $3,500 and Capital Tech repaid
$1,000 in cash to Advanced Funding. The net balance due to Advanced
Funding at December 31, 2002 amounted to $9,500.
For the nine months ended September 30, 2003 and 2002 and the years
ended December 31, 2002 and 2001, Capital Tech did not pursue any
investing activities.
For the nine months ended September 30, 2003, Capital Tech received a
loan from a related party of $2,000 resulting in net cash provided by
financing activities of $2,000.
For the nine months ended September 30, 2002, Capital Tech repaid
related party loans of $1,017 resulting in net cash provided by
financing activities of $1,017.
For the year ended December 31, 2002, Capital Tech repaid prior related
party loans of $1,000 resulting in net cash used in financing
activities of $1,000.
For the year ended December 31, 2001, Capital Tech received loans from
Advanced Funding, then a related party, of $22,000 and repaid the
related party $18,634 resulting in net cash provided by financing
activities. As a result, net cash provided by financing activities for
the year ended December 31, 2001 was $3,366.
We currently have no working capital and will rely on loans from our
officers and directors to continue operations until completion of the
offering. Capital Tech requires these additional loans and proceeds
from this offering to expand our current and strategic business plans.
8
On a long-term basis, liquidity is dependent on commencement of
operation and receipt of revenues, additional infusions of capital, and
debt financing. Capital Tech believes that related party loans and
proceeds from this offering in the short term will allow Capital Tech
to increase its marketing and sales efforts and thereafter result in
revenue and greater liquidity in the long term. However, there can be
no assurance that Capital Tech will be able to obtain additional equity
or debt financing in the future, if at all.
Results of Operations. For the nine months ended September 30, 2003
and 2002, Capital Tech did not receive any revenues from operations.
For the nine months ended September 30, 2003, Capital Tech had expenses
of $2,398 consisting of professional fees of $2,300 and other expenses
of $98.
For the nine months ended September 30, 2002, Capital Tech had expenses
of $1,475 consisting of professional fees of $900, consulting expense-
related party of $250 and other expenses of $325.
For the year ended December 31, 2002, Capital Tech did not receive any
revenues from operations and incurred expenses of $8,642 during that
period. The increase in professional fees to $8,019 relates to legal
and accounting fees for the preparation of this offering. Consulting
expense-related party decreased from $3,366 in 2001 to $250 in 2002 due
to a shift in the focus of operations. Other expenses were $373 for
the year ended December 31, 2002.
For the year ended December 31, 2001, Capital Tech did not receive any
revenues from operations and incurred expenses of $3,484 during that
period.
Expenses for the year ended December 31, 2001 consisted of consulting
expense - related party of $3,366 and other expenses of $118.
Plan of Operation. Capital Tech is in the development stage and has
not conducted any operations to date or received any operating
revenues. Capital Tech can satisfy our cash requirements in the next
24-36 months if we can successfully complete this offering or through
loans from our officers and directors.
For the current fiscal year, Capital Tech anticipates incurring a loss
as a result of expenses associated with registration under the
Securities Exchange Act of 1934, and expenses associated with locating
and evaluating acquisition candidates. Capital Tech anticipates that
until a business combination is completed with an acquisition
candidate, we will not generate revenues other than interest income,
and may continue to operate at a loss after completing a business
combination, depending upon the performance of the acquired business.
9
Capital Techs believes that our existing capital will not be sufficient
to meet Capital Tech's cash needs, including the costs of compliance
with the continuing reporting requirements of the Securities Exchange
Act of 1934, as amended, for a period of approximately one year.
Accordingly, in the event Capital Tech is able to complete a business
combination during this period, it anticipates that our existing
capital will not be sufficient to allow us to accomplish the goal of
completing a business combination. Capital Tech will depend on
additional advances from stockholders.
We cannot assure you that the available funds will ultimately prove to
be adequate to allow it to complete a business combination, and once a
business combination is completed, Capital Tech's needs for additional
financing are likely to increase substantially. Management and other
stockholders have not made any commitments to provide additional. We
cannot assure you that any additional funds will be available to
Capital Tech to allow us to cover our expenses. Even if Capital
Tech's cash assets prove to be inadequate to meet Capital Tech's
operational needs, Capital Tech might seek to compensate providers of
services by issuances of stock in lieu of cash.
We do not expect to purchase or sell any significant equipment, engage
in product research or development and do not expect any significant
changes in the number of employees.
Controls and Procedures. The chief executive officer/chief financial
officer of Capital Tech has made an evaluation of the disclosure
controls and procedures relating to the financial statements of Capital
Tech on Form 10QSB for the nine months ended September 30, 2003 and
2002 as filed with the Securities and Exchange Commission and has
judged such controls and procedures to be effective as of September 30,
2003 (the evaluation date).
There have not been any significant changes in the internal controls of
Capital Tech or other factors that could significantly affect internal
controls relating to Gaming Venture since the evaluation date.
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 hereunto duly authorized.
Date: December 13, 2003
By: /s/Richard Schreck
------------------------
Richard Schreck
President
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CERTIFICATIONS
I, Richard Schreck, certify that:
1. I have reviewed this quarterly report on Form 10QSB of Capital
Tech, Inc.
2. Based on my knowledge, the quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present, in all material respects, the financial condition, results of
operations and cash flows of the registrant as of, and for, the periods
presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e) and internal control over financial reporting (as defined in
Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business
issuer and have:
(a) designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the small
business issuer, including its consolidated subsidiaries, is made known
to me by others within those entities, particularly during the period
in which this quarterly report is being prepared;
(b) designed such internal control over financial reporting, or
caused such internal control over financial reporting to be designed
under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted
accounting principles;
(c) evaluated the effectiveness of the small business issuer's
disclosure controls and procedures and presented in this quarterly
report our conclusions about the effectiveness of the disclosure
controls and procedures, as of the end of the period covered by this
report based on such evaluation; and
(d) disclosed in this quarterly report any change in the small
business issuer's internal control over financial reporting that
occurred during the small business issuer's most recent fiscal quarter
that has materially affected, or is reasonably likely to materially
affect, the small business issuer's internal control over financial
reporting; and
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5. I have disclosed, based on my most recent evaluation, to the
registrant's auditors and the audit committee of the registrant's board
of directors (or persons performing the equivalent function):
(a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's ability
to record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
(b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
(6) I have indicated in this quarterly report whether or not there
were significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of
my most recent evaluation, including any corrective actions with regard
to significant deficiencies and material weaknesses.
Date: December 13, 2003
/s/Richard Schreck
Richard Schreck
Chief Executive Officer/Chief Financial Officer