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UNITED STATES
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 the quarterly period ended: September 30, 2003
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _________________ to _________________
Commission file number: 000-32375
AUTEC ASSOCIATES, INC.
----------------------
(Exact name of small business issuer as specified in its charter)
Florida 65-0067192
------- ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
38 East Osceola Street, Stuart, Florida 34994
---------------------------------------------
(Address of principal executive offices)
(561) 288-0666
--------------
(Issuer's telephone number)
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 [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
12,500,000 common shares issued and outstanding as of November 14, 2003
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
FORWARD LOOKING INFORMATION
This quarterly report contains forward-looking statements as that term is
defined in the Private Securities Litigation Reform Act of 1995. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as "may",
"will", "should", "expects", "plans", "anticipates", "believes", "estimates",
"predicts", "potential" or "continue" or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, that may cause our or our
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update
any of the forward-looking statements to conform these statements to actual
results.
Our financial statements are stated in United States Dollars (US$) and are
prepared in accordance with United States Generally Accepted Accounting
Principles. In this quarterly report, unless otherwise specified, all dollar
amounts are expressed in United States Dollars. All references to CDN$ refer to
Canadian Dollars.
As used in this annual report, the terms "we", "us", "our" and the "Company"
mean Autec Associates, Inc. unless otherwise indicated.
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited financial statements of Autec for the three and nine months ended
September 30, 2003, follow. The financial statements reflect all adjustments
which are, in the opinion of management, necessary to a fair statement of the
results for the interim period presented.
AUTEC ASSOCIATES, INC.
FINANCIAL STATEMENTS
September 30, 2003 and December 31, 2002
AUTEC ASSOCIATES, INC.
Balance Sheets
ASSETS
------
September 30, December 31,
2003 2002
----------- --------
(Unaudited)
CURRENT ASSETS
Cash $ 14,061 $ 23,102
Accounts receivable 882 --
Inventory 15,540 13,205
-------- --------
Total Current Assets 30,483 36,307
-------- --------
PROPERTY AND EQUIPMENT
Furniture and fixtures 2,497 2,497
Less - accumulated depreciation (1,123) (749)
-------- --------
Total Property and Equipment 1,374 1,748
-------- --------
TOTAL ASSETS $ 31,857 $ 38,055
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Accounts payable $ 26,599 $ 27,501
Accrued expenses 689 3,868
-------- --------
Total Current Liabilities 27,288 31,369
-------- --------
STOCKHOLDERS' EQUITY
Common stock; 20,000,000 shares authorized of no par
value, 12,500,000 shares issued and outstanding 20,100 20,100
Additional paid-in capital 48,569 38,617
Accumulated deficit (64,100) (52,031)
-------- --------
Total Stockholders' Equity 4,569 6,686
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 31,857 $ 38,055
======== ========
The accompanying notes are an integral part of these financial statements.
2
AUTEC ASSOCIATES, INC.
Statements of Operations
(Unaudited)
For the For the
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------------- ----------------------------
2003 2002 2003 2002
------------ ------------ ------------ ------------
REVENUE
Net sales $ 31,800 $ 26,952 $ 121,836 $ 93,632
Cost of goods sold 12,591 11,986 60,209 48,865
------------ ------------ ------------ ------------
Gross Profit 19,209 14,966 61,627 44,767
------------ ------------ ------------ ------------
EXPENSES
Depreciation 124 125 374 375
General and administrative 13,438 9,303 45,710 35,289
Salaries 9,204 9,204 27,612 27,612
------------ ------------ ------------ ------------
Total Expenses 22,766 18,632 73,696 63,276
------------ ------------ ------------ ------------
LOSS FROM OPERATIONS (3,557) (3,666) (12,069) (18,509)
INCOME TAXES -- -- -- --
------------ ------------ ------------ ------------
NET LOSS $ (3,557) $ (3,666) $ (12,069) $ (18,509)
============ ============ ============ ============
BASIC LOSS PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00)
============ ============ ============ ============
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 12,500,000 12,500,000 12,500,000 12,500,000
============ ============ ============ ============
The accompanying notes are an integral part of these financial statements.
3
AUTEC ASSOCIATES, INC.
Statement of Stockholders' Equity
Common Stock Additional
----------------------- Paid-in Accumulated
Shares Amount Capital Deficit
---------- ---------- ---------- ----------
Balance, December 31, 2002 12,500,000 $ 20,100 $ 38,617 $ (52,031)
Contributed capital (unaudited) -- -- 9,952 --
Net loss for the nine months ended
September 30, 2003 (unaudited) -- -- -- (12,069)
---------- ---------- ---------- ----------
Balance, September 30, 2003
(unaudited) 12,500,000 $ 20,100 $ 48,569 $ (64,100)
========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
4
AUTEC ASSOCIATES, INC.
Statements of Cash Flows
(Unaudited)
For the
Nine Months Ended
September 30,
---------------------
2003 2002
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(12,069) $(18,509)
Adjustments to receivable net loss to net cash
used by operating activities
Depreciation expense 374 375
Changes in operating assets and liabilities:
Increase in accounts receivable (882) --
(Increase) decrease in inventory (2,335) 730
Decrease in accounts payable (902) (24,821)
Decrease in accrued expenses (3,179) (1,099)
-------- --------
Net Cash Used by Operating Activities (18,993) (43,324)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES -- --
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Contributed capital 9,952 4,493
-------- --------
Net Cash Provided by Financing Activities 9,952 4,493
-------- --------
NET DECREASE IN CASH (9,041) (38,831)
CASH AT BEGINNING OF PERIOD 23,102 43,947
-------- --------
CASH AT END OF PERIOD $ 14,061 $ 5,116
======== ========
CASH PAID FOR:
Interest $ -- $ --
Income taxes $ -- $ --
The accompanying notes are an integral part of these financial statements.
5
AUTEC ASSOCIATES, INC.
Notes to the Financial Statements
September 30, 2003 and 2002
NOTE 1 - BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying unaudited condensed financial statements have been
prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United
States of America have been condensed or omitted in accordance with such
rules and regulations. The information furnished in the interim condensed
financial statements include normal recurring adjustments and reflects all
adjustments, which, in the opinion of management, are necessary for a fair
presentation of such financial statements. Although management believes the
disclosures and information presented are adequate to make the information
not misleading, it is suggested that these interim condensed financial
statements be read in conjunction with the Company's most recent audited
financial statements and notes thereto included in its December 31, 2002
Annual Report on Form 10-KSB. Operating results for the nine months ended
September 30, 2003 are not necessarily indicative of the results that may
be expected for the year ending December 31, 2003.
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using accounting principles
generally accepted in the United States of America applicable to a going
concern, which contemplates the realization of assets and liquidation of
liabilities in the normal course of business. However, as of September 30,
2003, the Company's current liabilities exceed its current assets, and the
Company experienced a loss for the period. It is the intent of the Company
to continue its current operations, in accordance with its business
prospectus, which management believes will generate enough cash to cover
the Company's operating expenses. However, there is no guarantee that the
Company will be able to achieve its goals or continue as a going concern.
6
Item 2. Management's Discussion and Analysis or Plan of Operation.
GENERAL
Autec Associates, Inc. was formed on September 30, 1988 as a corporation under
the laws of the State of Florida (the "Company"), and currently trades on the
Over-the-Counter Bulletin Board under the symbol "AUTC". Since its inception in
1988, Autec has been engaged in the design, manufacturing, marketing,
distribution and repair of stone-set jewelry using diamonds and other precious
gemstones, such as rubies, sapphires and emeralds. Autec also manufactures and
designs numerous modern styles of stone-set jewelry, including necklaces,
earrings, rings, bracelets, and other ornaments.
Autec's principal executive office is located at 38 East Osceola Street, Stuart,
Florida 34994. Its telephone number is (561) 288-0666, its facsimile number is
(561) 220-8132, and its e-mail address is autec@hotmail.com.
Autec currently maintains a retail outlet for the sale of its jewelry products
to the public in Stuart, Florida. Autec intends to broaden its customer base by
selling its jewelry products within the United State and Canada. Individual
retail customers for the jewelry products are the primary targeted consumers.
Autec's current market concentration is in southeastern United States, which is
primarily due to long-term existing relationships with certain clients.
RESULTS OF OPERATION
Nine month Period Ended September 30, 2003 Compared to Nine month Period Ended
September 30, 2002
Net sales for the nine month periods ended September 30, 2003 and 2002 were
$121,836 and $93,632, respectively, resulting primarily from the sale of its
jewelry products. However, Autec realized a net loss for the nine month periods
ended September 30, 2003 and 2002 of ($12,069) and ($18,509), respectively.
Autec's loss from operation during the nine month period ended September 30,
2003 was ($12,069) compared to a loss from operations of ($18,509) during the
nine month period ended September 30, 2002 (a decrease of $6,440).
Net sales for the nine month periods ended September 30, 2003 and 2002 were
$121,836 and $93,632, respectively (an increase of $28,204 during the nine month
period ended September 30, 2003 compared to the nine month period ended
September 30, 2002.). The increase in net sales during the nine month period
ended September 30, 2003 was primarily due to change in sales volume. Prices for
Autec's jewelry products have been and continue to be consistent as a percentage
of costs. Therefore, any fluctuations in sales revenue would be derived from
changes in sales volume.
Gross profit for the nine month periods ended September 30, 2003 and 2002
amounted to $61,627 and $44,767, respectively (an increase of $16,860 during the
nine month period ended September 30, 2003 compared to the nine month period
ended September 30, 2002). Although cost of goods sold increased during the nine
month period ended September 30, 2003, the increase in net profit was primarily
a result of an increase in net sales.
During the nine month period ended September 30, 2003, Autec recorded operating
expenses of $73,696 compared to operating expenses of $63,276 recorded during
the nine month period ended September 30, 2002 (an increase of $10,420). The
operating expenses incurred during the nine month period ended September 30,
2003 consisted primarily of the following: (i) general and administrative
expenses of $45,710 compared to $35,289 in general and administrative expenses
incurred during the nine month period ended September 30, 2002; (ii) salary
expense of $27,612 compared to $27,612 in salary expense incurred during the
nine month period ended September 30, 2002; and (iii) depreciation of $374
compared to $375 in depreciation incurred during the nine month period ended
September 30, 2002. The increase in operating expenses during the nine month
period ended September 30, 2003 was primarily due to Autec incurring more
general and administrative expenses. General and administrative expenses include
corporate overhead, shipping and warehousing costs, selling expenses and
professional fees.
7
Net loss realized during the nine month period ended September 30, 2003
decreased compared to net loss realized during the nine month period ended
September 30, 2002, which was primarily due to the increase in revenues during
the nine month period ended September 30, 2003. Autec's net loss during the nine
month period ended September 30, 2003 was ($12,069) compared to net loss of
($18,509) during the nine month period ended September 30, 2002. The weighted
average of common shares outstanding were 12,500,000 for the nine month periods
ended September 30, 2003 and 2002, respectively.
Three-Month Period Ended September 30, 2003 Compared to Three-Month Period Ended
September 30, 2002
Autec's loss from operations during the three-month period ended September 30,
2003 was ($3,557) compared to a loss from operations of ($3,666) during the
three-month period ended September 30, 2002 (a decrease of $109).
Net sales for the three-month periods ended September 30, 2003 and 2002 were
$31,800 and $ 26,952, respectively (an increase of $4,848 during the three-month
period ended September 30, 2003 compared to the three-month period ended
September 30, 2002.). The increase in net sales during the three-month period
ended September 30, 2003 was primarily due to change in sales volume. Prices for
Autec's jewelry products have been and continue to be consistent as a percentage
of costs. Therefore, any fluctuations in sales revenue would be derived from
changes in sales volume.
Gross profit for the three-month periods ended September 30, 2003 and 2002
amounted to $19,209 and $14,966, respectively (an increase of $4,243 during the
three-month period ended September 30, 2003 compared to the three-month period
ended September 30, 2002). Cost of goods sold decreased during the three-month
period ended September 30, 2003, therefore, the increase in net profit was
primarily a result of an increase in net sales.
During the three-month period ended September 30, 2003, Autec recorded operating
expenses of $22,766 compared to $18,632 of operating expenses recorded during
the three-month period ended September 30, 2002 (an increase of $4,134). The
operating expenses incurred during the three-month period ended September 30,
2003 consisted primarily of the following: (i) general and administrative
expenses of $13,438 compared to $9,303 in general and administrative expenses
incurred during the three-month period ended September 30, 2002; (ii) salary
expense of $9,204 compared to $9,204 in salary expense incurred during the
three-month period ended September 30, 2002; and (iii) depreciation of $124
compared to $125 in depreciation incurred during the three-month period ended
September 30, 2002. The increase in operating expenses during the three-month
period ended September 30, 2003 was primarily due to Autec incurring more
general and administrative expenses.
Net loss realized during the three-month period ended September 30, 2003
decreased compared to net loss realized during the three-month period ended
September 30, 2002, which was primarily due to the increase in net sales during
the three-month period ended September 30, 2003. Autec's net loss during the
three-month period ended September 30, 2003 was ($3,557) compared to net loss of
($3,666) during the three-month period ended September 30, 2002. The weighted
average of common shares outstanding were 12,500,000 for the three-month periods
ended September 30, 2003 and 2002, respectively.
LIQUIDITY AND CAPITAL RESOURCES
For the Nine month Period Ended September 30, 2003
As at September 30, 2003, Autec's current assets were $30,483 and its current
liabilities were $27,288, which resulted in a working capital surplus of $4,569.
As at September 30, 2003, Autec's total assets were $31,857 compared to total
assets of $38,055 for fiscal year ended December 31, 2002. This decrease in
total assets from fiscal year ended December 31, 2002 was due primarily to a
decrease in cash. As of the nine month period ended September 30, 2003, Autec's
total assets consisted of: (i) $30,483 in current assets; and (ii) $1,374 in
valuation of furniture and equipment (less accumulated depreciation).
As of September 30, 2003, Autec's total liabilities were $27,288 compared to
total liabilities of $31,369 for fiscal year ended December 31, 2002. This
decrease in total liabilities from fiscal year ended December 31, 2002 was due
primarily to a decrease in accrued expenses. As of September 30, 2003, Autec's
total liabilities consisted of: (i) $26,599 in accounts payable; and (ii) $689
in accrued expenses.
8
As of the nine month period ended September 30, 2003, Autec's total assets
exceeded its total liabilities by $4,569.
As of September 30, 2003, Autec's stockholders' equity decreased from $6,686 for
fiscal year ended December 31, 2002 to $4,569 as of September 30, 2003.
Autec has not generated positive cash flow from operating activities. For the
nine month period ended September 30, 2003, the net cash used by operating
activities was ($18,993) compared to net cash used by operating activities of
($43,324) for the nine month period ended September 30, 2002. The decrease in
net cash used by operating activities during the nine month period ended
September 30, 2003 compared to the nine month period ended September 30, 2002
resulted primarily from: (i) a net loss of $12,069 incurred during the nine
month period ended September 30, 2003 compared to a net loss of $18,509 incurred
during the nine month period ended September 30, 2002; (ii) an increase in
accounts receivable for the period ended September 30, 2003 in the amount of
$882; (iii) an increase in inventory during the nine month period ended
September 30, 2003 in the amount of $2,335 compared to a decrease in inventory
during the nine month period ended September 30, 2003 of $730; (iv) a decrease
in the balance of accounts payable as of September 30, 2003 in the amount of
$902 compared to a decrease in the balance of accounts payable of $24,821 during
the nine month period ended September 30, 2002; and (v) a decrease in accrued
expenses of $3,179 during the period ended September 30, 2003 compared to a
decrease of $1,099 during the nine month period ended September 30, 2002.
Autec's cash flows from investing activities was $-0- during the nine month
periods ended September 30, 2003 and 2002, respectively, Cash flows provided by
financing activities was $9,952 during the nine month period ended September 30,
2003 compared to $4,493 in cash flows provided by financing activities during
the nine month period ended September 30, 2002, which resulted from contributed
capital.
Future Capital Needs
From the date of this Quarterly Report, management believes that Autec can
satisfy its cash requirements for the next three months based on its ability to
generate revenues or obtain advances from certain investors and related parties.
Off-Balance Sheet Arrangements
As of the date of this Quarterly Report, Autec does not have any off-balance
sheet arrangements that have or are reasonably like to have a current or future
effect on Autec's financial condition, changes in financial condition, revenues
or expenses, results of operations, liquidity, capital expenditures or capital
resources that are material to investors. The term "off-balance sheet
arrangement" generally means any transaction, agreement or other contractual
arrangement to which an entity unconsolidated with Autec is a party, under which
Autec has (i) any obligation arising under a guarantee contract, derivative
instrument or variable interest; or (ii) a retained or contingent interest in
assets transferred to such entity or similar arrangement that serves as credit,
liquidity or market risk support for such assets.
Research and Development.
Autec did not expend any fund towards research and development during the nine
month period ended September 30, 2003 and we do not anticipate incurring any
significant expenditures on research and development over the next six months.
Capital Expenditure Commitments.
Autec did not undertake any capital expenditure commitments during the nine
month period ended September 30, 2003, and do not anticipate any significant
purchase or sale of equipment over the next three months.
9
Item 3. Controls and Procedures.
The Company's certifying officers are responsible for establishing and
maintaining disclosure controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the registrant and the Company's Chief Executive Officer
and Chief Financial Officer have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly
report is being prepared;
b) evaluated the effectiveness of the our disclosure controls and
procedures as of a date within 90 days prior to the filing date of
this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date.
There have been no significant changes in our internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings.
We know of no material, active or pending legal proceedings against our company,
nor are we involved as a plaintiff in any material proceeding or pending
litigation.
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders.
None
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
Exhibits
31.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
31.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
32.1 Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
32.2 Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section
1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(b) Reports of Form 8-K.
Not Applicable.
10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Autec Associates, Inc.
----------------------
(Registrant)
Date: December 8, 2003 BY: /s/ "Arthur Garrison"
Arthur Garrison
President, Chief Executive Officer, Principal
Executive Officer, Director
Date: December 8, 2003 BY: /s/ "Luther Jefferies
Luther Jefferies
Secretary, Chief Financial Officer, Principal
Financial Officer, Director
11