K to 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 Quarterly Period ended September 30, 2003
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: 000-25367
---------
International Fuel Technology, Inc.
-----------------------------------
(Exact name of registrant as specified in its charter)
Nevada 88-0357508
------ ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
7777 Bonhomme, Suite 1920, St. Louis, Missouri 63105
--------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(314) 727-3333
(Registrant's telephone number)
Indicate by check mark 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), and (2) has been subject to such
filing requirements for the past 90 days.
Yes |X| No |_|
Indicate by check mark whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Exchange Act).
Yes |_| No |X|
The aggregate market value of the voting and non-voting common stock held
by non-affiliates of the Registrant, based upon the average bid and asked price
of the common stock on October 30, 2003, as reported on the OTC Bulletin Board,
was $7,733,516.
Number of shares of common stock outstanding as of October 30, 2003:
70,304,687
FORM 10-Q
For The Quarterly Period Ended September 30, 2003
INDEX
Part I - FINANCIAL INFORMATION Page
Item 1 - Financial Statements
Balance Sheets - September 30, 2003 and December 31, 2002 3
Statements of Operations - Three Month and Nine Month Periods Ended September 30, 2003 and 2002 4
Statement of Stockholders' Equity - Nine Months Ended September 30, 2003 5
Statements of Cash Flows - Nine Months Ended September 30, 2003 and 2002 6
Notes to Financial Statements 7 - 9
Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations 10 - 13
Item 3 - Quantitative and Qualitative Disclosures about Market Risk 13
Item 4 - Controls and Procedures 13
Part II - OTHER INFORMATION
Item 1 - Legal Proceedings 13
Item 6 - Exhibits and Reports on Form 8-K 13
2
INTERNATIONAL FUEL TECHNOLOGY, INC.
BALANCE SHEETS
September 30, December 31,
ASSETS 2003 2002
- --------------------------------------------------------------------------------------------
(Unaudited)
Current Assets
Cash $ 12,160 $ 13,662
Accounts Receivable 3,338 3,338
Inventory 11,393 7,070
Prepaid Expenses 13,137 15,250
Notes Receivable 35,000 35,000
------------ ------------
Total current assets 75,028 74,320
------------ ------------
Property and Equipment
Machinery and equipment 27,621 26,881
Accumulated depreciation (17,834) (12,687)
------------ ------------
Total property and equipment 9,787 14,194
------------ ------------
Purchased Technology, Net of accumulated amortization of
$933,333 and $633,333 at September 30, 2003 and
December 31, 2002, respectively 1,466,668 1,766,668
Goodwill 2,211,805 2,211,805
------------ ------------
Total assets $ 3,763,288 $ 4,066,987
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 234,567 $ 145,773
Accrued compensation 299,025 304,909
Other accrued expenses 50,000 115,000
Accrued interest 34,813 27,500
------------ ------------
Total current liabilities 618,405 593,182
Long-Term Liabilities
Notes payable to stockholder 162,500 162,500
------------ ------------
Total liabilities 780,905 755,682
------------ ------------
Commitments and Contingencies
Stockholders' Equity
Common stock, $.01 par value; authorized, 150,000,000,
70,304,687 and 77,524,689 shares issued and outstanding
at September 30, 2003 and December 31, 2002, respectively 703,047 775,247
Discount on common stock (819,923) (819,923)
Additional paid-in capital 37,744,078 37,403,979
Accumulated deficit (34,244,820) (32,147,998)
------------ ------------
3,382,382 5,211,305
Note Receivable - Stockholder (399,999) (1,900,000)
------------ ------------
Total stockholders' equity 2,982,383 3,311,305
------------ ------------
$ 3,763,288 $ 4,066,987
============ ============
See Notes to Financial Statements
3
INTERNATIONAL FUEL TECHNOLOGY, INC.
STATEMENTS OF OPERATIONS
(Unaudited) Three Months Nine Months
Ended September 30 Ended September 30
2003 2002 2003 2002
- ---------------------------------------------------------------------------------------------------------------------
Revenues 373 9,855 2,238 17,539
Cost of Revenues 330 6,090 1,435 10,460
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Gross Profit 43 3,765 803 7,079
-----------------------------------------------------------
Operating Expenses
Selling, general and administrative expenses 479,608 1,192,804 1,785,164 2,277,890
Depreciation and amortization 101,716 101,716 305,147 305,147
-----------------------------------------------------------
Total operating expenses 581,324 1,294,520 2,090,311 2,583,037
-----------------------------------------------------------
Net loss from operations (581,281) (1,290,755) (2,089,508) (2,575,958)
Interest income 0 4,755 0 21,257
Interest expense (2,438) (87,198) (7,314) (245,227)
-----------------------------------------------------------
Total other expense, net (2,438) (82,443) (7,314) (223,970)
-----------------------------------------------------------
Net loss ($583,719) ($1,373,198) (2,096,822) (2,799,928)
Basic and diluted net loss ($0.01) ($0.02) ($0.03) ($0.05)
per common share
Weighted average common shares outstanding 70,254,685 56,049,132 69,856,018 55,187,481
See Notes to Financial Statements
4
INTERNATIONAL FUEL TECHNOLOGY, INC.
STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2003
(Unaudited)
Common Common Discount Additional
Stock Stock on Common Paid-In
Shares Amount Stock Capital
- ------------------------------------------------------------------------------------------------------------
Balance, January 1, 2003 77,524,689 $775,247 ($819,923) $37,403,979
Payments received on notes receivable -- -- -- --
Proceeds from issuance of stock 300,000 3,000 -- 27,000
Accrued stock based services 480,000 4,800 -- 243,259
Consulting expense relating to stock option grants -- -- -- (10,160)
Cancellation of Interfacial escrow shares (8,000,002) (80,000) -- 80,000
Net loss -- -- -- --
- ------------------------------------------------------------------------------------------------------------
Balance, September 30, 2003 70,304,687 $703,047 ($819,923) $37,744,078
============================================================================================================
Notes Accumulated
Receivable Deficit Total
- --------------------------------------------------------------------------------------------------
Balance, January 1, 2003 ($1,900,000) ($32,147,998) $3,311,305
Payments received on notes receivable 1,500,001 -- 1,500,001
Proceeds from issuance of stock -- -- 30,000
Accrued stock based services -- -- 248,059
Consulting expense relating to stock option grants -- -- (10,160)
Cancellation of Interfacial escrow shares -- -- 0
Net loss -- (2,096,822) (2,096,822)
- --------------------------------------------------------------------------------------------------
Balance, September 30, 2003 ($399,999) ($34,244,820) $2,982,383
==================================================================================================
See Notes to Financial Statements
5
INTERNATIONAL FUEL TECHNOLOGY, INC.
STATEMENT OF CASH FLOWS
(Unaudited)
Nine Months Ended Nine Months Ended
September 30, 2003 September 30, 2002
- --------------------------------------------------------------------------------------------------------------------
Cash Flows from Operating Activities:
Net loss (2,096,822) (2,799,928)
Adjustments to reconcile net loss to net cash used in
operating activities:
Deprecation/Amortization 305,147 305,147
Stock issued and additional paid in capital
recognized for services and compensation 237,899 1,231,650
Interest expense recognized - discount and conversion of debt 230,890
Change in assets and liabilities:
Increase in accounts receivable -- (3,645)
Increase in inventory (4,323) (17,742)
Decrease in prepaid expenses 2,113 --
Increase/(Decrease) in accounts payable 88,794 (125,441)
(Decrease)/Increase in accrued expenses (70,884) 69,098
Increase in accrued interest 7,313 7,313
-----------------------------------------
Net cash used in operating activities (1,530,763) (1,102,658)
-----------------------------------------
Cash Flows from Investing Activities:
Acquisition of machinery and equipment (740) --
Proceeds from repayments of notes receivable -- 45,000
-----------------------------------------
Net cash (used in) provided by investing activities (740) 45,000
-----------------------------------------
Cash Flows from Financing Activities:
Proceeds from common stock issued 30,000 700,000
Proceeds from note receivable - stockholder 1,500,001 280,000
Proceeds from convertible debentures -- 320,000
Payment on notes payable -- --
-----------------------------------------
Net cash provided by financing activities 1,530,001 1,300,000
-----------------------------------------
Net (decrease) increase in cash (1,502) 242,342
Cash, beginning 13,662 33,168
-----------------------------------------
Cash, ending $ 12,160 $ 275,510
=========================================
See Notes to Financial Statements
6
INTERNATIONAL FUEL TECHNOLOGY, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Basis of Presentation
The interim financial statements included herein have been prepared by
International Fuel Technology, Inc. ("IFT"), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although IFT
believes that the disclosures are adequate to make the information presented not
misleading.
These statements reflect all adjustments, consisting of normal recurring
adjustments which, in the opinion of management, are necessary for fair
presentation of the information contained therein. Interim results are not
necessarily indicative of results for a full year. It is suggested that these
financial statements be read in conjunction with the financial statements and
notes thereto included in IFT's annual report on Form 10-K for the twelve month
period ended December 31, 2002. IFT follows the same accounting policies in
preparation of interim reports.
Note 2 -- Ability to Continue as a Going Concern
IFT's financial statements are presented on the going concern basis, which
contemplates the realization of assets and the satisfaction of liabilities in
the normal course of business. IFT has incurred significant losses since
inception and has previously had limited funds with which to operate. Management
is in the process of executing a strategy based upon developing pollution
emission control technologies that also offer enhanced engine performance with
respect to greater fuel economy. IFT has several technologies in the
commercialization phase and in development, and may seek to add other
technologies through acquisitions. IFT has received necessary regulatory and
commercial acceptance for its products currently in the commercialization phase.
During the first quarter of 2002, IFT began selling its products directly to the
commercial marketplace. IFT expects to begin licensing its products and
increasing its direct sales to the marketplace, with IFT eventually generating a
level of revenues sufficient to meet IFT's working capital requirements. While
management cannot make any assurance as to the accuracy of our projections of
future capital needs, it is anticipated that a total of $400,000 over the final
quarter of the 2003 fiscal year will be necessary in order to enable us to meet
our capital needs. Management believes the October 2003 proceeds from its
financing from R.C. Holding Company (see below) will be used as follows: $25,000
for commercial fleet testing programs, $75,000 for professional fees and
marketing, $250,000 for salary expenses and $50,000 working capital for
administrative and other capital needs, including investigation of future
acquisitions, if any.
On August 15, 2002 IFT secured $2.5 million in new capital from the sale of
restricted common stock to R.C. Holding Company. The new capital consisted of a
cash payment of $500,000 and guaranteed notes to be paid in three installments
of $666,667 due in January 2003, June 2003 and January 2004. As of December
2002, IFT received $100,000 in proceeds in advance on the first installment from
repayment of the notes receivable. In January 2003, IFT received the remaining
$566,667 of the first installment. In April 2003, IFT received $400,000 in
advance on the next installment. In May 2003, IFT received $133,334 in advance
on the next installment. In July 2003, IFT received the remainder of the July
installment in the amount of $133,333 and an advance on the next installment in
the amount of $266,667. In October 2003, IFT received the remaining $399,999
under the agreement with R.C. Holding Company.
The financial statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
IFT to continue as a going concern.
7
INTERNATIONAL FUEL TECHNOLOGY, INC.
Note 3 - Accounting for Stock-Based Compensation
IFT applies the intrinsic value method under APB Opinion 25 and related
interpretations in accounting for employee stock options, which represents the
excess of market price of the stock over the exercise price on the measurement
date.
IFT has elected to continue to utilize the accounting provisions of APB25 for
stock options and is required to provide pro forma disclosures of net loss and
loss per share had IFT adopted the fair value method under SFAS No. 123
The weighted-average, grant date fair value of stock options granted to
employees during the period and the weighted-average significant assumptions
used to determine those fair values, using a modified Black-Scholes option
pricing model, and the pro forma effect on earnings of the fair value accounting
for stock options under Statement of Financial Accounting Standards No. 123, are
as follows:
2003
- ------------------------------------------------------------------------------------------------------------------
Three months Nine months
Significant assumptions (weighted average) ended 9/30/03 ended 9/30/03
Weigthed average fair value per options granted $0.50 $0.50
Risk-free interest rate at grant date 2.21% 2.21%
Expected stock price volatility 1.5 1.5
Expected dividend payout 0 0
Expected option life (years) 4 4
Net loss
As Reported ($583,719) ($2,096,822)
Deduct total stock-based employee compensation expense
determined under the fair value based method ($22,859) ($58,633)
------------------------------------------
Proforma ($606,578) ($2,155,455)
==========================================
Net loss per share
As Reported ($0.01) ($0.03)
Proforma ($0.01) ($0.03)
Note 4 - Cancellation of Interfacial Escrow Shares
On May 25, 2001 IFT issued 12,500,001 common shares to the shareholders of
Interfacial Technology Ltd. ("Interfacial") to acquire all of Interfacial's
outstanding common stock. Interfacial is a company formed in May 2000 which has
since its inception focused its efforts to develop proprietary fuels and fuel
additive formulations that will improve fuel economy, enhance lubricity and
lower harmful engine emissions, while decreasing reliance on petroleum-based
fuels. IFT acquired Interfacial because it believed their technology could be
more expeditiously and cost effectively brought to market than its previously
acquired PEERFUELtm technology. The purchase price of approximately $6,750,000
was determined based on the market price of IFT's common stock on the date the
acquisition was announced. Stock certificates for an additional 8,500,002 common
shares were placed in an escrow account subject to a performance escrow
agreement that provided for the release of the stock
8
INTERNATIONAL FUEL TECHNOLOGY, INC.
certificates to the Interfacial shareholders based on the achievement of certain
revenue levels by IFT. In January 2002, IFT and the former shareholders of
Interfacial agreed to reduce the additional shares subject to the performance
escrow by 500,000 shares. In May 2003, IFT cancelled the remaining 8,000,002
shares in the escrow account as a result of IFT not achieving the revenue levels
described in the performance agreement.
9
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Forward Looking Statements and Associated Risks
This Quarterly Report on Form 10-Q contains forward-looking statements made
pursuant to the safe harbor provisions of the Securities Litigation Reform Act
of 1995. These forward looking statements are based largely on IFT's
expectations and are subject to a number of risks and uncertainties, many of
which are beyond IFT's control, including, but not limited to, economic,
competitive and other factors affecting IFT's operations, markets, products and
services, expansion strategies and other factors discussed elsewhere in this
report and the documents filed by IFT with the Securities and Exchange
Commission. Actual results could differ materially from these forward-looking
statements. In light of these risks and uncertainties, there can be no assurance
that the forward-looking information contained in this report will in fact prove
accurate. IFT does not undertake any obligation to revise these forward-looking
statements to reflect future events or circumstances.
Overview
IFT has developed a family of fuel blends that have been created through the use
of proprietary fuel additives. IFT is now in the process of patenting the fuel
additives and resulting fuel blends as part of its efforts to commercialize
these fuel blends. The individual fuel blends incorporating the IFT additive
formulations include base fuel with additive only, base fuel with kerosene, base
fuel with biodiesel, base fuel with ethanol, and base fuel with an urea/water
solution. IFT seeks to commercialize these fuel blends on a global basis through
the use of strategic partnerships with a variety of targeted companies including
fuel refiners, distributors of fuel additives, Original Equipment Manufacturers,
and other companies.
Three and Nine Months Ended September 30, 2003 compared to the Three and Nine
Months Ended September 30, 2002
Total operating expenses were $581,324 for the three months ended September 30,
2003, as compared to the operating expenses of $1,294,520 for the three month
period ended September 30, 2002. This represents a $713,196 decrease from the
prior period. Total operating expenses were $2,090,311 for the nine months ended
September 30, 2003, as compared to the operating expenses of $2,583,037 for the
nine months ended September 30, 2002. This represents a $492,726 decrease from
the prior period. Both of these decreases in operating expenses are a result of
a decrease in selling, general and administrative expenses in 2003, as described
below.
Selling, general and administrative expenses for the three months ended
September 30, 2003 were $479,608, as compared to the selling, general and
administrative expenses of $1,192,804 for the three month period ended September
30, 2002. This represents a decrease of $713,196 from the prior period,
primarily. This decrease is due to a decrease in payroll to directors and
decreased consulting fees and due to a decrease in the issuance of common stock
to directors and consultants in 2003. Total selling, general and administrative
expenses were $1,785,164 for the nine months ended September 30, 2003 as
compared to selling, general and administrative expenses of $2,277,890 for the
nine months ended September 30, 2003. This represents a decrease of $492,726
from the prior period. This decrease can be attributed to a significant
reduction of issuances of common stock to directors and consultants.
Amortization and depreciation expenses for the three months ended September 30,
2003 were $101,716, as compared to $101,716 for the corresponding period in
2002. Amortization and depreciation expenses for the nine months ended September
30, 2003 were $305,147 as compared to $305,147 for the corresponding period in
2002.
Interest expense was $2,438 for the three months ended September 30, 2003, as
compared to the interest expense of $87,198 for the three month period ended
September 30, 2002. The decrease is
10
primarily attributable to the conversions of debt into equity in 2002. Interest
expense for the nine months ended September 30, 2003 was $7,314 as compared to
the interest expense of $245,227 for the corresponding period in 2002. The
decrease is primarily attributable to the conversions of debt into equity in
2002.
The net loss for the three months ended September 30, 2003 was $583,719 as
compared to the net loss of $1,373,198 for the three months ended September 30,
2002. This represents a $789,479 decrease from the prior period, primarily due
to a decrease in payroll to directors and consulting fees. The net loss for the
nine month period ended September 30, 2003 was $2,096,822 as compared to the net
loss of $2,799,928 for the corresponding period in 2002. This represents a
decrease of $703,106 from the prior period, which is due to a decrease in
interest expense and payroll to officers. The basic and dilutive net loss per
common share for the three months ended September 30, 2003 was $.01 as compared
to the basic and dilutive net loss per common share of $.02 for the three months
ended September 30, 2002. The basic and dilutive net loss per common share for
the nine months ended September 30, 2003 was $.03 as compared to the basic and
dilutive net loss per common share of $.05 for the nine months ended September
30, 2002.
Critical Accounting Policies
Valuation of long-lived and intangible assets and goodwill. IFT assesses the
impairment of identifiable intangibles, long-lived assets and related goodwill
whenever events or changes in circumstances indicate that the carrying value may
not be recoverable. Factors IFT considers important which could trigger an
impairment review include the following:
o Significant underperformance relative to expected historical or projected
future operating results;
o Significant changes in the manner of IFT's use of the acquired assets or
the strategy for IFT's overall business;
o Significant negative industry or economic trends;
o Significant decline in IFT's stock price for a sustained period; and
o IFT's market capitalization relative to net book value.
When IFT determines that the carrying value of intangibles, long-lived assets
and related goodwill may not be recoverable based upon the existence of one or
more of the above indicators of impairment, IFT measures any impairment based on
the quoted market price of IFT's common stock.
In 2002, SFAS No. 142, "Goodwill and Other Intangible Assets" became effective
and as a result, IFT ceased to amortize approximately $2.2 million of goodwill.
IFT recorded approximately $238,000 of amortization on these amounts during 2001
and would have recorded approximately $408,000 of amortization during 2002. The
provisions of SFAS 142 also required the completion of transitional impairment
test within 12 months of adoption, with any impairment treated as a cumulative
effect of change in accounting principle. During the second quarter of 2002, IFT
completed the transitional impairment test, which did not result in impairment
of recorded goodwill.
IFT adopted an annual goodwill impairment test date as of the beginning of the
fourth quarter of 2002. Following this approach, the business was evaluated
using the quoted market price of the common stock, which indicated that the fair
value of the business exceeded its carrying value. As a result, no impairment of
goodwill was recorded. IFT will continue to annually test its goodwill for
impairment unless events similar to those described above trigger sooner
assessments.
Deferred Income Taxes. Deferred income taxes are recognized for the tax
consequences of "temporary differences" by applying enacted statutory rates
applicable to future years to differences between the financial statement
carrying amounts and the tax basis of existing assets and liabilities. IFT's
deferred tax asset consisted principally of net operating loss carryforwards.
IFT 's deferred tax asset has been reduced by a valuation allowance to the
extent such benefits are not expected to be fully utilized.
11
Liquidity and Capital Resources
A critical component of management's operating plan impacting the continued
existence of IFT is the ability to obtain additional capital through additional
debt and/or equity financing. Management does not anticipate that IFT will
generate a positive internal cash flow until such time as IFT can generate
revenues from license fees from its products, which may take the next few years
to realize. If IFT cannot obtain the necessary capital to pursue its business
plan, IFT may have to cease or significantly curtail its operations. This would
materially impact its ability to continue as a going concern. The independent
auditor's reports included with the financial statements filed in IFT's 2002
Annual Report on Form 10-K, filed with the Securities and Exchange Commission on
April 1, 2003 indicates that there is a substantial doubt that IFT can continue
as a going concern.
A significant portion of IFT's operating loss relates to charges for non-cash
operating expenses such as amortization and depreciation, employee stock-based
compensation and consulting services fees paid in IFT's common stock. IFT has
offset some of its capital needs primarily through the issuance of common stock
to its employees and consultants as compensation for services rendered. In
addition, for the nine months ended September 30, 2003, IFT has raised
$1,500,001 in cash from a note receivable relating to the issuance of restricted
common stock as described herein. IFT has significantly reduced the issuance of
common stock in exchange for compensation and services in 2003.
IFT has not made significant cash investments in property and equipment or in
the acquisition of companies or technologies during the periods presented.
The cash used in operating activities was $1,530,763 for the nine months ended
September 30, 2003 as compared to cash used in operating activities of
$1,102,658 for the nine months ended September 30, 2002. Cash used in operations
for the nine months ended September 30, 2003 increased primarily because less
stock was issued for services and compensation, instead more cash was paid for
services and compensation. The cash used in investing activities was $740 for
the nine months ended September 30, 2003 as compared to $45,000 provided by
investing activities for the nine months ended September 30, 2002, because there
were no proceeds from repayments of notes receivable. The cash provided by
financing activities was $1,530,001 for the nine months ended September 30, 2003
as compared to $1,300,000 provided by financing activities for the nine months
ended September 30, 2002. Cash provided by financing activities for the nine
months ended September 30, 2003 related primarily to proceeds from a note
receivable issued relating to the sale of restricted common stock to R.C.
Holding Company on August 15, 2002. Net cash decreased by $1,502 for the nine
months ended September 30, 2003 as compared to net cash increasing by $242,342
for the nine months ended September 30, 2002.
Working capital at September 30, 2003 was ($543,378) as compared to ($518,862)
at December 31, 2002.
On August 15, 2002, IFT secured $2.5 million in new capital from the sale of
restricted common stock to R.C. Holding Company. The new capital consisted of a
cash payment of $500,000 and guaranteed notes to be paid in three installments
of $666,667 due in January 2003, June 2003 and January 2004. As of March 31,
2003, IFT has received $666,667 for the first installment. In April 2003, IFT
received $400,000 in advance on the next installment. In May 2003, IFT received
$133,334 in advance on the next installment. In July 2003, IFT received the
remainder of the July installment in the amount of $133,333 and an advance on
the next installment in the amount of $266,667. In October 2003, IFT received
the remaining $399,999 under the agreement with R.C. Holding Company.
While management cannot make any assurance as to the accuracy of its projections
of future capital needs, it is anticipated that a total of approximately
$400,000 over the last quarter of the 2003 fiscal year will be necessary in
order to enable IFT to meet its current capital needs. These cash requirements
will be funded with the October 2003 payment under the arrangement with R.C.
Holding Company. Management believes that the proceeds from this financing will
be used as follows: $25,000 for
12
commercial fleet testing programs, $75,000 for professional fees and marketing,
$250,000 for salary expenses and $50,000 working capital for administrative and
other capital needs, including investigation of future acquisitions, if any.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
In the normal course of business, operations of IFT may be exposed to
fluctuations in interest rates. These fluctuations can vary the cost of
financing, investing and operating transactions. IFT has debt totaling 22% of
total liabilities at fixed rates of interest and fluctuations in the interest
rate could have a material impact on the underlying fair value.
Item 4. Controls and Procedures
(a) Evaluation of disclosure controls and procedures. Based on their
evaluations as of September 30, 2003, IFT's principal executive
officer and principal financial officer, with the participation of
IFT's full management team, have concluded that IFT's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15(d)-15(e)
under the Securities Exchange Act) are effective to ensure that
information required to be disclosed by IFT in reports that IFT files
or submits under the Securities Exchange Act is recorded, processed,
summarized and reported within the time periods specified in the rules
and forms of the SEC.
(b) Changes in internal controls. There were no significant changes in
internal controls over financial reporting (as defined in Rules 13a -
15(f) and 15d - 15(f) under the Securities Exchange Act) that
materially affected, or is reasonably likely to materially affect,
IFT's internal controls over financial reporting as of September 30,
2003.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is party to legal proceedings in the normal course of business.
Based on evaluation of these matters and discussions with counsel, management
believes that liabilities arising from these matters will not have a material
adverse effect on the results of operations or financial position of the
Company.
Item 6. Exhibits and Reports on Form 8-K
(a) The following exhibits are filed as part of this report:
Exhibit 31.1 Certification of Chief Executive Officer pursuant to
Rule 13(a)-14(a) under the Securities Exchange Act of
1934, as amended.
Exhibit 31.2 Certification of Chief Financial Officer pursuant to
Rule 13(a)-14(a) under the Securities Exchange Act of
1934, as amended.
Exhibit 32.1 Certification of Chief Executive Officer pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.2 Certification of Chief 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
All other items of this report are not applicable.
13
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
INTERNATIONAL FUEL TECHNOLOGY, INC.
(Registrant)
By: /s/ Jonathan R. Burst Date: November 10, 2003
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Jonathan R. Burst
Chief Executive Officer
Principal Executive Officer
By: /s/ Michael F. Obertop Date November 10, 2003
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Michael F. Obertop
Chief Financial Officer
Principal Financial Officer
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