U.S. 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 for the quarterly period ended September 30, 2002
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the transition period from _______ to _______
Commission File No. 333-86000
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TECHNOLOGY CONNECTIONS, INC.
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(Exact name of small business issuer as specified in its charter)
North Carolina 56-2253025
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(State or other jurisdiction of (IRS Employer
incorporation or organization) identification No.)
4421 Stuart Andrew Blvd., Ste 102, Charlotte, North Carolina 28217
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(Address of principal executive offices)
(704) 341-0698
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(Issuer's telephone number)
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 [x] No [ ]
Number of shares of common stock outstanding as of
November 14, 2002: 25,157,860
Number of shares of preferred stock outstanding as of
November 14, 2002: -0-
INDEX TO FORM 10-QSB
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Page No.
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PART I
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Item 1. Financial Statements
Consolidated Balance Sheets - September 30, 2002 2
Consolidated Statements of Operations - Three and Nine Months Ended
September 30, 2002 and 2001 3
Consolidated Statements of Cash Flows - Three and Nine Months Ended
September 30, 2002 and 2001 4
Notes to Consolidated Financial Statements 5-6
Item 2. Management's Discussion and Analysis of Financial Condition
And Results of Operations 7-10
PART II
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Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults Upon Senior Securities 11
Item 4. Submission of Matters to a Vote of Security Holders 11
Item 5. Other Information 11
The accompanying notes are an integral part of these financial statements
TECHNOLOGY CONNECTIONS, INC.
BALANCE SHEET
AS OF SEPTEMBER 30, 2002
ASSETS
------
CURRENT ASSETS
- ----------------------------------------------------------------
Cash and cash equivalents. . . . . . . . . . . . . . . . . . . $ 3,815
Accounts receivable. . . . . . . . . . . . . . . . . . . . . . 50,779
Inventory. . . . . . . . . . . . . . . . . . . . . . . . . . . 23,766
------------
TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . . . . . 78,360
------------
PROPERTY AND EQUIPMENT
- ----------------------------------------------------------------
Furniture and equipment. . . . . . . . . . . . . . . . . . . . 38,022
Accumulated depreciation . . . . . . . . . . . . . . . . . . . (6,300)
------------
Net property and equipment. . . . . . . . . . . . . . . . . 31,722
------------
OTHER ASSETS
- ----------------------------------------------------------------
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,428
------------
TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . . . $ 112,510
============
LIABILITIES AND STOCKHOLDERS' DEFICIT
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CURRENT LIABILITIES
- ----------------------------------------------------------------
Accounts payable and accrued expenses. . . . . . . . . . . . . $ 130,856
Current portion of notes payable . . . . . . . . . . . . . . . 8,795
Loans From Stockholders. . . . . . . . . . . . . . . . . . . . 79,480
------------
TOTAL CURRENT LIABILITIES. . . . . . . . . . . . . . . . . . 219,131
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LONG-TERM DEBT
- ----------------------------------------------------------------
Note Payable . . . . . . . . . . . . . . . . . . . . . . . . . $ 45,000
STOCKHOLDERS' DEFICIT
- ----------------------------------------------------------------
Preferred Stock ($.001 par value, 5,000,000 authorized:
none issued and outstanding) . . . . . . . . . . . . . . . . . -0-
Common Stock ($.001 par value, 100,000,000 shares authorized:
25,157,860 shares issued and outstanding). . . . . . . . . . . 25,158
Additional Paid-in-Capital . . . . . . . . . . . . . . . . . . 567,272
Retained Deficit . . . . . . . . . . . . . . . . . . . . . . . (744,051)
------------
TOTAL STOCKHOLDERS' DEFICIT. . . . . . . . . . . . . . . . . (151,621)
------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT. . . . . . . . . $ 112,510
============
The accompanying notes are an integral part of these financial statements
TECHNOLOGY CONNECTIONS, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
Three months ended September 30, Nine months ended September30,
2002 2001 2002 2001*
REVENUES AND COST OF SALES:
- ---------------------------------------
Sales . . . . . . . . . . . . . . . . $ 82,275 $ 47,477 $ 265,105 $ 52,942
Cost of sales . . . . . . . . . . . . (32,798) (69,041) (168,396) (87,954)
------------ ------------ ------------ ------------
Gross profit. . . . . . . . . . . . 49,477 (21,564) 96,709 (35,012)
------------ ------------ ------------ ------------
OPERATING EXPENSES:
- ---------------------------------------
Selling, general and administrative . 29,182 99,597 619,349 118,568
------------ ------------ ------------ ------------
TOTAL EXPENSES. . . . . . . . . . . 29,182 99,597 619,349 118,568
OPERATING INCOME (LOSS) . . . . . . 20,295 (121,161) (522,640) (153,580)
------------ ------------ ------------ ------------
OTHER EXPENSE:
- ---------------------------------------
Interest expense. . . . . . . . . . . (4,701) (5,423) (15,770) (6,155)
------------ ------------ ------------ ------------
TOTAL OTHER EXPENSE . . . . . . . . (4,701) (5,423) (15,770) (6,155)
------------ ------------ ------------ ------------
INCOME (LOSS) BEFORE TAXES. . . . . 15,594 (126,584) (538,410) (159,735)
INCOME TAX BENEFIT. . . . . . . . . -0- -0- -0- -0-
NET INCOME (LOSS) . . . . . . . . . $ 15,594 $ (126,584) $ (538,410) $ (159,735)
============ ============ ============ ============
Net income (loss) per common share -
basic & fully diluted . . . . . . . . ** $ (0.01) $ (0.02) $ (0.01)
============ ============ ============ ============
Weighted average common
shares outstanding. . . . . . . . . . 24,274,883 19,860,000 24,569,208 19,860,000
============ ============ ============ ============
* Since inception - May 23, 2001
** Less than $.01
The accompanying notes are an integral part of these financial statements
TECHNOLOGY CONNECTIONS, INC.
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
2002 2001
CASH FLOWS FROM OPERATING ACTIVITIES:
- ----------------------------------------------------------
Net loss . . . . . . . . . . . . . . . . . . . . . . . . $(538,410) $(159,735)
Adjustments to reconcile net loss to net
cash used in operating activities:
Common stock issued for services . . . . . . . . . . . 462,930 -0-
Depreciation . . . . . . . . . . . . . . . . . . . . . 2,700 -0-
(Increase) decrease in operating assets:
Accounts receivable. . . . . . . . . . . . . . . . . (11,524) -0-
Inventory. . . . . . . . . . . . . . . . . . . . . . (23,766) -0-
Deposits . . . . . . . . . . . . . . . . . . . . . . (2,428)
Increase (decrease) in operating liabilities:
Accounts payable and accrued expenses. . . . . . . . 23,970 78,228
Outstanding checks in excess of bank balance . . . . (2,288) -0-
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NET CASH USED IN OPERATING ACTIVITIES. . . . . . . . (88,816) (81,507)
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CASH FLOWS FROM INVESTING ACTIVITIES:
- ----------------------------------------------------------
Purchases of property and equipment. . . . . . . . . . . (12,332) (14,441)
------------ ----------
NET CASH USED IN INVESTING ACTIVITIES. . . . . . . . (12,332) (14,441)
------------ ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
- ----------------------------------------------------------
Proceeds from sales of common stock. . . . . . . . . . . 61,000 62,000
Proceeds from and additions to stockholder loans . . . . 42,773 36,053
------------ ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES. . . . . . 103,773 98,053
------------ ----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS . . . . . . . . . . . . . . . . . . 2,625 2,105
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CASH AND CASH EQUIVALENTS:
- ----------------------------------------------------------
Beginning of period. . . . . . . . . . . . . . . . . 1,190 -0-
------------ ----------
End of period. . . . . . . . . . . . . . . . . . . . $ 3,815 $ 2,105
============ ==========
SUPPLEMENTAL CASH FLOW INFORMATION AND NON-CASH FINANCING:
- ----------------------------------------------------------
Cash paid during the period for interest . . . . . . . . $ 15,770 $ -0-
============ ==========
Common stock issued for services . . . . . . . . . . . . $ 462,930 $ -0-
============ ==========
Common stock issued for furniture. . . . . . . . . . . . $ 6,500 $ -0-
============ ==========
The accompanying notes are an integral part of these financial statements
TECHNOLOGY CONNECTIONS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2002 (UNAUDITED)
ITEM 1.
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NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements.
In the opinion of management, the unaudited condensed consolidated financial
statements contain all adjustments consisting only of normal recurring accruals
considered necessary to present fairly the Company's financial position at
September 30, 2002, the results of operations for the three and nine month
periods ended September 30, 2002 and 2001, and cash flows for the nine months
ended September 30, 2002 and 2001. The results for the period ended September
30, 2002, are not necessarily indicative of the results to be expected for the
entire fiscal year ending December 31, 2002.
NOTE 2 - COMMON STOCK ISSUANCES
During the nine months ended September 30, 2002, we had the following stock
issuances:
- - We issued 4,950,000 shares of common stock to professionals and
consultants to assist us in having our common stock publicly traded. The stock
was valued at $.08 per share, or an aggregate value of $400,000.
- - We issued 125,860 shares of common stock to employees and subcontractors
to services rendered on behalf of our Company. The shares were valued at $.50
per share, or an aggregate value of $62,930.
- - We issued 13,000 shares of our common stock in exchange for furniture for
our administrative offices. The shares were valued at $.50 per share, or an
aggregate value of $6,500.
- - We issued 219,000 shares of our common stock to various investors between
$.25-.50 pursuant to a private stock offering. The offering included 150,000
shares of stock sold to an officer for $.25 per share, or $37,500. The total
aggregate proceeds were $61,000 and used as follows:
Advertising $10,000
Common stock registration $30,000
Website development $ 8,500
Working capital $12,500
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Total $61,000
=======
NOTE 3- STOCKHOLDER LOAN
During the nine months ended September 30, 2002 we received $42,773 in
proceeds from a stockholder loan. The loan bears interest at 6% per annum and is
due on demand. The loan is not evidenced by a written promissory note, but
rather is an oral agreement between the Company and the stockholder.
NOTE 4- CONTIGENT LIABILITY
Our common stock offering of 69,000 shares may have violated certain provisions
of federal law. As such, there remains a contingent liability of $23,500 until
April 1, 2003. Management believes the possibilities of a material liability to
be unlikely and accordingly has not accrued its effects in the financial
statements.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
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Technology Connections, Inc. is hereby providing cautionary statements
identifying important factors that could cause our actual results to differ
materially from those projected in forward looking statements made in this
quarterly report on Form 10-QSB. Any statements that express, or involve
discussions as to, expectations, beliefs, plans, objectives, assumptions or
future events or performance (often, but not always, through the use of words or
phrases such as "likely will result," "are expected to," "will continue," "is
anticipated," "estimated," "intends," "plans" and "projection") are not
historical facts and may be forward looking statements and involve estimates and
uncertainties which could cause actual results to differ materially from those
expresses in the forward looking statements. Accordingly, any such statements
are qualified in their entirety by reference to, and are accompanied by, the
following key factors that have a direct bearing on our results of operations:
the absence of contracts with customers or suppliers; our ability to maintain
and develop relationships with customers and suppliers; our ability to
successfully integrate acquired businesses or new brands; the impact of
competitive products and pricing; supply constraints or difficulties; changes in
the construction industry; the retention and availability of key personnel; and
general economic and business conditions.
We caution that the factors described herein could cause actual results to
differ materially from those expressed in any forward-looking statements such
that the investors should not place undue reliance on any such forward-looking
statements. Further, any forward-looking statement speaks only as of the date on
which such statement is made, and we undertake no obligation to update any
forward-looking statement to reflect events or circumstances after the date on
which such statement is made or to reflect the occurrence of unanticipated
events or circumstances. Consequently, no forward-looking statement can be
guaranteed.
New factors emerge from time to time, and it is not possible for us to
predict all such factors. Further, we cannot assess the impact of each such
factor on our results of operations or the extent to which any factor, or
combination of factors, may cause actual results to differ materially from those
contained in any forward-looking statements.
Overview
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We were incorporated in North Carolina on May 23, 2001, to engage in the
business of installing structured wiring capacities into newly constructed homes
and retrofitting existing homes with the same integrated technology components
and systems. Such integrated technology and systems include security systems,
Internet technology, satellite television delivery systems, indoor/outdoor
lighting, solar energy systems and entertainment/communication technology.
Our executive offices are located at 4421 Stuart Andrew Blvd., Suite 102,
Charlotte, North Carolina 28217. Our telephone number is (704) 341-0698. We
currently have five full-time employees. We are authorized to issue common and
preferred stock. Our total authorized common stock consists of 100,000,000
shares, with a par value of $.001 per share, of which 25,157,860 shares are
issued and outstanding. Our total authorized preferred stock consists of
5,000,000 shares, with a par value of $.001 per share, of which no shares are
issued and outstanding.
RESULTS OF OPERATIONS
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For the three and nine months ended September 30, 2002 and
2001(unaudited).
Sales.
Sales for the three months ended September 30, 2002 and 2001 were $82,275
and $47,477, respectively, an increase of $34,798 or 73%. Sales for the nine
months ended September 31, 2002 and 2001 were $265,105 and $52,942,
respectively, an increase of $212,163 or 400%. Sales consisted primarily of
setup and installation of the following:
Security systems
Outdoor landscape lighting
Audio systems
Central home wiring centers
Video and monitoring systems
Home theater installation
Computer networks
Central vacuum systems
Indoor lighting
Home automation systems, including remote appliance capabilities
All revenues were from unrelated third parties and were made primarily from new
home buyers.
Cost of Sales.
The cost of sales includes the purchase price for equipment plus other
direct costs associated with completing the installing, such as subcontractors
and permits. It is customary to experience variations in the cost of sales as a
percentage of net sales based on the types of products installed at any given
location and the related cost of labor to complete installation.
The cost of sales for the three months ended September 30, 2002 and
2001 were $32,798 and $69,041, respectively, a decrease of $36,243. The cost of
sales for the nine months ended September 30, 2002 and 2001 were $168,396 and
$87,954, respectively, an increase of $80,442. Cost of sales as a percentage of
sales for the periods ended September 30, 2002 and 2001 were 40% and over 100%,
respectively. Cost of sales as a percentage of sales for the 2001 period was
negative. This imbalance was caused by initial product offerings and loss
leading sales intended to assist us with entering the home wiring market.
To date we have seen a decrease in the cost of sale as a percentage of
sales as we have increased sales and attempted to develop our business plan. We
expect cost of sales as a percentage of sales to decrease to around 50% of total
sales for fiscal year 2002 as we pursue larger installation projects. In
addition, volume discounts will be available to us if we are successful in
achieving sales growth in the future which will further reduce our cost of sales
as a percentage of sales.
Expenses.
Total expenses for the three months ended September 30, 2002 and 2001
were $29,182 and $99,597, respectively. Total expenses for the nine months ended
September 30, 2002 and 2001 were $618,126 and $118,568, respectively. Notable
expense accounts included the following:
Rent expense decreased to $1,866 for the period since we were operating
primarily from the residence of our president while our office move was in
transition.
Professional fees were $438,565 which included 4,950,000 shares of common
stock issued to professionals and consultants to assist us in having our common
stock publicly traded. There shares were valued at $.08 per share yielding an
aggregate value of $400,000. In additional we paid approximately $30,000 and
$8,500 for expenses associated with filing our registration statement on Form
SB-2 and website development, respectively.
Subcontractors' fees were $66,779. This was primarily associated with the
125,860 shares of our common stock we paid to several subcontractors during the
first quarter of 2002 for expenses to develop our business that were not related
to actual projects. We valued the shares at $.50 yielding an aggregate value of
$62,930.
Approximately $74,500 of our accounts payable at September 30, 2002
consisted of credit card balances. The balances are unsecured and bear an
average interest rate of approximately 15%. Interest expense for the nine months
ended September 30, 2002 includes $15,770 in accrued interest pertaining to
credit card balances that were accumulated in connection with our inventory
purchases. We did not have any past due amounts as of the date of this
prospectus.
We expect increases in expenses through the year 2002 as the Company
moves toward developing its business plan. We expect the increase to be
primarily in sales related expenses such as advertising and salespersons'
salaries.
Income Taxes
Our stockholders elected at incorporation under the Internal Revenue
Code to be taxed as an S corporation. In lieu of corporate income taxes, the
stockholders were taxed on their proportionate share of the Company's net
income. According, no provision or liability for federal or state income taxes
has been made in our 2001 financial statements. Subsequent to year-end, we
revoked our S election pursuant to our plans to commence our initial public
offering.
Currently, income taxes are provided in accordance with Statement of
Financial Accounting Standards No. 109 (SFAS No. 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-carryforwards. As of September 30, 2002 our entire deferred tax asset of
$15,000 was reduced by a valuation allowance of the same amount.
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 asset will not be realized. Deferred tax assets and liabilities
are adjusted for the effect of changes in tax laws and rates on the date of
enactment.
Income/ Losses.
Net income for the three months ended September 30, 2002 was $15,594 versus
a net loss of $126,584 in the same period in 2001, an increase of $142,178. Net
losses for the nine months ended September 30, 2002 and 2001 were $537,187 and
$159,735, respectively. Our losses for the nine months ended September 30, 2002
were primarily due to $462,930 in common stock issued for professional services
in connection with our initial public offering. We expect to continue to incur
losses at least through the year 2002. In addition, there can be no assurance
that we will achieve or maintain profitability or that our revenue growth can be
sustained in the future.
Impact of Inflation.
We believe that inflation has had a negligible effect on operations since
inception. We believe that we can offset inflationary increases in the cost of
labor by increasing sales and improving operating efficiencies.
Liquidity and Capital Resources.
Substantially all of our accounts payable are on credit cards. Our accounts
payable as of September 30, 2002 include $74,500 in balances due various credit
cards to purchase our inventory. The amounts are not secured against our assets
and bear a weighted average interest rate of approximately 15%. There are
minimum payments which are due each month that approximate $4,500. Our Company
is current on all balances. If we are unable to make our required payments, our
credit rating could be adversely affected.
Cash flows used in operations were $88,816 and $81,507 for the nine months
ended September 30, 2002 and 2001, respectively. Cash flows used in operations
were primarily attributable to our $538,410 net loss for the period partially
offset by $462,930 in common stock issued for services and $23,970 in increases
in accounts payable. We issued 4,950,000 shares of common stock to professionals
and consultants to assist us with having our common stock publicly traded. The
shares were valued at $.08, or an aggregate value of $400,000. In addition, we
issued 125,860 shares of stock to our employees and subcontractors which were
valued at $.50 per share, or an aggregate value of $62,930.
Cash flows used in investing activities were $12,332 and $14,441 for
the nine months ended September 30, 2002 and 2001, respectively, which were
attributable to purchases of furniture and equipment for our administrative
offices.
Cash flows generated by financing activities were $103,773 for the
nine months ended September 30, 2002 and 2001. Cash flows for the period
included $61,000 in proceeds from sales of our common stock between $.25-.50
pursuant to a Regulation D private offering. Proceeds were used for advertising,
working capital and towards expenses relating to this registration statement.
Also during the period, the Company received $42,773 in proceeds from a
stockholder loan. The loan bears interest at 6% per annum and is due on demand.
The loan is not evidenced by a written promissory note, but rather is an oral
agreement between the Company and the stockholder.
Overall, we have funded our cash needs from inception through
September 30, 2002 with a series of debt and equity transactions, including
those with related parties as described above. If we are unable to receive
additional cash from our related parties, we may need to rely on financing from
outside sources through debt or equity transactions. Our related parties are
under no legal obligation to provide us with capital infusions. Failure to
obtain such financing could have a material adverse effect on operations and
financial condition.
We had cash on hand of $3,815 and a working capital deficit of
$140,771 as of September 30, 2002 which is not sufficient to fund our operations
through the next twelve months. Our working capital deficit is primarily due to
current obligations in account payable and loans from stockholders. We will
substantially rely on the existence of revenue from our business; however, we
have no current or projected capital reserves that will sustain our business for
the next 12 months. Also, if the projected revenues fall short of needed
capital we may not be able to sustain our capital needs for the next twelve
months. We will then need to obtain additional capital through equity or debt
financing to sustain operations for an additional year. A lack of significant
revenues beginning in the first half of 2003 will significantly affect our cash
position and move us towards a position where the raising of additional funds
through equity or debt financing will be necessary. Our current level of
operations would require capital of approximately $150,000 to sustain operation
through year 2003 and approximately $200,000 per year thereafter. Modifications
to our business plans or additional property acquisitions may require additional
capital for us to operate. There can be no assurance that additional capital
will be available to us when needed or available on terms favorable to the
Company.
On a long-term basis, liquidity is dependent on continuation and
expansion of operations, receipt of revenues, and additional infusions of
capital and debt financing. We are considering opening additional sales centers
during the first half of 2003. Our current capital and revenues are
insufficient to fund such expansion. If we choose to launch such an expansion
campaign, we will require substantially more capital. If necessary, we will
raise this capital through an additional stock offering. The funds raised from
this offering will be used to market our products and services as well as expand
operations and contribute to working capital. However, there can be no
assurance that we will be able to obtain additional equity or debt financing in
the future, if at all. If we are unable to raise additional capital, our growth
potential will be adversely affected and we will have to significantly modify
our plans. For example, if we unable to raise sufficient capital to develop our
business plan, we may need to:
Seek projects that are less in value or that may be projected to be less
profitable
Seek smaller projects, which are less capital intensive, in lieu of larger
contract projects, or
Seek projects that are outside our immediate area to secure terms favorable
to the Company.
Demand for the products and services will be dependent on, among other
things, market acceptance of our products, the real estate market in general,
and general economic conditions, which are cyclical in nature. Inasmuch as a
major portion of our activities is the receipt of revenues from the sales of our
new home products, our business operations may be adversely affected by our
competitors and prolonged recession periods.
Our success will be dependent upon implementing our plan of operations and
the risks associated with our business plans. We operate a home product sales
and installation business in the Charlotte, North Carolina area. We also provide
installation services to various unrelated developers and builders. We plan to
strengthen our position in these markets. We plan to expand our operations
through aggressively marketing our products and Company concept.
ITEM 3. CONTROLS AND PROCEDURES
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(a) On September 30, 2002, we made an evaluation of our disclosure controls and
procedures. In our opinion, the disclosure controls and procedures are adequate
because the systems of controls and procedures are designed to assure, among
other items, that 1) recorded transactions are valid; 2) valid transactions are
recorded; and 3) transactions are recorded in the proper period in a timely
manner to produce financial statements which present fairly the financial
condition, results of operations and cash flows for the respective periods being
presented. Moreover, the evaluation did not reveal any significant deficiencies
or material weaknesses in our disclosure controls and procedures.
(b) There have been no significant changes in our internal controls or in other
factors that could significantly affect these controls since the last
evaluation.
PART II. OTHER INFORMATION
- --------
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit
Number Description of Exhibits
- ------ -----------------------
3(i)(a) Articles of Incorporation of Technology Connections, Inc.(1)
3(ii) Bylaws of Technology Connections, Inc.(1)
3(iii) Articles of Amendment to the Articles of Incorporation of
Technology Connections, Inc. (1)
4.1 Form of Common Stock Certificate of Technology
Connections, Inc. (1)
99.1 Certification of President and Chief Executive Officer
(1) Previously filed with Technology Connections's filing of Form SB-2 and
subsequent amendments thereto (File No. 333-86000).
(b) Reports on Form 8-K- None.
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
TECHNOLOGY CONNECTIONS, INC.
(Registrant)
/s/ Kevin Kyzer
Date: November 14, 2002 __________________________
Kevin Kyzer
President, Chief Executive Officer,
Chief Financial Officer