HIGHTEC INC
10QSB, 1996-11-14
METALWORKG MACHINERY & EQUIPMENT
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<PAGE>   1
                     U.S. 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   September 30, 1996
                                        ------------------

       Commission file number             0-27344
                              -------------------------------------------------
                                  Hightec, Inc.
- -------------------------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

                  Delaware                                    52-0894692
- ------------------------------------------------------- -----------------------
        (State or Other Jurisdiction of                    (I.R.S. Employer
         Incorporation or Organization)                    Identification No.)

                 4190 Bonita Rd, Suite 105, Bonita, CA 91902 
- -------------------------------------------------------------------------------
                   (Address of Principal Executive Offices)


                                 (619) 297-2717
- -------------------------------------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


         (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   /X/       No   / /


As of November 1, 1996, Hightec, Inc. had 7,992,050 shares of common stock
outstanding.
<PAGE>   2
                                     ITEM 1

                              FINANCIAL STATEMENTS
<PAGE>   3
                                  HIGHTEC, INC.
                           CONSOLIDATED BALANCE SHEETS



<TABLE>
<CAPTION>

                                                                        September 30,    June 30,
                                                                           1996            1996
                                                                        -------------    --------

<S>                                                                      <C>             <C>
            ASSETS
CURRENT ASSETS
  Cash                                                                   $      4,590    $      897
  Accounts receivable                                                              --        24,945
  Interest receivable                                                             623           513
  Inventory                                                                     3,100         3,100
                                                                         ------------    ----------
            TOTAL CURRENT ASSETS                                                8,313        29,455

  PROPERTY AND EQUIPMENT,
     less $21,844, of accumulated depreciation (Note B)                            --            --
                                                                         ------------    ----------

                                                                         $      8,313    $   29,455
                                                                         ============    ==========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                       $         --    $   11,106
  Income tax payable                                                            1,341         2,295
                                                                         ------------    ----------
            TOTAL LIABILITIES                                                   1,341        13,401

  STOCKHOLDERS' EQUITY 
  Common stock, $.001 par value, 
  50,000,000 shares authorized, 
  7,992,050 shares issued and 
  outstanding                                                                   7,992         7,992

  Paid in capital                                                           1,540,051     1,540,051

  Less stock subscription receivable (Note C)                                  (5,500)       (5,500)


  Retained deficit                                                         (1,535,571)   (1,526,489)
                                                                         ------------    ---------- 

     TOTAL STOCKHOLDERS' EQUITY                                                 6,972        16,054
                                                                         ------------    ----------

                                                                         $      8,313    $   29,455
                                                                         ============    ==========

</TABLE>
<PAGE>   4
                                  HIGHTEC, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>


                                            For the three months ended
                                                  September 30,                   For the year ended June 30,
                                            --------------------------            ---------------------------
                                               1996                  1995            1996                1995
                                               ----                  ----            ----                ----
                                              (Unaudited)                          (Unaudited)

<S>                                         <C>                <C>                <C>              <C>
REVENUES
     Sales                                  $     1,108         $     6,943       $    61,373      $    31,562

COST OF GOODS SOLD                                   --               4,223            44,271           26,505
                                            -----------         -----------       -----------      -----------

GROSS PROFIT                                      1,108               2,720            17,102            5,057
OPERATING EXPENSES                               10,300               1,184             2,320            1,169
                                            -----------         -----------       -----------      -----------

INCOME (LOSS) FROM
   OPERATIONS                                    (9,192)              1,536            14,782            3,888

OTHER INCOME (EXPENSES)
  Interest income                                   110                  --               513               --
                                              -----------       -----------       -----------      -----------

INCOME (LOSS) BEFORE TAXES                       (9,082)              1,536            15,295            3,888

Income Taxes (Note D)                                --                  --             2,295              488
                                             -----------        -----------       -----------      -----------
                                                                                                           

NET INCOME (LOSS)                           $    (9,082)        $     1,536       $    13,000      $     3,400
                                            ===========         ===========       ===========      ===========
                                                                                                         

NET INCOME (LOSS) PER SHARE                 $     (.001)        $    0.0002       $     0.002      $    0.0004
                                            ===========         ===========       ===========      ===========

AVERAGE COMMON SHARES
  OUTSTANDING                                 7,992,050           7,592,050         7,992,050        7,326,046
                                            ===========         ===========       ===========      ===========

</TABLE>
<PAGE>   5

                                  HIGHTEC, INC.
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY

<TABLE>
<CAPTION>


                                                                     Common Stock
                                          Common Stock                Subscribed   
                                    -----------------------      -------------------          Paid in        Retained 
                                    Shares           Amount      Shares        Amount         Capital         Deficit        Total
                                    ------           -----       ------        ------         -------        --------        -----

<S>                                <C>             <C>           <C>         <C>             <C>           <C>             <C>
BALANCE, JUNE 30, 1994             7,592,050       $  7,592          --      $     --        $ 1,534,951   $(1,542,889)    $  (346)

Issues 400,000 shares of
  Common stock net of
  $5,500 in subscriptions
    receivable                            --             --     400,000           400              5,100            --       5,500

Net income for year                       --             --          --            --                 --         3,400       3,400
                                   ---------       --------     -------      --------        -----------   -----------     -------

Less subscription receivable              --             --          --            --                 --            --      (5,500)
                                   ---------       --------     -------      --------        -----------   -----------     -------

BALANCE, JUNE 30, 1995             7,592,050          7,592     400,000           400          1,540,051    (1,539,489)      3,054

Net income for year                       --             --          --            --                 --        13,000      13,000

Less subscription receivable              --             --          --            --                 --            --       (5,500)
                                   ---------       --------     -------      --------        -----------   -----------     -------

BALANCE, JUNE 30, 1996             7,592,050       $  7,592     400,000      $    400        $1,540,051    $(1,526,489)    $16,054
                                   =========       ========     =======      ========        ==========    ===========     =======

Net loss (unaudited)                      --             --          --            --                --         (9,082)     (9,082)
                                   ---------       --------     -------      --------        -----------   -----------     -------

BALANCE, JUNE 30, 1996             7,592,050       $  7,592     400,000      $    400        $1,540,051    $(1,535,571)    $ 6,972
                                   =========       ========     =======      ========        ==========    ===========     =======
</TABLE>
<PAGE>   6
                                  HIGHTEC, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS


<TABLE>
<CAPTION>

                                                     For the months ended
                                                           September 30,                For the year ended June 30,
                                                     --------------------               ---------------------------
                                                    1996             1995               1996               1995
                                                    ----             ----               ----               ----

<S>                                                 <C>          <C>                    <C>               <C>
CASH FLOWS FROM
   OPERATING ACTIVITIES

  Net income (loss)                                 $  (9,082)   $   1,536              $  13,000         $  3,400

  Adjustments to reconcile net
   income to net cash provided by
   operating activities:
      Change in accounts receivable                    24,945           --                (24,945)              --
      Change in interest receivable                      (110)          --                   (513)              --
      Change in accounts payable                      (11,106)          --                 11,106               --
      Change in income tax payable                       (954)          --                  1,807             (312)
      Change in inventory                                   --          --                 (3,100)              --
                                                   -----------   ---------              ---------        ---------

     NET CASH PROVIDED BY (USED IN)
       OPERATING ACTIVITIES                             3,693        1,536                 (2,645)           3,088
                                                   -----------   ---------              ---------        ---------

NET INCREASE (DECREASE) IN CASH                         3,693        1,536                 (2,645)           3,088

CASH, BEGINNING OF PERIOD                                 897        3,542                  3,542              454
                                                   -----------   ---------              ---------        ---------

CASH, END OF PERIOD                                $    4,590     $  5,078              $     897        $   3,542
                                                   ==========     ========              =========        =========
</TABLE>


<PAGE>   7
                                  HIGHTEC, INC.
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1996

A.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         CONSOLIDATION

         The financial statements include the accounts of Hightec, Inc. and its
         wholly owned subsidiary Navmatic Corporation (together, the "Company").
         All intercompany transactions have been eliminated in consolidation.

         COMPANY

         Hightec Fund, Inc. was incorporated under the laws of the state of
         Delaware in October, 1968. During March, 1995 the Board of Directors
         changed the name from Hightec Fund, Inc. to Hightec, Inc.

         Hightec, Inc. was inactive until May 21, 1995 on which date it acquired
         Navmatic Corporation ("Navmatic") in a reverse acquisition. The
         historical financial statements of the Company presented include the
         financial condition and results of operations of Navmatic for all
         reported periods.

         ACQUISITION

         During May 1995, pursuant to an agreement between Hightec, Inc. and
         Navmatic Corporation, Hightec, Inc. acquired Navmatic in a reverse
         acquisition. Hightec, Inc. issued 7,192,845 shares of common stock for
         all of the outstanding shares of Navmatic. Because Hightec, Inc. was
         inactive prior to the acquisition, this acquisition has been accounted
         for as a recapitalization of the Company's stockholders' equity rather
         than as a business combination.

         BUSINESS ACTIVITY

         The Company, through its wholly owned subsidiary is in the business of
         manufacturing and selling the Navagator 360 Computer Numerical Control
         system to be retrofitted to hydraulically indexed machine tools.

         BASIS OF ACCOUNTING

         The Company's policy is to use the accrual method of accounting and to
         prepare and present financial statements which conform to generally
         accepted accounting principles. 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 reported
         amounts of revenues and expenses during the reporting periods. Actual
         results could differ from those estimates.
<PAGE>   8
                                 HIGHTEC, INC.
                       NOTES TO THE FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1996
                                  (Continued)


A.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

         REVENUE AND COST RECOGNITION

         The Company recognizes sales revenues in full at the time of shipment.
         Cost of sales and general and administrative costs are charged to
         expense as incurred.

         INVENTORY

         Inventory consists of raw materials and is stated at lower of cost
         (using the first-in, first-out method) or market.

         PROPERTY AND EQUIPMENT

         Property and equipment are stated at cost. Major renewal and
         improvements are capitalized, while maintenance and repairs are
         expensed when incurred. Depreciation is computed over the estimated
         useful lives of depreciable assets using the straight-line method. The
         cost and accumulated depreciation for fixed assets sold, retired, or
         otherwise disposed of are relieved from the accounts and resulting
         gains or losses are reflected in income. Depreciation is computed over
         the following estimated useful lives:

                      Furniture      5-7 Years
                      Equipment      5-7 Years

         INCOME TAXES

         Income taxes are provided for the tax effects of transactions reported
         in the financial statements and consists of taxes currently due plus
         deferred taxes related primarily to differences between the basis of
         various assets for financial and income tax reporting. The deferred tax
         assets and liabilities represent the future tax return consequences of
         those differences, which will either be taxable or deductible when the
         assets and liabilities are recovered or settled. Deferred taxes also
         are recognized for operating losses that are available to offset future
         taxable income and tax credits that are available to offset federal
         income taxes.
<PAGE>   9
                                  HIGHTEC, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1996
                                   (CONTINUED)


B.       PROPERTY AND EQUIPMENT

         Property and Equipment consists of:
<TABLE>
<CAPTION>

                                                         September 30,            June 30,
                                                              1996                  1995
                                                         -------------            ---------
<S>                                                      <C>                      <C>
                           Furniture                      $  8,681                $  8,681

                           Equipment                        13,163                  13,163
                                                          --------                --------
 
                                    Total                   21,844                  21,844

                           Less Accumulated
                             Depreciation                   21,844                  21,844
                                                          --------                --------

                           Net Property and
                             Equipment                    $     --               $      --
                                                          ========               =========
</TABLE>

C.       SUBSCRIPTION RECEIVABLE

         During March, 1995 the Company issued 400,000 shares of its common
         stock to Malcom Campbell, president of the Company, in exchange for a
         subscription receivable in the amount of $ 5,500. The subscription
         receivable bears interest at 8% and both principal and interest are due
         and payable March 31, 1997. Accordingly, the subscribed stock is
         reflected in the accompanying financial statements as a separate
         component of stockholder's equity, net of any subscriptions receivable.

D.       INCOME TAXES

         The provision for income taxes for the three months ended September 30,
         1996 and year ended June 30, 1996 is summarized as follows:

<TABLE>
<CAPTION>

                                                                           Three months              Year ended
                                                                       ended September 30,            June 30,
                                                                              1996                     1996
                                                                       -------------------           ---------- 

<S>                                                                    <C>                           <C>
              Current income taxes - federal                                $        --                $ 2,295
              Deferred income taxes                                                  --                     --
                                                                            -----------                --------

              Provision for income taxes                                    $        --                $ 2,295
                                                                            ===========                =======
</TABLE>

         The Company has a capital loss carryforward of approximately $ 52,750
         which can be used to offset future capital gains.
<PAGE>   10
                                  HIGHTEC, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1996
                                   (CONTINUED)


F.       CAPITAL STOCK

         In April 1995 the Company amended its Articles of Incorporation and
         increased its total number of shares of common stock authorized to
         50,000,000 and changed the par value per share to $0.001.

G.       LEASE COMMITMENTS

         The Company has no lease commitments for offices as of June 30, 1996.
         The Company rents its offices under a month to month rental agreement.

H.       SUPPLEMENTAL CASH FLOW INFORMATION:

         Supplemental disclosures of cash flows for the three months ended
         September 30, 1996 and year ended June 30, 1996 are summarized as
         follows:

<TABLE>
<CAPTION>

                                                  September 30,       June 30,
                                                     1996               1996
                                                  -------------       --------

<S>                                               <C>                 <C>
                  Cash paid for income taxes         $ 954             $ 488
                                                     =====             =====
</TABLE>
<PAGE>   11
ITEM 2.           MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
                  RESULTS OF OPERATIONS.

                  INTRODUCTION

                  Hightec, Inc. ceased operations in 1973 and, according, had no
                  revenues from operations until it's merger with Navmatic,
                  Corporation and has had limited working capital reserves. The
                  following discussion should be read while keeping in mind that
                  on May 1, 1995, Hightec, Inc. recommenced operations with the
                  reverse acquisition of Navmatic Corporation, a company which
                  produces and sells numerical control systems for use with
                  hydraulic machinery. Since the company has accounted for the
                  acquisition as a recapitalization, the consolidated financial
                  statements include the activity of Navmatic, which is a wholly
                  owned subsidiary of Hightec, Inc. for all periods. Also, one
                  should keep in mind that there was a corresponding change in
                  control on May 1, 1995.

                  LIQUIDITY OF CAPITAL RESOURCES

                  Since inception, the Company has principally relied upon cash
                  flow generated from its operations.

                  The Company presently has sufficient assets and cash for its
                  present level of operations for the foreseeable future.

                  RESULTS OF OPERATIONS

                  The Company showed a loss of $9,192 for the first three months
                  of the fiscal year ended September 30, 1996 as compared to a
                  profit of $1,536 for the same period in 1995. The Company
                  expects to show a profit before the close of the year since
                  the Company has quoted several major systems.

                                     THREE MONTHS ENDED
<TABLE>
<CAPTION>

                                                                 Sept 30, 1996          Sept 30, 1995
                                                                 -------------          --------------

<S>                                                              <C>       <C>           <C>           <C>
                  Sales                                          $ 1,108    100%         $ 6,943       100%
                  Cost of Goods Sold                                  --     --%           4,223        61%
                                                                 -------    ---          -------       ---
                  GROSS PROFIT                                     1,108    100%           2,720        39%
                  Operating Expenses                              10,300    930%           1,184        17%
                                                                 -------    ---          -------       ---
                  INCOME FROM OPERATIONS                          (9,192)  (830%)          1,536        84%
</TABLE>

                  In the first quarter the Company has decreased sales over the
                  same quarter in 1995 of $5,835 (84%) and a decrease in income
                  from operations of $10,728 (698%).
<PAGE>   12

                                  HIGHTEC, INC.

                                   FORM 10-QSB
                        QUARTER ENDED SEPTEMBER 30, 1996


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)       No exhibits are filed as part of this report

                  b)       Reports on Form 8-K - None
<PAGE>   13
                                   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.

                                                     HIGHTEC, INC


Date:   November 12, 1996                            /s/ Malcolm D. Campbell
      -----------------------                        -----------------------
                                                     Malcolm D. Campbell
                                                     President and CFO


<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-START>                             JUL-01-1996
<PERIOD-END>                               SEP-30-1996
<CASH>                                           4,590
<SECURITIES>                                         0
<RECEIVABLES>                                      623
<ALLOWANCES>                                         0
<INVENTORY>                                      3,100
<CURRENT-ASSETS>                                 8,313
<PP&E>                                          21,844
<DEPRECIATION>                                (21,844)
<TOTAL-ASSETS>                                   8,313
<CURRENT-LIABILITIES>                            1,341
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         7,992
<OTHER-SE>                                     (1,020)
<TOTAL-LIABILITY-AND-EQUITY>                     6,972
<SALES>                                          1,108
<TOTAL-REVENUES>                                 1,218
<CGS>                                                0
<TOTAL-COSTS>                                   10,300
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                (9,082)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            (9,082)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (9,082)
<EPS-PRIMARY>                                   (.001)
<EPS-DILUTED>                                   (.001)
        

</TABLE>


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