UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarter report ended June 30, 2001
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 000-28581
TRIAD INDUSTRIES, INC.
(Exact name of small business issuer as registrant as specified in charter)
Nevada 88-0422528
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
350 West 9th Ave., Escondido, CA 92025
(Address of principal executive office)
Registrants telephone no., including area code (760) 291-1710
Check 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), Yes [X] No [ ] and (2) has been subject to
such filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuers
classes of common stock, as of the last practicable date.
Class Outstanding as of June 30, 2001
Common Stock, $0.001 10,383,165
i
TABLE OF CONTENTS
PART 1. FINANCIAL INFORMATION
Heading Page
Item 1. Consolidated Financial Statements 1-2
Consolidated Balance Sheets December 31, 2000
And June 30, 2001 3-4
Consolidated Statements of Operations six months
Ended June 30, 2001 and 2000 5
Consolidated Statements of Stockholders Equity 6-8
Consolidated Statements of Cash Flows three months
Ended June 30, 2001 and 2000 9
Notes to Consolidated Financial Statements 10-22
Item 2. Managements Discussion and Analysis and
Result of Operations 23-24
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 25
Item 2. Changes in Securities 25
Item 3. Defaults Upon Senior Securities 25
Item 4. Submission of Matter to be a Vote of 25
Securities Holders
Item 5. Other Information on Form 8-K 25
Item 6. Exhibits and Reports on 8K 25-26
Signatures S-1
ii
PART 1 FINANCIAL INFORMATION
Item 1. Financial Statement
The accompanying unaudited financial statements have been prepared in
accordance with the instructions for Form 10-Q pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do
not include all information and footnotes necessary for a complete
presentation of the financial position, results of operations, cash flows,
and stockholders equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a
normal recurring nature.
The unaudited balance sheet of the Company as of June 30, 2001, and
the related audited balance sheet of the Company as of December 31, 2000,
the unaudited statement of operations and cash flows for the six months
ended June 30, 2001 and June 30, 2000 and the audited statements of
stockholders equity for the period of January 1, 1998 to December 31, 2000
and the unaudited statement of stock holders equity for the six months
ended June 30, 2001 are attached hereto and incorporated herein by this
reference.
Operating results for the quarters ended June 30, 2001 are not
necessarily indicative of the results that can be expected for the year
ending December 31, 2001.
1
350 E Street, Chula Vista, CA 91910
Tel: (619) 422-1348 Fax: (619) 422-1465
ARMANDO C. IBARRA
CERTIFIED PUBLIC ACCOUNTANTS
( A Professional Corporation)
Armando C. Ibarra,
C.P.A.
Members of the California Society of
Armando Ibarra, Jr.,
C.P.A.
Certified Public Accountants
To the Board of Directors
Triad Industries, Inc.
(Formerly RB Capital & Equities, Inc.)
RB Courtyard, Suite 232
16935 W. Bernardo Drive
San Diego, CA 92126
INDEPENDENT ACCOUNTANTS REPORT
We have reviewed the accompanying consolidated balance sheets of Triad
Industries, Inc. (Formerly RB Capital & Equities, Inc.) as of June 30, 2001 and
December 31, 2001, and the related statements of operations, changes in
stockholders equity, and cash flows for the three and six months ended June 30,
2001 and 2000 respectively, in accordance with Statements on Standards for
Accounting Review Services issued by the American Institute of Certified Public
Accountants. All information included in these financial statements is the
representation of the management of Triad Industries, Inc.
A review consists principally of inquiries of company personnel and analytical
procedures applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any modifications that should be made
to the accompanying financial statements in order for them to be in conformity
with generally accepted accounting principles.
/S/ Armando C. Ibarra
ARMANDO C. IBARRA, C.P.A. - APC
August 8, 2001
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Balance Sheets
ASSETS
Six months
ended Year ended
June 20, December 31
2001 2000
CURRENT ASSETS
Cash $ 87,462 $ 54,384
Accounts receivable 636,371 304,235
Accounts receivable - medical
clinic (see note 2g) 1,556,704 1,586,182
Marketable securities 937,474 473,367
Prepaid expenses 1,450 0
Impound account 9,045 12,610
Assets held for sale 0 1,075,858
Deferred tax benefit 490,388 569,657
Total Current Assets 3,718,894 4,076,293
NET PROPERTY & EQUIPMENT 1,775,645 3,356,160
OTHER ASSETS
Investment in securities
available for sale 115,000 115,000
Loan fees 7,490 91,528
Total Other Assets 122,490 206,528
TOTAL ASSETS $5,617,029 $7,638,981
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Balance Sheets
LIABILITIES AND STOCKHOLDERS' EQUITY
Six months Year ended
ended December 31
June 30 2000
2001
CURRENT LIABILITIES
Accounts payable $ 66,666 $ 84,675
Loans payable 287,868 277,433
Line of credit 27,715 30,160
Greentree lease 0 224
Taxes payable 8,688 6,251
Security deposits 8,669 47,259
Notes payable on assets
held for sale 0 787,649
Trust deeds and mortgages
Short-term portion 150,910 372,905
Total Current Liabilities 550,516 1,606,556
LONG-TERM LIABILITIES
Trust deeds and mortgages
Long-term portion 1,381,536 2,663,745
Total Long-Term Liabilities 1,381,536 2,663,745
TOTAL LIABILITIES 1,932,052 4,270,301
STOCKHOLDERS' EQUITY
Preferred stock ($1.00 par
value, 10,000,000 shares
authorized 850,000 shares
ssued and outstanding for
for 2000 and 1999,
respectively) 850,000 850,000
Common stock ($0.001 par value, 50,000,000 shares
authorized 10,838,165 and 8,658,303 shares issued
and outstanding for June 30, 2001 and
December 31, 2000, respectively) 10,838 8,658
Additional paid-in capital 3,911,058 3,644,874
Stock subscription receivable (181,500) (62,500)
Retained earnings (905,419) (1,072,352)
Total Stockholders' Equity 3,684,977 3,368,680
TOTAL LIABILITIES
& STOCKHOLDERS' EQUITY $ 5,617,029 $ 7,638,981
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Statements of Operations
Six months Six months
ended ended
June 30 June 30
2001 2000
REVENUES
Consulting income 444,011 $ 324,993 $
Medical fee income 527,260 0
Rental income 277,025 333,316
Cost of revenues (17,930) (38,135)
Total Net Revenues 1,230,366 620,174
OPERATING COSTS
Depreciation & amortization 48,826 154,984
Bad debt expense 149,811 0
Administrative expenses 1,141,826 410,058
Total Operating Costs 1,340,463 565,042
OTHER INCOME & (EXPENSES)
Interest income 1,834 660
Other expense 0 54
Other income 48 0
Realized gain on sale of marketable securities 16,984 36,309
Unrealized gain on valuation of marketable 0 253,309
securities
Unrealized (loss) on valuation of marketable (110,688) (44,937)
securities
Net gain / (loss) on disposable assets 0 18,108
Utility charges 0 1,250
Fee income 0 (34)
Vending income 10 0
Sale of assets - net 618,455 0
Interest expense (170,344) (214,158)
Total Other Income & (Expenses) 356,298 50,562
NET INCOME BEFORE TAXES 246,202 105,694
PROVISION FOR INCOME TAXES (BENEFIT) 79,269 24,186
NET INCOME 166,933 $ 81,508 $
BASIC EARNINGS (LOSS) PER SHARE 0.0176 $ 0.0124 $
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 9,463,684 6,570,857
DILUTED EARNINGS (LOSS) PER SHARE $ 0.0150 0.0099
WEIGHTED AVERAGE OF DILUTED
COMMON SHARES OUTSTANDING 11,163,684 8,270,857
Three Months Three Months
ended ended
June 30 June 30
2001 2000
REVENUES
Consulting income $ 243,909 231,029
Medical fee income 245,321 0
Rental income 87,540 166,460
Cost of revenues (5,050) (20,735)
Total Net Revenues 571,720 376,754
OPERATING COSTS
Depreciation & amortization 12,647 69,944
Bad debt expense 70,532 0
Administrative expenses 779,081 243,161
Total Operating Costs 862,260 313,105
OTHER INCOME & (EXPENSES)
Interest income 1,744 343
Other expense 0 54
Other income 0 0
Realized gain on sale of marketable securities 4,886 51,507
Unrealized gain on valuation of marketable 0 0
securities
Unrealized (loss) on valuation of marketable (49,287) (44,937)
securities
Net gain / (loss) on disposable assets 0 13,608
Utility charges 0 0
Fee income 0 (54)
Vending income 10 0
Sale of assets - net 618,455 0
Interest expense (69,036) (107,899)
Total Other Income & (Expenses) 506,772 (87,378)
NET INCOME BEFORE TAXES 216,232 (23,729)
PROVISION FOR INCOME TAXES (BENEFIT) 67,580 (3,559)
NET INCOME $ 148,651 $ (20,170)
BASIC EARNINGS (LOSS) PER SHARE $ 0.0157 $ (0.0031)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 9,463,684 6,570,857
DILUTED EARNINGS (LOSS) PER SHARE 0.0133 (0.0024)
WEIGHTED AVERAGE OF DILUTED
COMMON SHARES OUTSTANDING 11,163,684 8,270,857
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Statement of Stockholders' Equity
Preferred Common
Shares Stock Shares Stock
Balance, December 31, 1997 - - $2,339,529 $ 2,340
Common stock issued June 17,1998
or securities valued @ $1.07 per 14,118
share - - 13,200 13
Common stock issued June 17, 1998 for
securities valued @ $.90066 per share - - 60,000 60
Common stock issued June 17, 1998
for securities valued @ $.084 per 1,260
share - - 15,000 15
Common stock issued June 17, 1998
or note payable @ $.334 per share - - 30,480 30
Common stock issued June 17, 1998
for securities valued @ $.334 per 45,090
share - - 135,000 135
Common stock issued June 17, 1998
for services (officers) valued @
$ .334
per share - - 300,000 300
Common stock issued November 4,
1998 for subscription receivable
@ $.166 per share - - 375,000 375
Common stock issued December 31, 1998
for note payable @ $.3234 per share - - 18,750 19
Common stock issued December 31, 1998
for management fees @ $.334 per share - - 60,759 61
Common stock issued December 31, 1998
for note payable @ $.334 per share - - 60,486 60
Common stock issued December 31,1998
for securities valued @ $.206 per 46,400
share - - 225,000 225
Contributed capital - - - -
Net loss for the year ended
December 31,1998 - - - -
Balance, December 31, 1998 - - 3,633,204 3,633
Balance, December 31, 1997 $ 634,656 $ - $ 95,266 $ 732,262
Common stock issued June 17,1998
or securities valued @ $1.07 per 14,105 - - 14,118
share
Common stock issued June 17, 1998 for
securities valued @ $.90066 per share 53,980 - - 54,040
Common stock issued June 17, 1998
for securities valued @ $.084 per
share 1,245 - - 1,260
Commmon stock issued June 17, 1998
or note payable @ $.334 per share 10,150 - - 10,180
Common stock issued June 17, 1998
for securities valued @ $.334 per
share 44,955 - - 45,090
Common stock issued June 17, 1998
for services (officers) valued @
per share 99,900 - - 100,200
Common stock issued November 4,
1998 for subscription receivable
@ $.166 per share 62,373 (62,500) - 250
Common stock issued December 31, 1998
for note payable @ $.3234 per share 60,044 - - 6,063
Common stock issued December 31, 1998
for management fees @ $.334 per share 20,233 - - 20,294
Common stock issued December 31, 1998
for note payable @ $.334 per share 20,142 - - 20,202
Common stock issued December 31,1998
for securities valued @ $.206 per
share 46,175 - - 46,400
Contributed capital 1,717 - - 1,717
Net loss for the year ended
December 31,1998 - - (62,126) (62,126)
Balance, December 31, 1998 1,015,677 (62,500) 33,140 989,950
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Statement of Stockholders' Equity
Common Preferred
Shares Stock Shares Stock
Ballance, December 31, 1998 - - 3,633,204 3,633
Recapitalization (Note 1) - - 526,672 527
Common stock issued March 15, 1999
for services valued @ $0.63 per - - 31,3942 314
Common stock issued on March 15,
1999 for the purchase of Gam
Properties, Inc. @ $0.63 per share - - 1,120,000 1,120
Preferred stock issued on March 15,
1999 for the purchase of Miramar Road
Associates, LLC @ $1.00 per share 700,000 700,000 - -
Preferred stock issued September
1999
in exchange for 1.5 million shares
of
Pro Glass Technologies, Inc. common
stock valued @ $1.00 per share 150,000 150,000 - -
Stock subscription receivabl - - - -
Common Stock issued December
1999 for cash @ $0.22 per share - - 320,000 320
Common Stock issued December 1999
for management fees @ $0.06 per share - - 489,600 489
Net loss for the year ended
December 31, 1999 - - - -
Balance, December 31, 1999 850,000 $ 850,000 6,403,418 $ 6,403
Stock issued on January 5, 2000
to Directors @ $0.06 a share - - 72,000 72
Stock issued on March 1, 2000 for
services rendered @ $0.15 a share - - 123,000 123
Stock issued on June 15, 2000
to Directors @ $0.50 a share - - 72,000 72
Stock issued on June 30, 2000 for
the Purchase of Northwest, LLC.
@ $0.96 a share - - 1,463,302 1,463
Stock issued on June 30, 2000 to Donner
Investment Corp. @ $0.96 a share - - 36,583 37
Stock issued on October 1, 2000 to
Novak Capital @ $0.20 a share - - 200,000 200
Stock issued on December 12, 2000
to Directors @ $0.24 a share - - 288,000 288
Net loss for the year ended
December 31, 2000 - - - -
Balance, December 31, 2000 850,000 $ 850,000 8,658,303 $ 8,658
Additional Stock Retained Total
Paid in Subscription Earnings
Capital Receivable
Ballance, December 31, 1998 1,015,677 (62,500) 33,140 989,950
Recapitalization (Note 1) 33,396 (20,000) - 13,923
Common stock issued March 15, 1999
for services valued @ $0.63 per 196,527 - - 196,841
share
Common stock issued on March 15,
1999 for the purchase of Gam
Properties, Inc. @ $0.63 per share 698,880 - - 700,000
Preferred stock issued on March 15,
1999 for the purchase of Miramar Road
Associates, LLC @ $1.00 per share - - - 700,000
Preferred stock issued September
in exchange for 1.5 million shares
of
Pro Glass Technologies, Inc. common
stock valued @ $1.00 per share - - - 150,000
Stock subscription receivable - 20,000 - 20,000
Common Stock issued December
1999 for cash @ $0.22 per share 71,625 - - 71,945
Common Stock issued December 1999
for management fees @ $0.06
per share 28,886 - - 29,375
Net loss for the year ended
December 31, 1999 - - (712,680) (712,680)
Balance, December 31, 1999 $ 2,044,991 $(62,500) $ (679,540) $ 2,159,354
Stock issued on January 5, 2000
to Directors @ $0.06 a share 4,248 - - 4,320
Stock issued on March 1, 2000 for
services rendered @ $0.15 a share 17,877 - - 18,000
Stock issued on June 15, 2000
to Directors @ $0.50 a share 35,928 - - 36,000
Stock issued on June 30, 2000 for
the Purchase of Northwest, LLC.
@ $0.96 a share 1,399,555 - - 1,401,018
Stock issued on June 30, 2000 to Donner
Investment Corp. @ $0.96 a share 35,083 - - 35,120
Stock issued on October 1, 2000 to
Novak Capital @ $0.20 a share 39,800 - - 40,000
Stock issued on December 12, 2000
to Directors @ $0.24 a share 67,392 - - 67,680
Net loss for the year ended
December 31, 2000 - - (392,811) (392,811)
Balance, December 31, 2000 $ 3,644,874 $(62,500) $(1,072,352) $ 3,368,680
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Statement of Stockholders' Equity
Common Preferred
Shares Stock Shares Stock
Stock issued on January 15, 2001
for consulting fees @ $0.17 a share - - 50,000 50
Stock issued on January 18, 2001
for
management fees @ $0.21 a share - - 144,762 145
Stock issued on February 21, 2001
for consulting fees @ $0.15 a share - - 25,100 25
Stock issued on March 1, 2001 to
management fees @ $0.17 a share - - 700,000 700
Stock issued on June 6, 2001
for the purchase of Corporate
Capital
Formation, Inc. @ $0.11 per share - - 900,000 900
Stock issued on June 22, 2001
to Directors @ $0.03 a share - - 360,000 360
Net lncome for the six months ended
June 30, 2001 - - - -
Balance, June 30, 2001 850,000 $850,000 $10,838,165 $ 10,838
Additional Stock
Paid in Subscription Retained
Capital Receivable Earnings Total
Stock issued on January 15, 2001
for consulting fees @
$0.17 a shar e 8,450 - - 8,500
Stock issued on January 18, 2001
for
management fees @ $0.21
a share 30,179 - - 30,324
Stock issued on February 21, 2001
for consulting fees @
$0.15 a share 3,715 - - 3,740
Stock issued on March 1, 2001 to
management fees @ $0.17 a
share 118,300 (119,000) - 0
Stock issued on June 6, 2001
for the purchase of Corporate
Capital
Formation, Inc. @ $0.11 per
share 95,100 - - 96,000
Stock issued on June 22, 2001
to Directors @ $0.03 a share 10,440 - - 10,800
Net lncome for the six months ended
June 30, 2001 - - 166,933 166,933
Balance, June 30, 2001 $3,911,058 $ (181,500) $ (905,419)$3,684,977
TRIAD INDUSTRIES, INC.
(Formerly RB Capital & Equities, Inc.)
Consolidated Statements of Cash Flows
Six months Six months
ended ended
June 30 June 30
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES
Income (loss) from operations $ 166,933 $ 81,508
Depreciation & Amortization Expense 48,826 154,984
(Increase) in accounts receivable (302,658) 22,698
(Increase) in advance expenses (1,450) 0
Decrease in impound account 3,565 2,103
(Decrease) in loan fees 84,038 0
Unrealized loss on available for sale 0 44,937
securities
Unrealized (gain) on available for sale (410,680) (253,309)
(Decrease) in assets held for sale 355,344 180,000
(Decrease) in accounts payable (18,009) (10,776)
Increase in loans payable 10,435 82,680
(Decrease) in line of credit (2,445) 4,879
(Decrease) / increase in security deposits (38,590) (478)
(Decrease) / increase in taxes payable 2,437 (10,604)
Deferred tax benefit 79,269 24,186
Common stock issued for services 268,364 93,440
Net cash provided by operating activities 245,379 416,248
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of marketable securities (1,211) (250,000)
Sale of marketable securities (52,216) 99,175
Realized (gain) of sale of investment property 0 (19,167)
Disposal of fixed assets 3,325,203 0
Purchase of fixed assets (1,073,000) (92,361)
Net cash provided / (used) by investing 2,198,776 (262,353)
CASH FLOWS FROM FINANCING ACTIVITIES
Investment Property Mortgages (4,203) (121,202)
Greentree Lease (224) (888)
Mortgage Principal (2,287,650) 0
Stock subscription (119,000) 0
Net cash (used) by financing activities (2,411,077) (122,090)
Net increase (decrease) in cash 33,078 31,814
Cash at beginning of year 54,384 43,236
Cash at end of year $ 87,462 $ 75,050
Supplemental Cash Flow Disclosures
Cash paid during year for interest $ 170,344 214,158
Schedule of Non-Cash Activities
Common Stock issued for services $ 268,364 93,440
Six months Six months
ended ended
June 30 June 30
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES
Income (loss) from operations $ 148,651 (20,170)
Depreciation & Amortization Expense 12,647 69,944
(Increase) in accounts receivable (388,775) 32,346
(Increase) in advance expenses (1,450) 0
Decrease in impound account 3,565 2,103
(Decrease) in loan fees 84,038 0
Unrealized loss on available for sale 0 44,937
securities
Unrealized (gain) on available for sale (314,581) 0
securities
(Decrease) in assets held for sale 355,344 186,100
(Decrease) in accounts payable 57,878 (3,078)
Increase in loans payable (3,629) 7,125
(Decrease) in line of credit (2,201) 9,403
(Decrease) / increase in security deposits (37,947) (1,388)
(Decrease) / increase in taxes payable 2,437 (10,604)
Deferred tax benefit 67,580 3,559
Common stock issued for services 106,800 71,120
Net cash provided by operating activities 90,358 391,397
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of marketable securities 0 (250,000)
Sale of marketable securities (31,164) 99,175
Realized (gain) of sale of investment property 0 (19,167)
Disposal of fixed assets 3,325,203 0
Purchase of fixed assets (1,070,000) (51,638)
Net cash provided / (used) by investing 2,224,039 (221,630)
activities
CASH FLOWS FROM FINANCING ACTIVITIES
Investment Property Mortgages (2,969) (117,593)
Greentree Lease (62) (540)
Mortgage Principal (2,284,606) 0
Stock subscription 0 0
Net cash (used) by financing activities (2,287,637) (118,133)
Net increase (decrease) in cash 26,760 51,635
Cash at beginning of year 60,702 23,415
Cash at end of year $ 87,462 $ 75,050
Supplemental Cash Flow Disclosures
Cash paid during year for interest 69,036 107,899
Schedule of Non-Cash Activities
Common Stock issued for services 106,800 71,120
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS
Triad Industries, Inc. (the Company) was incorporated under the laws of the
State of Utah on November 25, 1985. The Company was originally known as
Investment Marketing, Inc. Investment Marketing, Inc. was originally
incorporated for the purpose of buying, selling, and dealing in real property.
At a special meeting of the shareholders held June 6, 1990 the Company name was
changed to Combined Communication, Corp. On June 7, 1990 the Company completed
the merger and became a Nevada Corporation. On October 17, 1997, the Company met
to amend the Articles of Incorporation. The name of the Company was changed to
RB Capital & Equities, Inc.
On March 15, 1999, at a special meeting of the shareholders HRM (1) reversed its
common stock on a one for ten (1:10) from 5,256,716 to 526,672 shares
outstanding. Also at the meeting of shareholders, HRM ratified a plan of
reorganization whereby Healthcare Resource Management would acquire 100% of the
outstanding shares of common stock of RB Capital and its subsidiaries (Gam
Properties and Miramar Road Associates) for 5,068,150 shares of HRM post split
common stock and 700,000 shares of $1.00 preferred stock. The only significant
shareholder was American Health Systems, Inc. who owned 373,333 of common shares
before the merger and 1,120,000 of common stock after the merger. The 700,000
shares of preferred stock were issued to American Health Systems, Inc. for the
note payable and the 99% interest RB Capital had acquired in Miramar Road
Associates. 1,120,000 shares of common stock of the 5,068,150 shares issued to
RB Capital & Equities, Inc. went to American Health Systems, Inc. in exchange
for the 373,333 originally received from RB Capital & Equities, Inc. as
consideration for 100% of Gam Properties. This 1,120,000 represents a 3 for 1
forward split of the 373,333 shares of RB Capital & Equities common stock. The
acquisition was accounted for as a recapitalization of RB Capital because the
shareholders of RB Capital & Equities, Inc. controlled HRM after the
acquisition. Therefore, RB Capital & Equities, Inc. was treated as the acquiring
entity for accounting purposes and HRM was the surviving entity for legal
purposes.
On March 15, 1999 the shareholders also approved an amendment to the Articles of
Incorporation changing the corporation name to Triad Industries, Inc. Triad
Industries, Inc. is a holding Company with no operations of its own.
The Company has authorized 50,000,000 shares of $0.001 par value common stock.
The Company operates through its seven subsidiaries:
1. RB Capital and Equities, Inc. is a financial services corporation that
operates a merger and acquisition consulting business. The company does
corporate filing and capital reorganization business for small emerging private
and public client corporations. 2. Miramar Road Associates, LLC. is presently
inactive in the property management business.
NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS (CONTINUED)
3. Gam Properties, Inc. owns and rents a three unit and a four unit apartment
building.
4. HRM, Inc. is presently inactive in the healthcare industry.
5.
Triad Reality is not yet operating as a consolidating real estate company.
6.
Northwest Medical Clinic, Inc. is in the medical field specializing in personal
injury and somnoplasty.
7. Corporate Capital Formation, Inc. is a financial
services corporation that operates a merger and acquisition consulting business.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Accounting Method
The Companys financial statements are prepared using the accrual
method of accounting. The company has elected a December 31, year end.
b. Basis of Consolidation
The consolidated financial statements of Triad Industries, Inc. include those
accounts of RB Capital & Equity Inc., Gam Properties Inc., Healthcare Resource
Management Inc., Miramar Road Associates, LLC. Northwest Medical Clinic, Inc.,
and Corporate Capital Formation, Inc. Triad Industries owns title to all of the
assets and liabilities of the consolidated financial statement. All significant
intercompany transactions have been eliminated.
c. Cash Equivalents
The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.
d. Estimates and Adjustments
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 reporting period.
Actual results could differ from those estimates. In accordance with FASB 16 all
adjustments are normal and recurring. See note 2i regarding the Companies
revenue recognition policy.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
e. Basis of Presentation and Considerations Related to Continued Existence
(going concern)
The Companys financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. The companys management
intends to raise additional operating funds through operations and/or debt
offerings.
f. Intangibles
Intangible assets consist of loan fee. The loan fees are being amortized on a
straight-line basis over a period of one year, which is the length of the loan.
g. Accounts Receivable
The Company considers accounts receivable to be fully collectable; accordingly,
no allowance for doubtful accounts is required. If amounts become uncollectible,
they will be charged to operations when that determination is made.
Due to the nature of business that Northwest Medical Clinic Inc. conducts, a
reserve for bad debts that must be in place too properly state the account
receivable as of June 30, 2001.
Accounts receivable $ 3,106,974
Reserve for bad debts (1,550,270)
$ 1,556,704
h. Concentration of Credit Risk
The Company maintains credit with various financial institutions. Management
performs periodic evaluations of the relative credit standing of the financial
institutions. The Company has not sustained any material credit losses for the
instruments. The carrying values reflected in the balance sheets at June 30,
2001 and December 31, 2000 reasonable approximate the fair values of cash,
accounts payable, and credit obligations. In making such assessment, the
Company, has utilized discounted cash flow analysis, estimated, and quoted
market prices as appropriate. Note 2n and 2o reflect the fair value of notes,
trusts, and mortgages payable in accordance with SFAS 107.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
i. Revenue Recognition and Deferred Revenue
Revenue includes the following: Miramar Road Associates, Inc. revenue consists
of commercial rental income. Revenue for Miramar is recognized at each month
beginning on a receivable basis. Gam Properties Inc. revenue consists of
residential rental income. Revenue for Gam is recognized at each month beginning
on a receivable basis. RB Capital & Equities, Inc. revenue consists of
consulting income. Northwest Medical Clinic, Inc. revenue consists of medical
services. Northwest revenue is recognized when earned. Corporate Capital
Formation Inc. revenue consists of consulting income. Corporate Capital
recognizes revenue when services on contracts are provided.
RB Capital & Equities, Inc. has various consulting contracts
outstanding in which the Company performs a set of various financial
services. RB Capital recognizes revenue when services on contracts are
provided.
j. Principles of Consolidation
The consolidated financial statements include the accounts of Triad Industries,
Inc., the parent Company, Healthcare Management Resources, a Nevada corporation,
RB Capital & Equities Inc, a Nevada corporation, GAM Properties Inc., a
California corporation, Miramar Road Associates Inc., a California LLC.
Northwest Medical Clinic, Inc., a Georgia corporation and Corporate Capital
Formation Inc., a Nevada corporation. All subsidiaries are wholly owned
subsidiaries. All significant intercompany balances and transactions have been
eliminated in consolidation.
k. Investments in Securities
Marketable securities at June 30, 2001 are classified and disclosed as trading
securities under the requirements of SFAS No. 115. Under such statement, the
Companys securities are required to be reflected at fair market value. Changes
in the fair value of investments are reflected in the statement of operations
under other income & expenses.
l. Line of Credit
The Company has a $ 50,000 line of credit. The line of credit is an adjustable
rate loan. The loan is an open revolving line of credit, and annual interest
terms of prime plus 3.65%. (i.e. if prime was 9% the interest rate would be
12.65%.) There are no restrictions on the use of this line of credit. There is
an outstanding balance of $ 27,715 as of June 30, 2001.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
m. Income Taxes
The Company accounts for income taxes using the asset and liability method.
Under the asset and liability method, deferred income taxes are recognized for
the tax consequences of temporary differences by applying enacted statutory
tax rates applicable to future years to differences between the financial
statement carrying amounts and the tax bases of existing assets and liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. See note 3 regarding income tax benefit.
n. Trust Deeds and Mortgages
Interest Rate Debt Maturity Date
350 W. 9th Avenue 7.820 % $749,000 12/08/26
----------------------------------
----------------------------------
2016-18 Balboa*
----------------------------------
2015-17 Hornblend* 7.796 % 300,346 02/20/20
----------------------------------
2135-39 Grand Ave. 7.898 % 226,896 11/20/20
----------------------------------
4592 Bancroft 7.796 % 256,204 02/20/20
-------------------
-------------------
$1,532,446
----------------------------===================
The office building and apartment complexs collateralized the above loans. The
loan agreements provide for monthly payments of interest and principle.
The office building located at 350 W. 9th Avenue in Escondido, Ca. was purchased
June 11, 2001. Balboa/Hornblend*, and Grand Ave., were reclassified from assets
held for sale to property and equipment on the Companies financial statements.
The total debt of $ 1,532,945 was recorded as follows: current portion (less
than one year) of $ 150,910 and long-term portion (more than one year) of $
1,381,536.
* This location is a four-unit building. The building is constructed with 2
units being back to back and on separate streets. A net realizable valuation
allowance was placed on the properties held for sale in the amount of $ 95,549,
in accordance with SFAS 121.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
o. Property & Equipment
Property is stated at cost. Additions, renovations, and improvements are
capitalized. Maintenance and repairs, which do not extend asset lives, are
expensed as incurred. Depreciation is provided on a straight-line basis over the
estimated useful lives ranging from 27.5 years for commercial rental properties,
5 years for tenant improvements, and 5 - 7 years on furniture and equipment.
June 30, December 31,
------------------------------------------
2001 2000
------------------------------ -------------------
----------------------------------
Land $ 185,000 $ 327,614
------------------------------------------
------------------------------------------
Buildings 3,038,357
1,568,164
------------------------------------------
Equipment 87,993 34,070
------------------------------------------
Computer 7,027 4,764
------------------------------------------
Furniture 12,223 12,223
------------------------------------------
Tenant Improvements 3,293 161,669
----------------------------------
----------------------------------
$ 1,863,700 $ 3,578,697
------------------------------------------
------------------------------------------
Less Accumulated Depreciation (88,053) (222,537)
----------------------------------
Net Property and Equipment $ 1,775,645 $ 3,356,160
- -------------------------------------==================================
May 2001 the Company sold the 51,000 square foot commercial building located at
6920-6910 A & B and 6914 Miramar Road, San Diego, California for $ 3,950,000.
The Company also sold the Bancroft property on April 1, 2001 for $ 400,000. In
June 2001 the Company purchased a 12,500 square foot commercial building located
at 350 W. 9th Avenue in Escondido, California.
p. Investments in Securities Available for Sale
In 1995, the Company bought 250,000 shares of Heritage National Corporation at $
0.10 a share. In 1999, the Company acquired 1.5 million shares of Pro Glass at $
.10 a share.
Number of Value Balance
Shares At Period End At Period End
Heritage National Corporation 250,000 $ 0.10$ 25,000
Pro Glass Technologies, Inc. 1,500,000 0.06 90,000
Total $ 115,000
Heritage National Corporation values remained the same due to the companies not
trading at year-end. Unrealized holding gains and loss will be in accordance
with paragraph 13 of SFAS 115 when and if the Companies begin trading. All gains
and losses will be recorded in the statement of operations under other income
and expenses. As of June 30, 2001 the Company had an 8.5% share of Pro Glass
Technologies, Inc. Heritage National Corporation is a privately owned Company.
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
q. Basic & Diluted Gain / (Loss) Per Common Share
Basic gain / (loss) per common share has been calculated based on the weighted
average number of shares of common stock outstanding during the period. Diluted
gain / (loss) per common share has been calculated based on the weighted average
number of shares of common and preferred stock outstanding during the period.
June 30, December 31,
- -------------------------------------------------------- 2001 2000
merator income / (loss) $ 166,933 $ (392,811)
-----------------------------------------------------------------------------
-----------------------------------------------------------------------------
Denominator weighed average number
of shares outstanding 9,463,684 7,378,445
--------------------------
-------------------------
Basic gain / (loss) per share $ 0.0176 $ (0.05)
June 30, December 31,
-----------------------------------
2001 2000
Numerator income / (loss) $ 166,933 $ (392,811)
Denominator weighed average number of
shares outstanding 11,163,684 9,078,445
Diluted gain / (loss) per share $ 0.0150 $ (0.04)
NOTE 3. INCOME TAXES
Income taxes are provided in accordance with Statement of Financial Accounting
Standards No. 109 (SFAS 109), Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carryfowards. Deferred tax expense (benefit)
results from the net change during the year of deferred tax assets and
liabilities.
At June 30, 2001 the Company has significant operating and capital losses
carryfoward. The benefits resulting for the purposes have been estimated as
follows:
June 30,
-------------------------------------------
2001
Net Operating Losses :
-------------------------------------------
-------------------------------------------
Net operating loss carryforwards 905,419
---------------------
---------------------
-------------------------------------------
-------------------------------------------
Income Tax Benefit $(490,388)
=====================
NOTE 3. INCOME TAXES (CONTINUED)
Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and carryforward
are expected to be available to reduce taxable income.
NOTE 4. MARKETABLE SECURITIES
At June 30, 2001, the Company held trading securities of the following
companies:
Number of Mkt. Price FMV
Shares At June 30,At June 30,
2001 2001
Advanced Interactive Inc. 10,625 0.97 10,306
American Eagle Financial 55,000 0.10 5,500
Atlantic & Pacific Guarantee 1,000,000 0.01 18,000
Beach Brew Beverage Company 625,000 0.02 17,500
Blue Gold 125,000 0.00 125
Carrara 325,000 0.00 371
First Genx.com 600,000 0.04 27,000
Fortune Oil and Gas 33,000 0.18 5,940
Greenland Corportion 4,113 0.08 329
International Sports Marketing, Inc. 100,000 0.01 1,000
Love Calendar (Nevada) 100,000 0.01 1,000
Love Calendar (Utah) 25,000 1.00 25,000
Love Concepts 100,000 0.01 1,000
Merchant Park Communications, Inc. 525,000 0.30 157,500
Mezzanine Capital 107,000 3.00 321,000
Millennium Plastics 30,000 0.50 15,045
Nicholas Inv. 364,583 0.00 365
Noble Onie 25,000 0.10 2,500
Oasis 1,200,000 0.10 120,000
One Stop Sales 100,000 0.20 20,000
Peacock Financial 200,000 0.01 3,000
Phantom Film Corp. 5,000 0.02 100
Processing Corp. 20,000 0.01 300
Pro Glass Technologies, Inc. 368,892 0.06 22,134
Quantum Companies 1,200,000 0.09 109,200
Regan 5,000 0.00 0
Resume Junction 20,000 0.10 2,000
Spa International 245,165 0.00 0
Spectrum Ventures 600,000 0.02 15,000
NOTE 4. MARKETABLE SECURITIES (CONTINUED)
Number of Mkt. Price FMV
Shares At June 30, At June 30,
2001 2001
Sterling Electronic Commerce 300,000 0.05 15,000
Superior Oil 100,000 0.03 3,000
The Shops Network 10,000 0.10 1,000
Thunder Mountain Development, Inc. 100,000 0.01 1,000
Thunderstore 3,068 0.01 31
Total Entertainment 55,000 0.06 3,300
Trans Pacific Group 100,000 0.01 1,000
Westnet Communications 300,000 0.02 7,500
5 G Wireless 10,300 0.43 4,429
-------------------
-------------------
Total $937,474
===================
The Company is in accordance with SFAS 115 when reporting trading securities.
All gain and loss are reported in the statement of operations under other income
and expenses. Trading securities are reported at market value as of June 30,
2001 in accordance with paragraph 13 of SFAS 115.
NOTE 5. ACQUISITIONS
The acquisitions of RB Capital and Equities, Inc., a Nevada corporation, and its
subsidiaries (Gam Properties and Miramar Road Associates, LLC) were recorded as
a purchase in accordance with Accounting Principles Board Opinions No. 16 (APB
No. 16). Triad Industries, Inc. acquired the assets subject to the liabilities
of Northwest Medical Clinic, Inc. The acquisition was recorded as a purchase in
accordance with Accounting Principles Board Opinions No. 16 (APB No. 16).
Northwest Medical Clinic LLC operates in the personal injury area and also
performs sleep apnea procedures. For all intent and purposes Florimed and
Amerimed are no longer performing any medical services, however, they still have
active account receivables, which they receive payment on. The major asset
acquired in the transaction is, $ 1,417,481 in accounts receivable. The major
liabilities are notes payable totaling $ 132,553. Triad Industries, Inc. will
acquired 100% of the equity interest of Northwest Medical Clinic, Inc. in return
for voting common stock, and that Northwest Medical Clinic, Inc. will become a
wholly owned subsidiary of Triad Industries, Inc. As per agreement Triad
Industries, issued 1,463,302 shares of common stock on June 30, 2000 for the
purchase of Northwest Medical Clinic, Inc. Triad Industries, Inc. acquired the
assets subject to the liabilities of Corporate Capital Formation, Inc. The
acquisition was recorded as a purchase in accordance with Accounting Principles
Board Opinions No. 16 (APB No. 16). Corporate Capital Formation, Inc. operates
in the corporate business consulting as well as business formation. There were
no significant assets or liabilities acquired from Corporate Capital Formation,
Inc. Triad Industries, Inc. will acquired 100% of the equity interest of from
Corporate Capital Formation, Inc. in return for voting common stock, and that
from Corporate Capital Formation, Inc. will become a wholly owned subsidiary of
Triad Industries, Inc. As per agreement Triad Industries, issued 900,000 shares
of common stock on June 6, 2001 for the purchase of Corporate Capital Formation,
Inc. The operating results of the acquired entities are included in the
Companys consolidated financial statements from the date of acquisition.
NOTE 6. STOCK TRANSACTIONS
Stock issuance are in accordance with paragraph 8 of SFAS 123, where issuances
shall be accounted for based on the fair value of the consideration received.
As of January 1, 1998 there were 2,339,529 shares of common stock outstanding.
On June 1998, the Company issued 13,200 shares of common stock valued at $1.07
per share for marketable securities. Since there is no market for the Companys
common stock, the shares were valued at the trading price of the securities that
were received.
On June 17, 1998, the Company issued 60,000 shares of common stock valued at
$.90066 per share for marketable securities. Since there is no market for the
Companys common stock, the shares were valued at the trading price of the
securities that were received.
NOTE 6. STOCK TRANSACTIONS (CONTINUED)
On June 17, 1998 the Company issued 30,480 shares of common stock for the
conversion of debt valued at $.334 per share.
On June 17, 1998. The Company issued 135,000 shares of common stock for
marketable securities valued at $.334 per share. Since there is no market for
the Companys common stock, the shares were valued at the trading price of the
securities, which were received.
On June 17, 1998, the Company issued 300,000 shares of common stock for services
to officers of the Company valued at $.334 per share.
On November 4, 1998, the Company issued 375,000 shares of common stock for a
subscription receivable valued at $.166 per share.
On December 31, 1998 the Company issued 18,750 shares of common stock for debt
conversion valued at $.3234 per share.
On December 31, 1998, the Company issued 60,759 shares of common stock for
management fees valued at $.334 per share.
On December 31, 1998, the Company issued 60,486 shares of common stock for debt
conversion valued at $.334 per share.
On December 31, 1998, the Company issued 225,000 shares of common stock for
marketable securities valued at $.206 per share. Since there is no market for
the Companys common stock, the shares were valued at the trading price of the
securities that were received.
As of January 1, 1999 there were 3,633,204 shares of common stock outstanding.
On March 15, 1999 the Company issued 314,946 shares of common stock for services
issued valued at $.625 per share.
At the shareholders meeting held March 15, 1999 the stockholders approved the
acquisition of RB Capital and Equities, Inc. a Nevada corporation and its
subsidiaries for 1,120,000 shares of common stock and 700,000 shares of
preferred stock.
In September the Company issued 150,000 shares of $1.00 par value preferred
stock (transaction was valued at the most readily determinable price; which was
the value of preferred stock) in exchange for 1.5 million shares of Pro Glass
Technologies, Inc. common stock. The 1.5 million shares represented (at the time
of acquisition) 8.5% of Pro Glass Technologies, Inc. outstanding common stock.
In December 1999, the Company issued 489,600 shares of common stock to
management and key employees for services rendered valued at $ 0.06 per share.
NOTE 6. STOCK TRANSACTIONS (CONTINUED)
In December 1999 the Company issued 320,000 shares of common stock for cash @ $
0.22 per share. On December 31, 1999 there were 6,403,418 shares of common stock
and 850,000 shares of preferred stock outstanding.
On January 5, 2000 the Company issued 72,000 shares of common stock to Directors
for services rendered valued at $ 0.06 per share.
On March 1, 2000 the Company issued 123,000 shares of common stock to its
President for services rendered valued at $0.15 per share.
On June 15, 2000 the Company issued 72,000 shares of common stock to Directors
for services rendered valued at $ 0.50 per share.
On June 30, 2000 the Company issued 1,463,302 shares of common stock for the
purchase of Northwest LLC. valued at $ 0.96 per share.
On June 30, 2000 the Company issued 36,583 shares of common stock to Donner
Investment Corp. valued at $ 0.96 per share.
On October 1, 2000 the Company issued 200,000 shares of common stock to Novak
Capital valued at $ 0.20 per share.
On December 12, 2000 the Company issued 288,000 shares of common stock to
Directors for services rendered valued at $ 0.24 per share.
On January 15, 2001 the Company issued 50,000 shares of common stock for
consulting fees valued at $ 0.17 per share.
On January 18, 2001 the Company issued 144,762 shares of common stock for
management fees valued at $ 0.21 per share.
On February 21, 2001 the Company issued 25,100 shares of common stock to its
president for services rendered valued at $ 0.15 per share.
On March 1, 2001 the Company issued 700,000 shares of common stock under the
employee stock option plan valued at $ 0.17 per share.
On June 6, 2001 the Company issued 900,000 shares of common stock for the
purchase of Corporate Capital Formation Inc. valued at $ 0.11 per share.
NOTE 6. STOCK TRANSACTIONS (CONTINUED)
On June 22, 2001 the Company issued 360,000 shares of common stock to Directors
for services rendered valued at $ 0.03 per share.
As of June 30, 2001 the Company had 10,838,165 shares of common stock issued and
outstanding.
NOTE 7. STOCKHOLDERS EQUITY
The stockholders equity section of the Company contains the following classes of
capital stock as of June 30, 2001.
(A) Preferred Stock, nonvoting, $ 1.00 par value; 10,000,000 shares authorized;
850,000 shares issued and outstanding.
(B) Common stock, $ 0.001 par value; 50,000,000 shares authorized; 10,838,165
and 8,658,303 shares issued and outstanding as of June 30, 2001 and December 31,
2000, respectively.
The holders of Preferred Stock are entitled to receive dividends calculated
using an Available Cash Flow formula as prescribed by the Certificate of
Designation of Preferred Stock. There have not been any dividends declared as of
June 30, 2001.
NOTE 8. ISSUANCE OF SHARES FOR SERVICES STOCK OPTIONS
The company has a nonqualified stock option plan, which provides for the
granting of options to key employees, consultants, and nonemployees directors of
the Company. The valuation of shares for services are based on the fair market
value of services. The Company has elected to account for the stock option plan
in accordance with paragraph 30 of SFAS 123 were the compensation to employees
should be recognized over the period(s) in which the related employee services
are rendered. In accordance with paragraph 19 of SFAS 123 the fair value of a
stock option granted is estimated using an option-pricing model.
A total of 529,862 shares were issued for services to management and key
employees for the six months ended June 30, 2001.
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
As of June 30, 2001 the Company has $3,718,894 in total current assets
and equity of $3,684,977 with which to pay its obligations.
In May of 2001 the Company closed the sale of its Miramar property for
$3,950,000 and paid off $3,000,000 mortgage debt on the property. After
paying off the mortgage debt, closing costs and sales commission the
Company netted $488,000 from the sale of the property.
On June 11, 2001 the Company purchase a 13,000 square foot office
building for $1,070,000 subject to a 25 year 1st mortgage in the amount of
$749,000. The Company used approximately $350,000 as a down payment in the
building/
Results of Operations
For the six months ending June 30, 2001 the Company had net income of
$166,933. This includes $48,826 in depreciation and amortization expense
and a $110,668 unrealized loss in marketable securities. Administrative
expenses also increased $731,768 for the first six months of 2001 compared
to the same period of 2000. This increase is predominately caused by the
fact that this is the first time the results of operations for Northwest
Medical Clinic appear in the first six months of Triad Industries, Inc.,
consolidated statement. Northwest Medical Clinic was acquired on June 30,
2000.
The Company had net revenues of $1,230,366 for the six months ended
June 30, 2001 compared with $620,174 for the same period last year.
The Company functions in three sectors: financial services, real
estate, and medical services.
Six Months Ending
June 30, June 30,
2001 2000
Financial Services Income 441,011 324,993
Real Estate Rental Income 277,025 333,316
Medical Services Income* 527,260 0
23
Total 1,245,296 658,309
o Northwest Medical Clinic was acquired June 30, 2000.
For the three months ending June 30, 2001 the Company had net income
of $148,651. This included a $618,455 gain on the sale of assets and an
unrealized loss of $49,287 on marketable securities.
The Company had net revenues of $571,020 for the three months ended
June 30, 2001 compared with $376,754 for the same period last year.
Net Operating Loss
The Company has accumulated approximately $905,419 net operating loss
carryforwards as of June 30, 2001, which may be offset against taxable
income and incomes taxes in future years. The use of these to losses to
reduce future incomes taxes will depend on the generation of sufficient
taxable income prior to the expiration of the net loss carryforwards. The
carryforwards expire in the year 2016. In the event of certain changes in
control of the Company, there will be an annual limitation on the amount of
carryforwards, which can be used. A tax benefit has been recorded in the
Companys financial statements for the year ended December 31, 2000 in the
amount of $569,657 a for the six months ended June 30, 2001 in the amount
of $490,888.
Sale of Common Capital Stock
On June 6, 2001 the Company issued 900,000 shares of common stock at
$.11 per shares in exchange for 100% of the shares of Corporate Capital
Formation, Inc.
On June 22, 2001 the Company issued shares to directors for services
rendered at $.03 per share.
As of June 30, 2001 the Company had 10,838,165 shares of common stock
issued and outstanding.
Risk Factors and Cautionary Statements
Forward-looking statements in this report are made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995. The Company wished to advise readers that actual results may differ
substantially from such forward-looking statements. Forward-looking
statements involve the risk and uncertainties that could cause actual
results to differ materially from those expressed on or implied by the
statements, including, but not limited to, the following: the ability of
the Company to successfully meet its cash and working capital needs, the
ability of the Company to successfully market its product, and other risks
detailed in the Companys periodic report filings with the Securities and
Exchange Commission.
24
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
On June 16, 2001 the Company issued 900,000 shares of common stock in
exchange for 100% of the shares of Corporate Capital Formation, Inc.
On June 22, 2001 the Company issued shares to directors for services
rendered at $.03 per share.
As of June 30, 2001 the Company has 10,838,165 shares of common stock
issued and outstanding.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO BE A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON 8-K
a. Form 10QSB filed by reference on May 17, 2001
b. Form 8K filed by reference on May 17, 2001
c. Form 8K filed by reference on May 29, 2001
d. Form 10SB12GA filed by reference on June 11, 2001
e. Form 10QSBA filed by reference on June 11, 2001
f. Form 10QSBA filed by reference on June 12, 2001
g. Form 10KSBA filed by reference on June 13, 2001
h. Form 10QSBA filed by reference on June 13, 2001
i. DEFR14A filed by reference on June 19, 2001
j. Form 8K filed by reference on June 21, 2001
k. Form 10SB12GA filed by reference on June 28, 2001
l. Form 10QSBA filed by reference on June 29, 2001
26
SIGNATURES
In accordance with 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.
TRIAD INDUSTRIES, INC.
Dated: August 13, 2001
By:/S/ Gary DeGano
Gary DeGano
President, Director
By:/S/ Michael Kelleher
Michael Kelleher
Secretary, Treasurer
and Director