<PAGE>
FORM 10-QSB - Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ X ] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the period ended June 30, 1998
-------------------
or
[ ] Transition Report Pursuance to Section 13 or 15(d) of the Securities
Exchange act of 1934.
For the transition period from to
Commission File Number 0-21275
ENTER TECH CORP.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Nevada 84-1349553
---------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
430 East 6th Street, Loveland, CO 80537
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(303) 669-5292
--------------------------------------------------
(Registrant's telephone number, including area code)
-------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report.)
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.
[ X ] Yes [ ] No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicated by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court.
[ ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of June 30, 1998, Registrant had 3,650,000 shares of common stock, $.0001
par value, outstanding.
<PAGE>
INDEX
Page
Number
Part I. Financial Information
Item I. Financial Statements
Balance Sheets as of June 30, 1998
and December 31, 1997 (Unaudited) 2
Statements of Operations, Three and Six
Months Ended June 30, 1998 (Unaudited) 3
Statements of Cash Flows, Three and Six
Months Ended June 30, 1998 (Unaudited) 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of
Operations 7
Part II. Other Information 8
1
<PAGE>
ENTER TECH CORP.
----------------
BALANCE SHEETS
(Unaudited)
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
----------- ------------
<S> <C> <C>
Current Assets
Cash $ 1,004 $ 5,000
Other - 500
----------- ----------
Total Current Assets 1,004 5,500
License and other intangible assets, net
of valuation allowance of $210,000 - -
----------- ----------
Total Assets $ 1,004 $ 5,500
=========== ==========
<CAPTION>
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
<S> <C> <C>
Current Liabilities:
Accounts payable $ 5,234 $ -
Payable, related party 15,000 7,500
----------- ----------
Total Current Liabilities 20,234 7,500
----------- ----------
Stockholders' (Deficit):
Preferred Stock, $.0001 par value,
5,000,000 shares authorized
none issued and outstanding - -
Common Stock, $.0001 par value,
100,000,000 shares authorized
3,650,000 shares issued and
outstanding at June 30, 1998,
and 3,235,000 shares issued and
outstanding at December 31, 1997 365 324
Additional paid-in capital 274,409 235,600
Accumulated deficit (294,004) (237,924)
--------- ---------
Total Stockholders' (Deficit) (19,230) (2,000)
------------ ------------
Total Liabilities and Stockholders' (Deficit) $ 1,004 $ 5,500
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
ENTER TECH CORP.
----------------
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Three Months
Ended Ended
June 30, June 30,
1998 1998
---------- -----------
<S> <C> <C>
Revenues $ - $ -
----------- -----------
Operating Expenses:
Management fees 7,500 3,750
Supplies 832 416
Professional fees 20,862 10,431
Rent 3,987 1,994
Travel 3,119 1,560
Telephone 1,837 918
Research and development 17,943 8,972
----------- ------------
Total Operating Expenses 56,080 28,041
------------ ------------
Net Loss $ (56,080) $ (28,041)
------------ ------------
Per Share $ (.02) $ (.01)
============ ============
Weighted Average Number
of Shares Outstanding 3,650,000 3,650,000
============ ============
</TABLE>
The accompanying notes are an integral part of the financial
statements.
3
<PAGE>
ENTER TECH CORP.
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Three Months
Ended Ended
June 30, June 30,
1998 1998
--------- --------
<S> <C> <C>
Cash Flows Operating Activities:
Net (loss) $ (56,080) $ (28,041)
Decrease in other current
assets 500 250
Increase in accounts payable 5,234 5,234
----------- -----------
Net Cash (Used in) Operating
Activities (50,346) (22,557)
----------- -----------
Cash Flows from Investing
Activities - -
Cash Flows from Financing
Activities:
Common stock issued and
additional paid-in capital 38,850 19,425
Increase in payable,
related party 7,500 3,750
---------- ---------
Net Cash Provided by
Financing Activities 46,350 23,175
---------- ---------
Increase (Decrease) in Cash (3,996) 618
Cash, Beginning of Period 5,000 386
---------- ---------
Cash, End of Period $ 1,004 $ 1,004
========== ==========
Interest Paid $ - $ -
========== ==========
Income Taxes Paid $ - $ -
========== ==========
</TABLE>
The accompanying notes are an integral part of the financial
statements.
4
<PAGE>
ENTER TECH CORP.
----------------
NOTES TO FINANCIAL STATEMENTS
June 30, 1998 (Unaudited)
(1) Condensed Financial Statements
-----------------------------------
The financial statements included herein have been prepared by
Enter Tech Corp. without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally included
in the financial statements prepared in accordance with
generally accepted accounting principles have been condensed
or omitted as allowed by such rules and regulations, and Enter
Tech Corp. believes that the disclosures are adequate to make
the information presented not misleading. While management
believes the procedures followed in preparing these financial
statements are reasonable, the accuracy of the amounts are in
some respect's dependent upon the facts that will exist, and
procedures that will be accomplished by Enter Tech Corp. later
in the year.
The management of Enter Tech Corp. believes that the
accompanying unaudited condensed financial statements contain
all adjustments (including normal recurring adjustments)
necessary to present fairly the operations and cash flows for
the periods presented.
(2) Business Combination
-------------------------
On June 2, 1998 Enter Tech Corp. (Company), (formerly Walnut
Capital, Inc.) Completed a business combination with Links,
Ltd., a development stage company. Pursuant to the business
combination, 3,235,000 shares of the Company's common stock
were issued for 100% of the issued and outstanding stock of
Links, Ltd. At the time of the business combination, 835,000
of the Company's common stock were cancelled. Since the
controlling shareholders of Links, Ltd. own controlling
interest in the Company, the transaction was accounted for as
a reverse acquisition whereby, the equity accounts of Links,
Ltd. Were carried over into the accompanying financial
statements. Links, Ltd. was incorporated on August 18, 1997,
therefore, comparative financial statements for prior periods
have not been presented.
(3) License and Other Intangible Assets
---------------------------------------
The former parent company of Links, Ltd. acquired certain
technology and license rights from an unrelated third party
for $210,000. These intangible assets were contributed to
Links, Ltd. Management of the Company review the intangible
5
<PAGE>
assets for impairment and provided a valuation allowance for
the total $210,000.
(4) Allocated Expenses
-----------------------
Links, Ltd. was charged with various operating expenses
allocated from its former parent company. The expenses were
recorded in the Statement of Operations and shown as
additional paid-in capital.
(5) Payable, Related Party
---------------------------
Links, Ltd. incurred $15,000 of management fees payable to a
related party.
6
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Enter Tech Corp. (formerly Walnut Capital, Inc.)(the "Company") was
organized as a Colorado corporation on June 14, 1996, in order to
evaluate, structure and complete a merger with, or acquisition of,
prospects consisting of private companies, partnerships of sole
proprietorships. Effective June 2, 1998, the Company completed a
business combination with Links, Ltd. as described in Note (2) to
the financial statements.
The Company generated no revenues during the three or six month
periods ended June 30, 1998. The Company has incurred operating
expenses of $56,080 and $28,041 respectively during the six and
three month periods ended June 30, 1998.
The Company's capital is limited. The Company is attempting to
raise additional capital.
At June 30, 1998, the Company had no material commitments for
capital expenditures, other than the Company has a $1,500,000
backlog of sales order which management anticipates will require
approximately $750,000 to acquire the inventory.
7
<PAGE>
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
Form 8-K dated June 2, 1998 filed related to the business
combination with Links, Ltd.
8
<PAGE>
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.
(Registrant) ENTER TECH CORP.
(Date) August 19,1998
BY(Signature) /s/Josh Foss
(Name and Title) Josh Foss, President
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 1,004
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,004
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,004
<CURRENT-LIABILITIES> 20,234
<BONDS> 0
0
0
<COMMON> 3,650,000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,004
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 56,080
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (56,080)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (56,080)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
</TABLE>
