SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For Quarter Ended: January 31, 2001
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission File No. 000-27119
MEDI-HUT CO., INC
(Exact name of registrant as specified in its charter)
Delaware 222-436-721
(State of incorporation) (I.R.S. Employer
Identification No.)
1935 Swarthmore Avenue
Lakewood, New Jersey 08701
(732) 901-0606
(Address and telephone number of principal executive offices
and principal place of business)
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 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 [ ]
As of March 7, 2000, Medi-Hut had a total of 12,108,800 shares of common
stock issued and outstanding.
TABLE OF CONTENTS
PART I: FINANCIAL INFORMATION
Item 1: Financial Statements...............................................3
Item 2: Management's Discussion and Analysis..............................12
PART II: OTHER INFORMATION
Item 2: Changes in Securities ............................................14
Item 5: Other Information.................................................15
Item 6: Exhibits and Reports filed on Form 8-K ...........................15
Signatures.................................................................17
2
PART I: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
The financial information set forth below with respect to Medi-Hut's
statements of operations for the three months ended January 31, 2001 and 2000
is unaudited. This financial information, in the opinion of Medi-Hut's
management, includes all adjustments consisting of normal recurring entries
necessary for the fair presentation of such data. The results of operations
for the three months ended January 31, 2001 and 2000 are not necessarily
indicative of results to be expected for any subsequent period.
3
Medi-Hut Co., Inc.
Condensed Interim Balance Sheet
January 31, 2001
January 31, 2001
----------------
ASSETS
CURRENT ASSETS
Checking account $ 54,227
Money market account 656,769
Investment - Commercial Paper 300,000
Accounts Receivable 523,475
Accrued Interest Receivable 1,541
Deferred Insurance 81,324
Deferred Consulting Services 1,298,403
Merchandise Inventory 214,054
----------------
TOTAL CURRENT ASSETS 3,129,793
----------------
PROPERTY AND EQUIPMENT, NET OF 133,333
ACCUMULATED DEPRECIATION
OTHER ASSETS
Joint Venture Investment at Equity 1,000,000
Patent, Net of Amortization 37,156
Deposits on Equipment 233,267
----------------
TOTAL OTHER ASSETS 1,270,423
----------------
TOTAL ASSETS $ 4,533,549
================
See Notes to Consolidated Condensed Interim Financial Statements
**Unaudited**
4
Medi-Hut Co., Inc.
Condensed Interim Balance Sheet
January 31, 2001
January 31, 2001
----------------
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Accounts Payable $ 455,710
Payroll Taxes Payable 2,716
Accrued Expenses 51,137
Accrued Income Taxes Payable 40,477
Deferred Income Taxes Payable 24,059
Deferred Consulting Payable 1,200,000
Due to Joint Venture Investment 500,000
Notes Payable 200,000
----------------
TOTAL CURRENT LIABILITIES 2,474,099
EQUITY
Capital Stock 11,634
Additional paid in capital 6,417,449
Subscriptions Receivable from Exercised Warrants (1,212,500)
Consultant Services to be Provided (1,932,000)
Deferred Charges (57,506)
Retained (Deficit)/Earnings (1,167,627)
----------------
TOTAL EQUITY 2,059,450
----------------
TOTAL LIABILITIES AND EQUITY $ 4,533,549
================
See Notes to Consolidated Condensed Interim Financial Statements
**Unaudited**
5
Medi-Hut Co., Inc.
Condensed Interim Income Statement
For the Quarters Ended January 31, 2001 and January 31, 2000
RESTATED
November 1, 2000 November 1, 1999
to to
January 31, 2001 January 31, 2000
---------------- ----------------
SALES
Sales $ 2,205,146 $ 1,156,799
Sales discounts (5,666) (1,847)
---------------- ----------------
Total SALES 2,199,480 1,154,952
COST OF SALES
BEGINNING INVENTORY 238,808 28,500
Purchases 1,917,199 1,164,673
Purchases discounts 0 (53)
Freight In 0 2,125
Ending Inventory (214,054) (131,515)
Freight out 12,076 655
---------------- ----------------
Total COST OF SALES 1,954,029 1,064,385
---------------- ----------------
Total GROSS PROFIT 245,451 90,567
GENERAL & ADMINISTRATIVE 140,796 123,522
---------------- ----------------
Total NET OPERATING INCOME (LOSS) 104,655 (32,955)
OTHER (INCOME) AND EXPENSES
Interest Income (16,348) (13,577)
Interest Expense 600 0
Depreciation Expense 13,934 0
Amort of Patent Expenses 149 640
---------------- ----------------
Total OTHER (INCOME) AND EXPENSES (1,665) (12,937)
---------------- ----------------
NET INCOME (LOSS) BEFORE TAX 106,320 (20,018)
INCOME TAXES
Provision for Income Taxes 29,724 857
---------------- ----------------
INCOME TAXES 29,724 857
---------------- ----------------
NET INCOME (LOSS) $ 76,596 $ (20,875)
================ ================
INCOME /(LOSS) PER COMMON SHARE 0.007 (0.002)
================ ================
INCOME /(LOSS) PER COMMON SHARE
ASSUMING DILUTION 0.007
================
See Notes to Consolidated Condensed Interim Financial Statements
**Unaudited**
6
Medi-Hut Co.,Inc.
Condensed Interim Cash Flow Statements
For the Three Months Ended January 31, 2001 & January 31, 2000
RESTATED
Three Months Three Months
Ended Ended
January 31, January 31,
2001 2000
------------- -------------
Description
- -----------
Net Cash Provided (Used) by Operating Activities 344,886 (106,219)
Cash Flows from Investing Activities -
Investment in Joint Venture (500,000) 0
Deposits on equipment (50,000) (15,000)
Purchase of equipment (4,133) 0
------------- -------------
Net Cash (Used) by Investing Activities (554,133) (15,000)
Cash Flows from Financing Activities -
Issuance of stock in exchange for
insurance coverage 18,000 0
Exercise of stock warrants 300,000 0
Redemption of marketable securities 100,000 0
------------- -------------
Net Cash Provided by Financing Activities 418,000 0
Net Increase (Decrease) in Cash 208,753 (121,219)
Cash at Beginning of Period 502,243 374,518
------------- -------------
Cash at End of Period $ 710,996 $ 253,299
============= =============
Schedule of Non-Cash Financing and Investing Activities
The 1/31/01 Balance Sheet of Medi-Hut Co., Inc. presents two non-cash
items at 1/31/01; 1) a $500,000 existing commitment to the Joint Venture
Investment and 2) a receivable of $1,212,500 set up for stock warrants
exercised on 1/31/01.
7
Medi-Hut Co., Inc.
Notes to the Condensed Interim Financial Statements
January 31, 2001 and 2000
NATURE OF ORGANIZATION
Medi-Hut Co., Inc. (the Company), is a company in the business of
selling wholesale medical supplies. The Company was incorporated on November
22, 1982 in the State of New Jersey. On January 28, 1998, the Company entered
into an Agreement and Plan of Reorganization (APR) with a public company
Indwest, Inc. (Indwest), a Utah company incorporated on August 20, 1981
(formerly known as Gibraltor Energy, Gibraltor Group, Computermall of
Philadelphia, Inc. and Steering Control Systems, Inc.) Pursuant to the APR,
Medi-Hut's shareholders exchanged 100% of their common shares for 4,295,000
newly issued shares of Indwest on March 3, 1998.
For accounting purposes, the acquisition has been treated as an
acquisition of Indwest by Medi-Hut and a recapitalization of Medi-Hut. The
historical financial statements prior to January 28, 1998 are those of
Medi-Hut. Pro-forma information is not presented since the combination is
considered a recapitalization. Subsequent to the exchange, Medi-Hut merged
with Indwest whereby Medi-Hut ceased to exist and Indwest, the surviving
corporation, changed its name to Medi-Hut Company, Inc. On February 2, 1998
Medi-Hut Company, Inc. changed its state of domicile from Utah to Delaware.
The surviving corporation's operations are entirely those of the former and
new Medi-Hut.
Acquisition of Vallar Consulting Group and Restatement
- -------------------------------------------------------
On April 4, 2000, the Company acquired Vallar Consulting Group in a
business combination accounted for as a pooling of interests. Vallar
Consulting Group, which engages in the sales of medical supplies, became a
wholly owned subsidiary of the Company through the exchange of 350,000
restricted shares of the Company's common stock for all of the outstanding
stock of Vallar Consulting Group. The accompanying financial statements for
January 31, 2000 and 2001 are based on the assumption that the companies were
combined for the three months ended January 31, 2000 and 2001 and financial
statements of prior years have been restated to give effect to the
combination.
Following is a reconciliation of the amounts of net sales and net
income previously reported for the 3-month period ending January 31, 2000 with
restated amounts:
November 1, 1999
to
January 31, 2000
----------------
Net sales
As previously reported $ 367,702
Vallar Consulting Group 787,250
----------------
As restated $ 1,154,952
================
**UNAUDITED**
8
Medi-Hut Co., Inc.
Notes to the Condensed Interim Financial Statements
January 31, 2001 and 2000
Acquisition of Vallar Consulting Group and Restatement, Continued
- -------------------------------------------------------
November 1, 1999
to
January 31, 2000
-----------------
Net Income / (Loss)
As previously reported $ ( 3,531)
Vallar Consulting Group (17,344)
-----------------
As Restated $ ( 20,875)
=================
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of Medi-Hut
Co., Inc. and all of its wholly owned subsidiaries. All significant
inter-company balances and transactions have been eliminated. Prior to April
4, 2000, the company and Vallar Consulting Group, in the normal course of
business, entered into certain transactions for the purchase and sale of
merchandise. These inter-company transactions have been eliminated in the
accompanying financial statements.
BASIS OF PRESENTATION
The accompanying unaudited consolidated condensed interim financial
statements have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to item
310 of Regulation S-B. 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 accruals) considered necessary for
a fair presentation have been included. Operating results for the three
months ended January 31, 2001 and 2000 are not necessarily indicative of the
results that may be expected for the years ended October 31, 2001 and 2000,
respectively.
**UNAUDITED**
9
Medi-Hut Co., Inc.
Notes to the Condensed Interim Financial Statements
January 31, 2001 and 2000
REGISTRATION OF ADDITIONAL SECURITIES
On January 29, 2001 the Company registered an additional 2,250,000
shares of common stock with The Securities and Exchange Commission for the
purpose of raising additional working capital.
NOTES PAYABLE
On January 31, 2001 the Company received a bank commitment on a $750,000
revolving line of credit under which the bank has agreed to make loans at %
above the prime interest rate. The note is secured by the Company's business
assets. As of January 31, 2001 there was $ 0 outstanding on the line.
On December 27, 2000 the company received a sum of $200,000 in exchange
for a Promissory Note from an independent lender. The note is payable in full
on March 25, 2001 and bears an interest rate equal to 10% per annum. The note
is secured by the Company's business assets. This note was paid in full on
February 27, 2001, and all interest charges were subsequently forgiven by the
lender.
INVESTMENTS
The Company had investments in Held-to maturity debt securities on
January 31, 2001 and 2000 in the amount of $300,000 and $700,000 respectively.
The securities had 30 day terms and fixed interest rates of 6.37% and 5.40%
per annum and are unsecured.
On November 16, 2000 the Company entered into a joint venture agreement
with a South Korean company whereby Medi-Hut shall contribute $1,000,000 for a
44% interest in the entity. The Korean Government approved the registration
of the new entity on February 15, 2001. The entity will provide a facility for
the production of the Company's patented safety syringe and allow for better
control over the manufacturing and distribution process. As of January 31,
2001 the Company had a liability of $500,000 to the entity.
EXERCISED WARRANTS
On December 18, 2000, 100,000 warrants were exercised by a warrant
holder totaling $300,000 of proceeds to the Company and the issuance of
100,000 shares of common stock. On January 31, 2001, 700,000 warrants were
exercised by two different warrant holders totaling $1,212,500 of proceeds to
the Company and the issuance of 700,000 shares of common stock. As of January
31, 2001 the proceeds from the warrants exercised on January 31 were in
transit and not yet received by the Company.
**UNAUDITED**
10
Medi-Hut Co., Inc.
Notes to the Condensed Interim Financial Statements
January 31, 2001 and 2000
ISSUANCE OF STOCK
On January 5, 2001 the Company issued 4,000 shares of common stock valued
at $18,000 to an insurance company in exchange for an insurance liability
policy.
EARNINGS (LOSS) PER COMMON SHARE
Earnings (loss) per common share, in accordance with the provisions of
Financial Accounting Standards Board No. 128, "Earnings per Share", is
computed by dividing net income (loss) by the weighted average number of
shares of common stock outstanding during the period. At January 31, 2001
and 2000, the following amounts were used in computing earnings per share and
the effect on the weighted average number of shares of dilutive potential
common stock. The number of shares used in the calculations reflects of the
common stock equivalents (warrants) if exercised:
Qtr Ended Qtr Ended
1/31/01 1/31/00
-------------- -------------
Weighted average number of common
Shares used in basic EPS 10,886,322 10,472,800
Effect of Dilutive Securities:
Warrants 401,418 360,738
-------------- -------------
Weighted average number of common
Shares and dilutive potential
Common stock used in diluted EPS 11,287,740 10,833,538
============== =============
SUBSEQUENT EVENTS
On March 5, 2001 the Company announced it's signing of a letter of intent
to enter into an Agreement and Plan of Reorganization with a competing sales
and marketing organization. The Company will enter into the agreement through
a stock-for-stock exchange.
On February 1, 2001, 475,000 warrants were exercised by a warrant holder
totaling $1,995,000 of proceeds to the Company and the issuance of 475,000
shares of common stock.
**UNAUDITED**
11
In this quarterly report references to "Medi-Hut," "we," "us," and "our"
refer to Medi-Hut Co., Inc.
FORWARD LOOKING STATEMENTS
This Form 10-QSB contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. For this
purpose any statements contained in this Form 10-QSB that are not statements
of historical fact may be deemed to be forward-looking statements. Without
limiting the foregoing, words such as "may," "will," "expect," "believe,"
"anticipate," "estimate" or "continue" or comparable terminology are intended
to identify forward-looking statements. These statements by their nature
involve substantial risks and uncertainties, and actual results may differ
materially depending on a variety of factors, many of which are not within
Medi-Hut's control. These factors include but are not limited to economic
conditions generally and in the industries in which Medi-Hut may participate;
competition within Medi-Hut's chosen industry, including competition from much
larger competitors; technological advances and failure by Medi-Hut to
successfully develop business relationships.
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS
Medi-Hut wholesales name brand drugs, medical products, our "Elite"
brand medical products and our "Tru-Choice" over-the-counter drugs. These
products are provided to us by various suppliers. We also manufacture and
market our Elite Safety Syringe. The following discussion and analysis should
be read in conjunction with our financial statements and notes which are
attached to this report. We realize revenue when products are shipped and
title passes to our wholesalers. Our inventory consists of finished products
which are warehoused at the third-party manufacturer's or supplier's facility
or when necessary at our own warehouse. Revenue is net of returns, which have
historically been less than 2% of gross sales. Our fiscal year ends on
October 31st and the following discussions are based on the consolidated
financial statements of Medi-Hut and Vallar for the 2000 fiscal year.
Acquisition Treatment
In April 2000, in an arm's length transaction, Medi-Hut acquired Vallar
Consulting, a privately held New York corporation, in the business of selling
over-the-counter and name brand pharmaceuticals to distributors and
wholesalers nationwide. Pursuant to the agreement, dated January 10, 2000, we
issued 350,000 common shares valued at $1,340,500 to Lawrence Marasco, the
sole owner of Vallar. The acquisition was treated as a pooling of interests
for accounting purposes and Vallar became our wholly-owned subsidiary.
Subsequently, Vallar was dissolved and all assets, liabilities and equity were
recorded on our books and our financial statements have been restated to
reflect these allocations.
Results of Operations
Three Months Ended January 31, 2001 Compared to Three Months Ended
January 31, 2000
The following table summarizes the results of our operations for the
three months ended January 31, 2001 and 2000, our first fiscal quarter.
Three Months Ended January 31,
2001 2000
--------------- --------------
Total Sales $ 2,199,480 $ 1,154,952
Total Cost of Sales 1,954,029 1,064,385
--------------- --------------
Gross Profit 245,451 90,567
General & Administrative Expenses 140,796 123,522
--------------- --------------
12
Net Operating Income (Loss) 104,655 (32,955)
Total Other (Income) and Expenses (1,665) (12,937)
Income Taxes 29,724 857
Net Income (Loss) $ 76,596 $ (20,875)
Total sales increased $1,044,528 for the first quarter of 2001 compared
to the first quarter of 2000. This increase in sales was primarily the result
of sales of name brand pharmaceuticals and the addition of our Elite Safety
Syringe to our product line.
Total cost of sales decreased from 92.2% of total sales for the first
quarter of 2000 compared to 88.8% of total sales for the first quarter of
2001. The total costs of sales are reflective of the smaller profit margin of
the name brand pharmaceuticals product line. While our gross profit increased
by $154,884 from the first quarter of 2000 compared to the first quarter of
2001, gross profits as a percentage of total sales were 7.8 % of sales in the
first quarter of 2000 compared to 11.2 % of sales in the first quarter of
2000.
General and administrative expenses increased $17,274 from the first
quarter of 2000 compared to the first quarter of 2001. Such expenses were
10.7% of sales for the first quarter of 2000 compared to 6.4% of total sales
for the first quarter of 2001. Accordingly, we recorded a net operating
income in the 2001 first quarter compared to a net operating loss for the
comparable 2000 period.
We recorded total other income of $1,665 for the first quarter of 2001
compared to total other income of $12,937 for the first quarter of 2000. The
reduction in total other income for the 2001 first quarter compared to the
first quarter of 2000 was due primarily to depreciation expense from the new
molds we placed into service. In addition, income taxes increased in the
first quarter of 2001 as a result of our net income for the 2001 first quarter
compared to a net loss for the comparable 2000 period.
Liquidity and Capital Resources
We have funded our cash requirements primarily through revenues and sales
of our common stock. Management anticipates we will continue to meet our
present requirements for working capital and capital expenditures for the next
twelve months from revenues and equity transactions. As of the end of the
first quarter of 2001 we had $710,996 in cash and working capital of $655,694.
We had total current assets of $3,129,793 with total current liabilities of
$2,474,099.
Net cash provided by our operating activities was $344,886 for the 2001
first quarter, compared to $106,219 net cash used by operating activities for
the comparable period. Net cash used by investing activities was $554,133 for
the 2001 first quarter compared to $15,000 net cash used by investing
activities for the same period in 2000. $500,000 of this amount is related to
our investment of capital funding in Medi-Hut International (Mfg.) Co., Ltd.
under our joint venture agreement with COA Industrial.
Net cash provided by financing activities was $418,000 for the 2001 first
quarter and was primarily related to $300,000 in proceeds from the exercise of
100,000 warrants. The warrants were granted under various agreements and the
underlying common shares were registered under the Securities Act of 1933 on
January 29, 2001. An additional 700,000 warrants were exercised on January
31, 2001 and we anticipate receipt of $1,212,500 in proceeds. 950,000
warrants remain outstanding and if all of the remaining warrants are exercised
we could receive up to $4,488,750. In addition, $100,000 of net cash provided
by financing activities was provided by the redemption of marketable debt
securities during the first quarter 2001. As of January 31, 2001 we held debt
securities in the amount of $300,000 with a fixed interest rate of 6.37% per
annum and they are unsecured. In December 2000 we received a loan of $200,000
which we used for working capital and were able to pay off in full by February
2001.
13
As of October 31, 2000, our principal commitments consisted of office and
warehouse space and an automobile lease. Monthly rental payments are
approximately $2,025 per month with total future minimum rental payments of
$16,183 through the fiscal year 2003.
Financing. We have a $750,000 revolving line of credit which expires
January 31, 2002. PNC Bank, N.A. makes loans to us at % above the prime
interest rate for the revolving line of credit. This line of credit is
secured by all the assets of Medi-Hut. As of the fiscal year ended 2000 and
the first quarter ended January 31, 2001 there were no amounts outstanding on
the line of credit.
On October 4, 1999, we received preliminary approval from the New Jersey
Economic Development Authority for $5.75 million in financial assistance to
build a manufacturing facility in New Jersey for our Elite Safety Syringe.
However, the New Jersey Authority may not be able to allocate tax-exempt
private activity bonds if it receives financing requests which exceed its
private activity bond caps or if it determines that other projects should have
priority over Medi-Hut's project. We are currently seeking an underwriter for
the bonds. We anticipate that we will rely on manufacturing facilities
located in Korea to produce our Elite Safety Syringe.
Management anticipates that we may seek additional funding through future
securities offerings which will be effected pursuant to applicable exemptions
under federal and state laws. We will determine the purchasers and manner of
issuance according to our financial needs and the available exemptions. We
have no plans to make a public offering of our common stock at this time. We
also note that if we issue more shares of our common stock our shareholders
may experience dilution in the value per share of their common stock.
If additional funds are needed for our future growth, we can not assure
that funds will be available from any source, or, if available, that we will
be able to obtain the funds on terms agreeable to us. The acquisition of
funding through the issuance of debt could result in a substantial portion of
our cash flows from operations being dedicated to the payment of principal and
interest on the indebtedness, and could render us more vulnerable to
competitive and economic downturns.
PART II: OTHER INFORMATION
ITEM 2: CHANGES IN SECURITIES AND USE OF PROCEEDS
(c) Recent Sales of Unregistered Securities
The following discussion describes all securities sold by us without
registration during the quarter ended January 31, 2001 and as of a recent
date.
On November 30, 2000 we agreed to sell, in a private placement, 475,000
units for $1,995,000 to Mid-West First Financial, Inc., an accredited
investor. Each unit consisted of one common share and one warrant to purchase
one common share. The warrants are exercisable for a period of five years at
an exercise price of $5.25. We relied on an exemption from registration under
the Securities Act of 1933 provided by Section 4(2) as a private transaction
not involving a public distribution. Mid-West First Financial was provided
the same kind of information as would be available in a registration statement
regarding Medi-Hut and Medi-Hut reasonably believed it possessed sufficient
sophistication to evaluate the information provided.
On January 5, 2001 we issued 4,000 common shares valued at $18,000 to Don
Mayer, President of Universal Business Insurance in consideration for
directors and officers liability insurance provided to us. We relied on an
exemption from registration under the Securities Act of 1933 provided by
Section 4(2) as a private transaction not involving a public distribution.
Mr. Mayer was provided the same kind of information as would be available in a
registration statement regarding Medi-Hut and Medi-Hut reasonably believed he
possessed sufficient sophistication to evaluate the information provided.
14
(d) Use of Proceeds
Our registration statement on Form SB-2, file No. 333-53718, was declared
effective January 29, 2001. We have issued 804,000 of the 2,250,000 Medi-Hut
common shares registered under this registration statement, however, we will
not receive proceeds from the sale of the registered shares. These shares
will be sold from time to time and at the total discretion of the selling
stockholders. We have received proceeds of $1,512,500 from the exercise of
warrants to purchase 800,000 of the registered shares. We have used these
proceeds for business development.
ITEM 5: OTHER INFORMATION
Management is currently conducting due diligence related to our potential
agreement and plan of reorganization with WJL Enterprises, Inc. WJL
Enterprises formerly conducted business under the name of Jomar Marketing and
has represented to management that it recorded $12 million in sales for fiscal
year 2000. Terms of the stock-for-stock exchange are currently being
negotiated and management hopes to finalize the agreement within the next 90
days.
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Part II Exhibits
----------------
Exhibit
Number Description
- -------- -------------
2.1 Agreement and Plan of Reorganization between Medi-Hut and Vallar
Consulting, dated January 10, 2000. (Incorporated by reference to
Medi-Hut's 10-KSB, as amended, filed January 26, 2000)
3.1 Articles of Incorporation of Medi-Hut (Incorporated by reference
to exhibit 3.1 to Medi-Hut's Form 10-SB as amended, file No.
0-27119, filed August 23, 1999.)
3.2 Articles of Merger filed February 20, 1998 (Incorporated by
reference to exhibit 3.2 to Medi-Hut's Form 10-SB as amended, file
No. 0-27119, filed August 23, 1999.)
3.3 Articles of Merger filed February 27, 1998 (Incorporated by
reference to exhibit 3.3 to Medi-Hut's Form 10-SB as amended, file
No. 0-27119, filed August 23, 1999.)
3.4 Bylaws of Medi-Hut (Incorporated by reference to exhibit 3.4 to
Medi-Hut's Form 10-SB as amended, file No. 0-27119, filed August
23, 1999.)
10.1 Promissory Note and Agreement between Medi-Hut and PNC Bank, N.A.,
dated February 26, 2001.
________________________
15
(b) Reports on Form 8-K.
--------------------
On February 5, 2001 we filed an 8-K under Item 5 regarding our
registration statement on Form SB-2 being declared effective on January 29,
2001.
On February 16, 2001 we filed an 8-K under Item 5 regarding the
Korean governmental approval and registration of Medi-Hut International (Mfg.)
Co., Ltd.
On March 6, 2001 we filed an 8-K under Item 5 regarding the signing
of a letter of intent to enter into an Agreement and Plan of Reorganization
with WJL Enterprises, Inc. No financial statements were filed.
16
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.
Medi-Hut Co., Inc.
3-15-01 /s/ Joseph Sanpietro Pres
Date: ________________ By: ______________________________________
Joseph Sanpietro, President and Director
3-15-01 /s/ Vincent Sanpietro Sec
Date: _______________ By: _______________________________________
Vincent Sanpietro, Secretary and Director
3-15-01 /s/ Robert Russo, Treasurer & Director
Date: _______________ By: _______________________________________
Robert Russo, Treasurer and Director
17