SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934.
For the quarterly period ended March 31, 2000
Commission File Number: 1-13427
STRATESEC INCORPORATED
State of Incorporation: Delaware I.R.S. Employer I.D.: 22-2817302
105 Carpenter Drive
Sterling, Virginia 20164
(703) 709-8686
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 twelve months (or for such shorter periods that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past ninety days.
Yes X No
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There were 8,628,378 shares of Common Stock, par value $0.01 per share,
outstanding at May 4, 2000.
This amendment is to delete Part II, Item 1, which was not applicable to this
filing.
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2
STRATESEC INCORPORATED
Quarter ended March 31, 2000
Index
Page
Part II. Other information
Item 2. Changes in Securities and Use of Proceeds............11
Item 6. Exhibits and Reports on Form 8-K....................12
Signature.....................................................13
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3
PART II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds.
In the fourth quarter of 1999 and the first quarter of 2000, the
Company completed a private placement of 1,204,855 shares of its common stock to
a limited number of sophisticated and/or accredited investors at a price of
$1.50 per share for aggregate cash proceeds of $1,807,282. In the first quarter
of 2000 the company sold 700,000 shares of its common stock to a company at a
price of $1.50 per share for aggregate proceeds of $1,050,000 consisting of cash
of $500,000 and a note payable of $550,000. Each of these transactions was
exempt from the registration requirements of the Securities Act of 1933 (the
"Act") pursuant to section 4(2) of the Act because they did not involve a public
offering of securities.
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
None
b. Reports on Form 8-K.
None
Signature
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.
STRATESEC INCORPORATED
/s/BARRY MCDANIEL
Barry McDaniel
Chief Operating Officer
May 19, 2000
