SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB/A (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 Identification No.) incorporation or organization) 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/A 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/A 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) 4,764,378 ----------- Other Assets Intangible assets, net (Note 2) 83,823 Deposits 3,900 ----------- Total Other Assets 87,723 ----------- Total Assets 4,946,718 =========== 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 (4,093,253) ---------- 2,865,219 Common stock held in treasury (14,434 shares), at cost ( 246) ---------- Total Stockholders' Equity 2,864,973 ---------- Total Liabilities and Stockholders' Equity $4,946,718 =========== See accompanying Notes to Financial Statements. FORM 10-QSB/A 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 Depreciation and amortization 128,994 1,991 257,988 3,982 Selling, general and administrative 362,009 203,063 753,873 424,657 --------- --------- ----------- --------- Total Costs and Expenses 662,625 249,212 1,470,092 525,610 --------- --------- ----------- --------- Loss From Operations (219,250) (240,381) ( 643,714) (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 $(234,468) $(264,064) $( 669,216)$(479,266) --------- --------- ----------- --------- Net Loss Per Common and Common Equivalent Share (Note 2) $( .02) $( .03) $( .06)$( .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/A 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 $(669,216) $( 479,266) Adjustments to Reconcile Net Loss To Net Cash Used In Operating Activities Depreciation and amortization 257,988 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/A 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 "glass flour") 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 six months ended June 30, 1998 are not necessarily indicative of the results for the year ending December 31, 1998. FORM 10-QSB/A 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 398,388 ----------- Net property and equipment $ 4,674,378 =========== 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/A Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information set forth and discussed below for the 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 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 SIX MONTHS ENDED JUNE 30, 1998 COMPARED WITH SIX MONTHS ENDED JUNE 30, 1997 Revenue for the six months ended June 30, 1998 increased 1162% to $826,378 as compared to $71,117 in the six-month period ended June 30, 1997. The increase in revenues is attributable to the growth of the operations of the Company's wholly owned subsidiary, CFC, Inc. Cost of revenues for the six months ended June 30, 1998 increased 473% to $458,231 as compared to $96,971 in the six-month period ended June 30, 1997. The increase in cost of revenues is attributable to the growth of the operations of the Company's wholly owned subsidiary, CFC, Inc. Depreciation and amortization costs for the six months ended June 30, 1998 increased 6,479% to $257,988 as compared to $3,982 in the six month period ended June 30, 1997. The increase is attributable to property and equipment placed in service in October 1997 relating to the operations of CFC, Inc. Selling, general and administrative costs for the six months ended June 30, 1998 increased 78% to $753,873 as compared to $424,657 in the six month period ended June 30, 1997. The increase in selling, general and administrative costs is attributable to payroll and related operating costs of CFC, Inc. Other income (expenses) for the six months ended June 30, 1998 was an expense of $25,502 as compared to an expense of $24,773 for the six month period ended June 30, 1997. Net loss for the six months ended June 30, 1998 increased 40% to $668,216 as compared to $479,266 in the six-month period ended June 30, 1997. FORM 10-QSB/A EFTEK CORPORATION PART II. OTHER INFORMATION Item 1. Legal Proceedings There are no additional material legal actions proceeding or litigation pending or threatened to the knowledge of the Company other than those 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 Exhibits: None Reports on Form 8-K: None FORM 10-QSB/A 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: November 13, 1998 By: /s/ Frank Whitmore ------------------------- FRANK WHITMORE President, Chief Executive Officer, and Chairman of the Board of Directors Dated: November 13, 1998 By: /s/ Gerard T. Wisla ------------------------- GERALD T. WISLA Chief Financial Officer, Secretary, and Treasurer