SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998; OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO . Commission file number 33-26789-NY EFTEK CORPORATION (Name of small business issuer in its charter) Nevada 93-0996501 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 324 New Brooklyn Road, Berlin, NJ 08009 (Address of principal executive offices) (Zip Code) (609)753-4344 (Registrant's telephone number, including area code) Check whether the issuer (1) 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 report), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Applicable only to corporate issuers: The number of shares outstanding of each of the issuer's classes of common stock, as of June 30, 1998. Common Stock, Par Value $.001 11,556,910 (Class) (Outstanding) Transitional small business disclosure format (check one): Yes [ ] No [X] FORM 10-QSB EFTEK CORPORATION INDEX Page(s) ------- PART I. Financial Information Item 1. Consolidated Financial Statements Consolidated Balance Sheet - June 30, 1998 (Unaudited) 3 Consolidated Statements of Operations (Unaudited) - Six Months and Three Months Ended June 30, 1998 and 1997 4 Consolidated Statements of Cash Flows (Unaudited) - Six Months Ended June 30, 1998 and 1997 5 Notes to Consolidated Financial Statements (Unaudited) 6&7 Item 2. Management's Discussion and Analysis 8 PART II. Other Information 9 Signature Page 10 FORM 10-QSB PART I - FINANCIAL INFORMATION Item 1. CONSOLIDATED FINANCIAL STATEMENTS --------------------------------- EFTEK CORPORATION CONSOLIDATED BALANCE SHEET JUNE 30, 1998 (Unaudited) Assets ------ Current Assets - -------------- Cash $14,794 Receivables 129,236 Prepaid expenses 40,587 -------- Total Current Assets 184,617 -------------------- -------- Property and Equipment, Net (Note 2) 4,868,378 - --------------------------- --------- Other Assets Intangible assets, net (Note 2) 83,823 Deposits 3,900 --------- Total Other Assets 87,723 ------------------ --------- Total Assets 5,140,718 ------------ ========= Liabilities and Shareholders' Equity ------------------------------------ Current Liabilities - ------------------- Current portion of long term debt 215,528 Current portion of obligations under capital leases 139,561 Accounts payable and accrued liabilities 1,137,578 Income taxes payable 750 --------- Total Current Liabilities 1,493,417 ------------------------- Long Term Debt, Less Current Portion 234,797 - ------------------------------------ Obligations Under Capital Leases, Less Current Portion 353,531 - -------------------------------- --------- Total Liabilities 2,081,745 ----------------- --------- Stockholders' Equity - -------------------- Common stock, $.001 par; authorized 25,000,000 shares; issued and outstanding 11,556,910 shares 11,557 Additional paid in capital 6,946,915 Deficit (3,899,253) ---------- 3,059,219 Common stock held in treasury (14,434 shares), at cost (246) --------- Total Stockholders' Equity 3,058,973 -------------------------- --------- Total Liabilities and Stockholders' Equity $5,140,718 ------------------------------------------ ========= See Accompanying Notes to Financial Statements. FORM 10-QSB EFTEK CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Six Months Ended June 30, June 30, 1998 1997 1998 1997 ------------------------------------------- Revenues (Note 2) $ 443,375 $ 8,831 $ 826,378 $ 71,117 - -------- --------- --------- ----------- --------- Costs and Expenses - ------------------ Costs of revenues 171,622 44,158 458,231 96,971 Selling, general and administrative 394,003 205,054 817,861 428,639 ------- ------- --------- ------- Total Costs and Expenses 565,625 249,212 1,276,092 525,610 - ------------------------ ------- ------- --------- ------- Loss From Operations (122,250) (240,381) ( 449,714) (454,493) - -------------------- ------- ------- --------- -------- Other Income (Expenses) - ---------------------- Miscellaneous income 5,772 5,000 5,845 Interest expense ( 15,218) ( 25,709) ( 30,502) ( 26,837) Miscellaneous expense ( 3,746) ( 3,781) --------- -------- ---------- --------- Total Other Income (Expenses) ( 15,218) ( 23,683) ( 25,502) ( 24,773) ------------------ --------- --------- ---------- --------- Net Loss $(137,468) $(264,064) $( 475,216) $(479,266) - -------- ========= ========= ========= ========= Net Loss Per Common and Common Equivalent Share (Note 2) $( .01) $( .03) $( .04) $( .05) - ---------------------------- ========= ========= ========== ========= Weighted Average Common Shares Outstanding 10,829,155 10,038,629 11,420,205 9,564,050 - ----------------------- ========== ========== ========== ========= See Accompanying Notes to Financial Statements. FORM 10-QSB EFTEK CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS SIX MONTHS ENDED JUNE 30, 1998 AND 1997 (Unaudited) 1998 1997 Cash Flows From Operating Activities ---- ---- - ------------------------------------ Net loss for the period $(475,216) $( 479,266) Adjustments to Reconcile Net Loss To Net Cash Used In Operating Activities - -------------------------------------- Depreciation and amortization 63,988 3,982 Changes In Operating Assets and Liabilities - --------------------------- (Increase) decrease in receivables ( 63,638) 80,318 Increase in prepaid expenses ( 553) ( 5,418) Increase in intangible assets ( 1,313) ( 2,634) Increase in accounts payable and accrued liabilities 373,887 70,555 Increase in income taxes payable 150 ------- ------- Net Cash Used In Operating Activities (102,695) ( 334,587) - ------------------------------------- ------- --------- Cash Flows Used In Investing Activities - --------------------------------------- Purchases of equipment (100,201) (1,313,075) ------- --------- Cash Flows From Financing Activities - ------------------------------------ Proceeds from long term debt, net 10,000 21,129 Reduction of long term debt ( 52,180) Proceeds from issuances of common stock 227,868 1,846,259 ------- --------- Net Cash Provided By Financing Activities 185,688 1,867,388 - ----------------------------------------- ------- --------- Net (Decrease) Increase In Cash ( 17,208) 219,726 - ------------------------------- ---------- ----------- Beginning Cash 32,002 172,919 - -------------- --------- ----------- Ending Cash $ 14,794 $ 392,645 - ----------- --------- ----------- See Accompanying Notes to Financial Statements. FORM 10-QSB EFTEK CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. Description of Business EFTEK Corporation (the Company), incorporated in the state of Nevada, is engaged in processing mixed cullet (broken glass) into a recycled, uncontaminated product (known as "GlassFlour") for use in the fiberglass manufacturing industry. The Company also develops and sells various fire retardant chemicals. 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Basis of Presentation The financial statements for the three months and six months ended June 30, 1998 have been prepared without audit and, in the opinion of management, reflect all adjustments necessary (consisting only of normal recurring adjustments) to present fairly the Company's financial position at June 30, 1998 and the results of its operations and its cash flows for the interim and cumulative periods presented. Such financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended December 31, 1997. Operating results for the three months and six months ended June 30, 1998 are not necessarily indicative of the results for the year ending December 31, 1998. FORM 10-QSB Property and Equipment Property and equipment are recorded at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the assets. Expenditures for maintenance and repairs are charged against income as incurred. When assets are sold or retired, the cost and accumulated depreciation are removed from the accounts and any gain or loss is included in income. Property and equipment consisted of the following at June 30, 1998: Land $ 338,073 Building 317,081 Building improvements 891,784 Equipment 3,503,180 Furniture and fixtures 22,648 5,072,766 Less accumulated depreciation and amortization 204,388 Net property and equipment $4,868,378 Intangible Assets Certain intangible assets have been capitalized and are amortized over the estimated useful lives of the assets using the straight-line method. Patent costs are amortized over a period of 17 years. Organization costs are amortized over a period of 5 years. Net Loss Per Common and Common Equivalent Share The company uses Statement of Financial Accounting Standards No. 128 "Earnings Per Share" (SFAS No. 128) to compute its net loss per common and common equivalent share. SFAS No. 128 requires basic earnings per share which is computed by dividing reported earnings available to common shareholders by the weighted average shares outstanding and diluted earnings per share which reflects the dilutive effect of common stock equivalents such as stock options and warrants. The computation of diluted net loss per common and common equivalent share was antidilutive in each of the periods presented. FORM 10-QSB Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information set forth and discussed below for the three months and six months ended June 30, 1998 is derived from the consolidated financial statements included elsewhere herein. The financial information set forth and discussed below is unaudited but, in the opinion of management, reflects all material adjustments (consisting of normal recurring accruals) necessary for a fair presentation of such information. The Company's results of operations for a particular quarter may not be indicative of results expected during the other quarters or for the entire year. RESULTS OF OPERATIONS Effective October 1, 1997. the Company's CFC, Inc. subsidiary officially began the manufacturing of its product, GlassFlour. Accordingly, growth in revenues and expenses for the three months and six months ended are directly a result of the emergence of the subsidiary from its development stage and includes various start up expenses. THREE MONTHS ENDED JUNE 30, 1998 COMPARED TO THREE MONTHS ENDED JUNE 30, 1997 Revenue for the three months ended June 30, 1998 increased $434,544 (5,021%) over the previous year's three months. This reflects the absence of the sale of the Company's CFC, Inc. GlassFlour product in the prior year. Costs of revenues increased $127,464 (388.7%) over the previous year's three months. The principal costs related to the sale of GlassFlour are waste removal, freight and labor. Management's efforts to control waste removal and freight costs are discussed below. Selling, General and Administrative costs increased $188,949 (192.1%) over the previous year's three months and are a direct result of the CFC, Inc. operations that commenced in October of 1997. Net loss for the three months decreased $126,596 (48.9%) over the previous year's three months principally to the CFC, Inc. operations and consequently, revenues that commenced in October of 1997. Additionally, revenue for the three months ended June 30, 1998 increased $60,372 (15.8%) over the previous three months. This reflects the increasing customer demand for the Company's CFC, Inc. GlassFlour product due to its customer perceived outstanding quality. Further, costs of revenues decreased $114,987 (40.1%) over the previous three months. The significant cost savings are a direct result of management's efforts to control waste removal and freight costs incurred in the production of GlassFlour. Other cost savings resulting from management's continued efforts at effecting operational efficiencies are reflected in Selling, General and Administrative costs which decreased $29,855 (7%) over the previous three months. Overall, net loss for the three months decreased $200,280 (59.3%) over the previous three months. SIX MONTHS ENDED JUNE 30, 1998 COMPARED WITH SIX MONTHS ENDED JUNE 30, 1997 Revenue for the six months ended June 30, 1998 increased $755,261 (1,162%) over the six months ended June 30, 1997. The increase is directly attributable to the Company's CFC, Inc. operations which commenced October 1, 1997. Costs of revenues, comprised principally of labor, freight and waste removal, increased $361,260 (473%) compared to the six months in 1997. The increase is directly attributable to the sale of CFC's GlassFlour product, which began in October, 1997. Selling, general and administrative expenses increased $389,222 (191%) compared to 1997. The increase includes the operating costs of CFC, Inc. processing facility as well as costs relating to the development of the Company's expansion program (see below). Expansion Program The Company has completed its initial due diligence relating to its proposed expansion program. Due to customer demand (including commitments to purchase up to 100% of a 120,000-ton capacity processing facility), northern California has been selected as the first expansion location. Management is currently pursuing various financing options. Preliminary interest has been strong, and although there is no assurance, the Company believes that funding arrangements will be secured in the near future. The funding arrangements will include a provision for the injection of sufficient working capital into the Berlin, New Jersey facility to ease its cash flow difficulties which have resulted from under capitalization during its development phase. FORM 10-QSB EFTEK CORPORATION PART II. OTHER INFORMATION Item 1. Legal Proceedings There are no material legal actions proceeding or litigation pending or threatened to the knowledge of the Company other than those set forth in previous filings. Item 2. Changes in Securities None. Item 3. Defaults upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information On July 23, 1998 the Board of Directors in order to provide continuing incentive for its officers, directors, employees and consultants, authorized the exchange of all outstanding stock options issued under the Company's 1996 Stock Incentive Plan (approximately 850,000 options) for new options at an exchange rate of 80% (.80 new option in exchange for each old option). The new options' exercise prices would be 15% of the original options' prices, with a floor of $.15 per share. Option holders have been forwarded election agreements to indicate their interest in participating in the program. The bid price of the Company's common stock as traded on the OTC Bulletin Board on July 23, 1998 was $.09 per share. Item 6. Exhibits and Reports on Forms 8-K (a) Exhibits: None (b) Reports on Form 8-K: None 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. EFTEK CORPORATION Dated: August 15, 1998 By: /s/ Frank Whitmore ----------------------- FRANK WHITMORE President, Chief Executive Officer, and Chairman of the Board of Directors Dated: August 15, 1998 By: /s/ Gerard T. Wisla ----------------------- GERARD T. WISLA Chief Financial Officer