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 MARCH 31, 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, New Jersey 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 March 31, 1998 was 11,556,910 shares. 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 - March 31, 1998 (Unaudited) 3 Consolidated Statements of Operations (Unaudited) - Three Months Ended March 31, 1998 and 1997 4 Consolidated Statements of Cash Flows (Unaudited) - Three Months Ended March 31, 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 MARCH 31, 1998 (Unaudited) Assets Current Assets Cash $ 52,787 Receivables 94,706 Prepaid expenses 38,356 ----------- Total Current Assets 185,849 ----------- Property and Equipment, Net (Note 2) 4,745,594 ----------- Other Assets Intangible assets, net (Note 2) 84,592 Deposits 3,900 ----------- Total Other Assets 88,492 ----------- Total Assets 5,019,935 =========== Liabilities and Shareholders' Equity Current Liabilities Current portion of long term debt 205,528 Current portion of obligations under capital leases 139,561 Accounts payable and accrued liabilities 950,851 Income taxes payable 750 ---------- Total Current Liabilities 1,296,690 Long Term Debt, Less Current Portion 235,694 Obligations Under Capital Leases (Less Current Portion) 388,110 ---------- Total Liabilities 1,920,494 ---------- 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 (3,858,785) ---------- 3,099,687 Common stock held in treasury (14,434 shares), at cost 246 ---------- Total Stockholders' Equity 3,099,441 ---------- Total Liabilities and Stockholders' Equity $5,019,935 =========== See accompanying Notes to Financial Statements FORM 10-QSB/A EFTEK CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31, 1998 1997 ---- ---- Revenues (Note 1) $ 383,003 $ 62,286 --------- --------- Cost and Expenses Costs of revenues 286,609 52,813 Depreciation and amortization 128,994 1,991 Selling, general and administrative 391,864 221,594 --------- --------- Total Costs and Expenses 807,467 276,398 --------- --------- Loss From Operations (424,464) (214,112) --------- --------- Other Income (Expenses) Miscellaneous income 5,000 73 Interest expense ( 15,284) ( 1,128) Miscellaneous expense ( 35) --------- --------- Total Other Income (Expenses) ( 10,284) ( 1,090) --------- --------- Net Loss $(434,748) $(215,202) --------- --------- Net Loss Per Common and Common Equivalent Share $( .04) $( .02) ========= ========= Weighted Average Common Shares Outstanding 11,281,980 9,540,908 ========== ========== See accompanying Notes to Financial Statements FORM 10-QSB/A EFTEK CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 31, 1998 AND 1997 (Unaudited) 1998 1997 ---- ---- Cash Flows From Operating Activities Net loss for the period $(434,748) $(215,202) Adjustments to Reconcile Net Loss To Net Cash Used In Operating Activities Depreciation and amortization 128,994 1,991 Changes In Operating Assets and Liabilities (Increase) decrease in receivables ( 29,108) 54,304 Decrease (increase) in prepaid expenses 1,678 ( 1,531) Increase in intangible assets ( 1,314) ( 633) Increase in accounts payable and accrued liabilities 187,160 7,680 Increase in income taxes payable 150 150 -------- --------- Net Cash Used In Operating Activities (147,188) (154,241) -------- --------- Cash Flows Used In Investing Activities Purchases of property and equipment ( 43,191) (573,985) -------- --------- Cash Flows From Financing Activities Proceeds from long term debt 47,889 Reduction of long term debt ( 16,704) ( 14,282) Proceeds from issuances of common stock 227,868 829,925 -------- --------- Net Cash Provided By Financing Activities 211,164 863,532 -------- --------- Net Increase In Cash 20,785 135,306 Beginning Cash 32,002 172,919 -------- --------- Ending Cash $ 52,787 $ 308,225 ========= ========= See accompanying Notes to Financial Statements FORM 10-QSB/A EFTEK CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 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 for use in fiberglass and glass container manufacturing industries. The Company also develops and sell 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 ended March 31, 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 March 31, 1998 and the results of its operations and its cash flows from 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 ended March 31, 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 March 31, 1998: Land $ 338,073 Building 317,081 Building improvements 890,795 Equipment 3,447,699 Furniture and fixtures 22,108 ----------- 5,015,756 Less accumulated depreciation 270,162 ----------- Net property and equipment $ 4,745,594 =========== 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 Net loss per common and common equivalent share is based upon the weighted average number of common and common equivalent shares (stock options and warrants) outstanding in each period. 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 three months ended March 31, 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 THREE MONTHS ENDED MARCH 31, 1998 COMPARED WITH THREE MONTHS ENDED MARCH 31, 1997 Revenue for the three months ended March 31, 1998 increased 515% to $383,003 as compared to $62,286 in the three month period ended March 31, 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 three months ended March 31, 1998 increased 443% to $286,609 as compared to $52,813 in the three month period ended March 31, 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 three months ended March 31, 1998 increased 19,582% to $128,994 as compared to $1,991 in the three month period ended March 31, 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 three months ended March 31, 1998 increased 77% to $391,864 as compared to $221,594 in the three month period ended March 31, 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 three months ended March 31, 1998 was an expense of $10,284 as compared to an expense of $1,090 in the three month period ended March 31, 1997. The increase in other income (expenses) is attributable to interest expense of $15,284. Net loss for the three months ended March 31, 1998 increased 57% to $337,748 as compared to $215,202 in the three month period ended March 31, 1997. FORM 10-QSB/A PART II - OTHER INFORMATION Item 1. Legal Proceedings As of April 14, 1998, there were no material actions, proceedings or litigations pending at that time, or to the knowledge of the Company, threatened, to which the property of the Company was subject, or to which the Company was a party that have not otherwise been settled or in the final stages of settlement, except for a suit by C&D Marketing for "finder's fees" for some clients which the Company has done business with. The Company contests such fees and believes that the claim is without merit. In addition, Celia Pringle has filed a lawsuit for failure to timely remove a restrictive legend from her stock so she could sell her stock for more money. The Company believes that the claim has no merit. Item 2. Changes in Securities None Item 3. Defaults upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders The Company's 1997-1998 Annual Shareholder's Meeting was held on January 22, 1998, at which time three matters were submitted to the Company's stockholders for a The majority of the stockholders voted for the appointment of the following Directors: Frank Whitmore, Thomas L. Brandt, Oleg Batratchenko, Kevin J. Coffey, Esquire, Gerard T. Wisla and Michael L. Newsom. Baratz & Associates, P.A., as the Company's independent auditors for fiscal year 1997 and fiscal year 1998 and adoption of an Amendment to the 1996 Stock Incentive Plan which increased the plan by 400,000 shares. The proxy tabulation was as follows: 8,016.908, 8,022,990 and 7,924,220, respectively. Item 5. Other Information None Item 6. Exhibits and Reports on Forms 8-K (a) Exhibits: None (b) Reports on Form 8-K: None FORM 10-QSB/A SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, EFTEK Corporation 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 ----------------------- GERARD T. WISLA Chief Financial Officer, Secretary, and Treasurer