UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark one)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
- ---------- EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2003
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
- ---------- OF 1934
For the transition period from to
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Commission File Number: 33-22175
SAFETEK INTERNATIONAL, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 75-2226896
- ---------------------------- ----------------------------
(State of incorporation) (IRS Employer ID Number)
5509 11th Avenue, Brooklyn, NY 11219
(Address of principal executive offices)
718-436-8246
(Issuer's telephone number)
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. YES [ ] NO [X]
State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: July 29, 2004 -- 499,472,707 shares
Transitional Small Business Disclosure Format (check one): YES [ ] NO [X]
Safetek International, Inc.
And Subsidiaries
Consolidated Financial Statements
March 31, 2003 and 2002
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Form 10-Q For The Quarter Ended March 31, 2003
Table of Contents
Part 1 - Financial Information
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Financial Statements and notes to financial statements
Management's Discussion and Analysis of financial condition and results
of operations
Part 2 - Other Information
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Legal Proceedings
Changes in Securities
Defaults Upon Senior Securities
Other Information
Exhibits and Reports on Form 8-K
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
Assets
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March 31, December 31,
2003 2002
(Unaudited)
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Current Assets
Cash $ 23 $ --
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Total assets $ 23 $ --
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(Continued)
See accompanying notes to consolidated financial statements
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
Liabilities and Stockholders' Deficit
March 31, December 31,
2003 2002
(Unaudited)
----------- -----------
Current Liabilities:
Accounts payable $ 266,205 $ 266,215
Due to stockholders 44,334 43,374
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Total current liabilities 310,539 309,589
Subordinated convertible redeemable debenture 246,608 265,828
----------- -----------
Total liabilities 557,147 575,417
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Redeemable convertible preferred shares (4,648 shares, par value $.0001,
redeemable prior to February 21, 2002
at $50 per share, 1,000,000 shares authorized) 232,400 232,400
----------- -----------
Stockholders' deficit:
Common stock, $.0001 par value authorized 500,000,000 shares, issued
and outstanding 180,472,707 and 101,972,707 shares
at March 31, 2003 and December 31, 2002 respectively 18,047 10,197
Additional paid-in capital 2,929,648 2,914,028
Accumulated deficit (3,737,219) (3,732,042)
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Total stockholders' deficit (789,524) (807,817)
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Total liabilities and stockholders' deficit $ 23 $ --
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See accompanying notes to financial statements.
SAFETEK INTERNATIONAL, INC.
Consolidated Statements of Stockholders' Deficit
For the three months ended March 31, 2003 and 2002
Common Stock
-------------------------
Additional
Number of Paid-in Accumulated Stockholders'
Shares Par Value Capital Deficit Deficit
----------- ------ --------- ---------- --------
Balances at December 31, 2000 93,548 9 2,441,181 (2,588,163) (146,973)
Net loss for the year ended
December 31, 2001 -- -- -- (663,263) (663,263)
Shares issued for services 4,000,000 400 29,600 -- 30,000
Exercise of stock option 21,662,793 2,166 -- -- 2,166
Shares converted from subordinated
Convertible redeemable debentures 14,902,978 1,490 86,444 -- 87,934
----------- ------ --------- ---------- --------
Balance at December 31, 2001 40,659,319 4,065 2,557,225 (3,251,426) (690,136)
Net loss for the period December 31, 2002 -- -- -- (480,616) (480,616)
Shares converted from subordinated
Convertible redeemable debentures 53,664,438 5,367 395,047 -- 400,414
Record redemption obligation
(108,229) -- (108,229)
Exercise of stock option 1,498,950 150 -- -- 150
Shares issued for services 6,150,000 615 69,985 70,600
----------- ------ --------- ---------- --------
Balance at December 31, 2002 101,972,707 10,197 2,914,028 (3,732,042) (807,817)
Net loss for the period March 31, 2003
-- -- -- (927) (927)
Shares converted from subordinated
Convertible redeemable debentures 30,000,000 3,000 15,140 -- 18,140
----------- ------ --------- ---------- --------
Balance at March 31, 2003 131,972,707 13,197 2,929,168 (3,732,969) (790,604)
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See accompanying notes to financial statements.
SAFETEK INTERNATIONAL, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
For the three months ended March 31. 2003 and 2002
(Unaudited)
2003 2002
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Net sales $ -- $ --
Cost of Sales -- _ -
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Gross profit -- --
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Expenses
General and administrative 5,177 58,267
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Total expenses 5,177 58,267
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Net operating loss (5,177) (58,267)
Other income (expense):
Other income -- --
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Net loss $ (5,177) $ (58,267)
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Basic and diluted loss per share $ (.00) $ (0.001)
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Weighted average numbers of shares outstanding 116,972,707 47,936,056
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See accompanying notes to financial statements
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the three months ended March 31. 2003 and 2002
(Unaudited)
2003 2002
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Cash flows from operating activities:
Net loss $ (5,177) $ (58,,267)
Adjustments to reconcile net loss to net cash
used by operating activities:
Cash provided by (used for) changes in:
Issuance of common stock for services 4,250 --
(Increase) decrease in assets:
Accounts receivable -- 85
Increase (decrease) in liabilities:
Accounts payable (10) (1,215)
Advanced to/from stockholders 960 (1,625)
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Net cash provided by (used in) operating activities 23 (61,022)
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Cash flows from investing activities:
Construction in progress-equipment -- (200,000)
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Net cash used in investing activities -- (200,000)
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Cash flows from financing activities:
Proceeds from issuance of preferred stock -- 260,000
Proceeds from conversion of debentures and stock option -- 25
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Net cash provided by financing activities -- 260,025
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Net increase (decrease) in cash 23 (997)
Cash at beginning of period -- 1,745
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Cash at end of period $ 23 $ 748
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Supplemental disclosures:
Cash paid during the year for:
Interest -- --
========= =========
Income taxes -- --
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See accompanying notes to financial statements.
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Notes to consolidated Financial Statements
March 31, 2003
(Unaudited)
Part I
1. Presentation of Unaudited Consolidated Financial Statements
The unaudited consolidated financial statements have been prepared
in accordance with rules of the Securities and Exchange Commission
and, therefore, do not include all information and footnotes
necessary for a fair presentation of financial position, results of
operations and cash flows, in conformity with generally accepted
accounting principles. The information furnished in the opinion of
management, reflects all adjustments (consisting only of normal
recurring accruals) necessary to present fairly the financial
position as of March 31, 2003 and results of operations and cash
flows for the three months ended March 31, 2003 and 2002. The
results of operations are not necessarily indicative of results,
which may be expected for any other interim period, or for the year
as a whole.
Management's Discussion and Analysis of Financial Condition and
Results of Operations
Caution Regarding Forward-Looking Information
This quarterly report contains certain forward-looking statements
and information relating to the Company that are based on the
beliefs of the Company or management as well as assumptions made by
the information currently available to the Company or management.
When used in this document, the words "anticipate," "believe,"
"estimate," "expect" and "intend" and similar expressions, as they
relate to the Company or its management, are intended to identify
forward-looking statements. Such statements reflect the current view
of the Company regarding future events and are subject to certain
risks, uncertainties and assumptions including the risks and
uncertainties noted. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those described
herein as anticipated, believed, estimated, expected or intended. In
each instance, forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.
Financial Condition and Plan of Operations
Safetek was reorganized in May 2001 for the purpose of providing
embryonic companies with good concepts and promising patented ideas,
presented to them by inventors and actual proof of concepts and
working prototypes, in order to bring these products to fruition.
Results of Operation, Liquidity and Capital Resources
For the Quarter ended March 31, 2003, the Company had no revenues.
The liabilities of the Company are primarily associated with the 8%
series A Senior subordinated convertible redeemable debentures.
Item 3 Controls And Procedures
a. Evaluation of Disclosure Controls and Procedures:
Disclosure controls and procedures are designed to ensure that information
required to be disclosed in the reports filed or submitted under the Exchange
Act is recorded, processed, summarized and reported, within the time periods
specified in the SEC's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed in the reports filed under the Exchange Act
is accumulated and communicated to management, including the Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure. Within the 90 days prior to the filing of this
report, the Company carried out an evaluation, under the supervision and with
the participation of the Company's management, including the Company's Chief
Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures. Based
upon and as of the date of that evaluation, the Chief Executive Officer and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures are effective to ensure that information required to be disclosed in
the reports the Company files and submits under the Exchange Act is recorded,
processed, summarized and reported as and when required.
b. Changes in Internal Controls:
There were no changes in the Company's internal controls or in other
factors that could have significantly affected those controls subsequent to the
date of the Company's most recent evaluation.
Part II Other Information
1. Legal Proceedings - None
2. Changes in Securities: Common Stock
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Number of Additional
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Of Shares Par Value Paid in capital
----------- ----------- ---------------
Balance at December 31, 2002 101,972,707 10,197 2,914,028
Debentures Converted 36,000,000 3,600 15,620
Shares issued for services 42,500,000 4,250 --
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Balance at March 31, 2003 180,472,707 18,047 2,929,648
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3. Defaults on Senior Securities - None
4. Submission of Matters to a Vote of Security Holders
The Company has held no regularly scheduled meetings during the reporting
period.
5. Other information - None
6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Exhibit 31 - Certification of Chief Executive Officer and Principal Financial
Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32 - Certification of Chief Executive Officer and Principal Financial
Officer Pursuant to 18 U.S.C Section 1350 as Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K. None.