UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Fiscal Quarter Ended: March 31, 2004
Commission File Number: 000-50005
TECHEDGE, INC.
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(Name of small business issuer as specified in its charter)
Delaware 04-3703334
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(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
3 Rolling Hill Road, Hampton Bays, New York 11946
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(Address of principal executive offices)
(631) 728-4164
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Issuer's telephone number, including area code
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(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. X Yes No
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 8,000,000 shares, as of May
24, 2004.
Techedge, Inc.
FORM 10-QSB
Quarterly Period Ended March 31, 2004
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)........................2 to 5
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS...6
Item 3. CONTROLS AND PROCEDURES.....................................7
PART II OTHER INFORMATION...............................................7
Item 1. Legal Proceedings...........................................7
Item 2. Changes In Securities And Use Of Proceeds...................7
Item 3. Defaults Upon Senior Securities.............................7
Item 4. Submission Of Matters To A Vote Of Security Holders.........7
Item 5. Other Information...........................................7
Item 6. Exhibits And Reports On Form 8-K............................7
SIGNATURES.....................................................................8
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
TECHEDGE, INC.
(A Development Stage Enterprise)
BALANCE SHEET
MARCH 31, 2004
(Unaudited)
ASSETS
CASH $ -
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TOTAL CURRENT ASSETS $ -
==================
LIABILITIES AND STOCKHOLDERS' DEFICIT
ACCOUNTS PAYABLE AND ACCRUED EXPENSES $ 84,940
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TOTAL CURRENT LIABILITIES 84,940
STOCKHOLDERS' DEFICIT:
Common stock, $.0001 par value, 25,000,000 shares
authorized, 8,000,000 shares issued and outstanding 800
Additional paid-in capital 3,400
Deficit accumulated during the development stage (89,140)
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TOTAL STOCKHOLDERS' DEFICIT (84,940)
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$ -
==================
The accompanying notes are an integral part of the financial statements.
2
TECHEDGE, INC.
(A Development Stage Enterprise)
STATEMENTS OF OPERATIONS
(Unaudited)
For the Period
For the Three Months For the Three Months July 17, 2002 (Inception)
Ended March 31, 2004 Ended March 31, 2003 To March 31, 2004
-------------------- -------------------- -------------------------
GENERAL AND ADMINISTRATIVE $ 14,936 $ 13,036 $ 89,140
-------------------- -------------------- -------------------------
NET LOSS $ (14,936) $ (13,036) $ (89,140)
==================== ==================== =========================
Basic and diluted loss per share $ (0.00) $ (0.00) $ (0.01)
==================== ==================== =========================
Weighted average number of shares
outstanding 8,000,000 8,000,000 7,714,286
==================== ==================== =========================
The accompanying notes are an integral part of the financial statements.
3
TECHEDGE, INC.
(A Development Stage Enterprise)
STATEMENT OF CASH FLOWS
(Unaudited)
For the Period
For the Three Months For the Three Months July 17, 2002 (Inception)
Ended March 31, 2004 Ended March 31, 2003 To March 31, 2004
-------------------- -------------------- -------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (14,936) $ (13,036) $ (89,140)
-------------------- -------------------- -------------------------
Adjustments to reconcile net loss to net
cash used in operating activities:
Changes in assets and liabilities:
Accounts payable and accrued expenses 5,000 13,000 84,940
-------------------- ------------------- -------------------------
TOTAL ADJUSTMENTS 5,000 13,000 84,940
-------------------- ------------------- -------------------------
NET CASH USED IN OPERATING ACTIVITIES (9,936) (36) (4,200)
-------------------- ------------------- -------------------------
NET INCREASE (DECREASE) IN CASH (9,936) (36) (4,200)
CASH, BEGINNING OF PERIOD 936 4,114 4,200
-------------------- ------------------- -------------------------
CASH, END OF PERIOD $ (9,000) $ 4,078 $ -
==================== =================== =========================
The accompanying notes are an integral part of the financial statements.
4
TECHEDGE, INC.
(A Development Stage Enterprise)
Notes to financial statements
(Unaudited)
NOTE 1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and the instructions to Form 10-QSB. Accordingly, they do not include all
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
considered necessary for a fair presentation have been included. Operating
results for the three months ended March 31, 2004 are not necessarily indicative
of results that may be expected for the year ending December 31, 2004. For
further information, refer to the audited financial statements and footnotes
thereto included in the Company's Form 10-KSB for year ended December 31, 2003.
NOTE 2. ORGANIZATION AND NATURE OF OPERATIONS
The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles which contemplates continuation of the
Company as a going concern. However, the Company has incurred significant losses
since inception resulting in an accumulated deficit of ($84,940) and working
capital deficit of ($84,940) at March 31, 2004. In addition, the Company's has
no assets as of March 31, 2004. These factors raise substantial doubt about the
Company's ability to continue as a going concern. The accompanying financial
statements do not include any adjustments relating to the recoverability and
classification of recorded assets, or the amounts and classification of
liabilities that might be necessary in the event the Company cannot continue in
existence.
In view of these matters, the continued existence of the Company is dependent
upon its ability to meet its financing requirements and, ultimately, the success
of its planned future operations. There can be no assurance that the Company
will obtain the necessary financing nor that the planned future operations will
be successful.
5
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
On March 23, 2004, the Company filed a Schedule 14c Definitive Information
Statement with the SEC indicating therein that it had adopted a Resolution on
February 29, 2004 by Written Consent of its Board of Directors and certain
principal stockholders (the latter holding 62.50% of all Company outstanding
common stock) in order to amend its Articles of Incorporation so as to increase
authorized shares of common stock from 25,000,000 to 100,000,000 ($.0001 par
value per share) and authorize up to 1,000,000 shares of a new class of
undesignated Preferred Stock ($.0001 par value per share).
On May 17, 2004, the Company filed an Amended Certificate of Incorporation with
the Delaware Secretary of State in order to accomplish the above-referenced
Resolutions.
On May 21, 2004, the Company filed a Schedule 14f-1 with the SEC, indicating in
part, that in accordance with the Share Exchange Agreement ("Agreement"), the
membership of the Company's Board of Directors would change entirely and at the
same time, a change in control of the Company would occur.
The Agreement between the Company, its shareholders, China Quantum
Communications, Ltd. ("China") and the latter's shareholders provide for the
issuance of 72,000,000 shares of common stock to China shareholders in exchange
for all the latter's outstanding securities. Once issued, the holders of such
72,000,000 shares will own 90% of all issued and outstanding Company shares.
The aforesaid Schedule 14f-1 indicates certain information with respect to three
individuals designated by China to serve on the Company's Board of Directors.
A closing with respect to the above-referenced Agreement is expected to be held
on or about June 4, 2004 with the Company thereafter filing a Form 8-K and such
other documents as may be required.
Item 3. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, under the supervision and with the participation of our chief
executive officer and chief accounting officer, conducted an evaluation of our
"disclosure controls and procedures" (as defined in the General Rules and
Regulations under the Securities Exchange Act of 1934 at Rules 13a-15 and
15d-15). Based on their evaluation, our chief executive officer and chief
accounting officer have concluded that as of the Evaluation Date, our disclosure
controls and procedures are effective to ensure that all material information
required to be filed in this Quarterly Report on Form 10-QSB has been made known
to them in a timely fashion.
There have been no significant changes (including corrective actions with regard
to significant deficiencies or material weaknesses) in our internal controls or
in other factors that could significantly affect these controls subsequent to
the Evaluation Date set forth above.
6
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes In Securities And Use Of Proceeds
The Company amended its Certificate of Incorporation in May 2004 so as to
increase its authorized shares of Common Stock from 25,000,000 to 100,000,000
and to authorize issuance of up to 1,000,000 shares of Preferred Stock. The
Issuer did not repurchase any of its equity securities during the quarter ended
March 31, 2004.
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission Of Matters To A Vote Of Security Holders
As indicated herein, in Part I, Item 2, the Issuer received majority stockholder
approval on February 29, 2004 in order to amend it Certificate of Incorporation
as indicated in its Schedule 14c filed March 23, 2004.
Item 5. Other Information
None
Item 6. Exhibits And Reports On Form 8-K
Exhibits
(a) Exhibits
31 302 Certification by President and Chief Executive Officer
32 906 Certification by President and Chief Executive Officer
(b) Reports on Form 8-K
None
7
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Date: May 24, 2003
/s/ Gregory A. Konesky
By:______________________________________
Gregory A. Konesky, President and
Chief Executive Officer
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