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U.S. 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 quarterly period ended September 30, 2000
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File No. 000-26607
GreenVolt Power Corp.
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(Exact name of small business issuer as specified in its charter)
Nevada 88-0390828
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(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
4055 Digby Drive, Orillia, Ontario, Canada L3V 6H2
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(Address of principal executive offices)
(705) 326-1117
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(Issuer's telephone number)
Not Applicable
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(Former name, address and fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past
90 days. Yes /X/ No / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports required to
be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the
distribution of securities under a plan confirmed by a court. Yes / / No / /
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: As of October 15, 2000,
18,653,500 shares of common stock where issued and outstanding.
FORM 10-QSB
GreenVolt Power Corp.
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
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GREENVOLT POWER CORP.
(A Company in the Development Stage)
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, June 30,
2000 2000
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(unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 24,647 $ 1
Prepaid value added tax 3,468 1,278
Due from related parties 3,539 2,237
Advances for fuel cell development 17,003 14,466
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TOTAL CURRENT ASSETS 48,657 17,982
PROPERTY AND EQUIPMENT, net 16,385 --
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TOTAL ASSETS $ 65,042 $ 17,982
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LIABILITIES AND SHAREHOLDERS' DEFICIENCY
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 14,640 $ --
Notes payable - related party 2,500 2,500
Advances from third party 136,674 40,434
Due to related parties 5,428 14,111
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TOTAL LIABILITIES 159,242 57,045
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SHAREHOLDERS' DEFICIENCY
Common stock, no par value; authorized - 200,000,000
shares; issued and outstanding - 18,653,500 shares 18,653 18,653
Additional paid in capital 184,328 31,484
Deficit accumulated during the development stage (297,904) (88,962)
Accumulated other comprehensive expense 723 (238)
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TOTAL SHAREHOLDERS' DEFICIENCY (94,200) (39,063)
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$ 65,042 $ 17,982
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</TABLE>
See accompanying Notes to Condensed Financial Statements
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GREENVOLT POWER CORP.
(A Company in the Development Stage)
CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
3 months ended 3 months ended
September 30, September 30,
2000 1999
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(unaudited) (unaudited)
<S> <C> <C>
REVENUES $ -- $ --
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EXPENSES
General and administrative 42,956 --
Research and development 38,905 --
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TOTAL EXPENSES 81,861 --
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LOSS FROM CONTINUING OPERATIONS (81,861) --
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LOSS FROM SPIN-OFF OF OPERATIONS
Gain on disposition of spin-off operations (79,798) --
Loss from spin-off operations (47,283) (11,137)
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TOTAL LOSS FROM SPIN-OFF OPERATIONS (127,081) (11,137)
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NET LOSS (208,942) (11,137)
OTHER COMPREHENSIVE INCOME
Foreign currency translation adjustment 961 --
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COMPREHENSIVE LOSS $ (207,981) $ (11,137)
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Weighted average number of common shares outstanding 18,635,500 15,217,500
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Basic and diluted loss per share $ (0.011) $ (0.001)
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</TABLE>
See accompanying Notes to Condensed Financial Statements
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GREENVOLT CORP.
(A Company in the Development Stage)
CONDENSED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
3 Months 3 Months
September 30, September 30,
2000 1999
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(unaudited) (unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (208,942) $ (11,137)
Adjustments:
Foreign currency translation adjustment 961 --
Fair value of services rendered 152,844 --
Changes in operating assets and liabilities:
Accounts payable and accrued expenses 14,640 11,137
Prepaid value added tax (2,190) --
Advances for fuel cell development (2,537) --
Due to officer (8,683) --
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NET CASH USED IN OPERATING ACTIVITIES (53,907) --
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CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment (16,385) --
Advances to related parties (1,302) --
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NET CASH USED IN INVESTING ACTIVITIES (17,687) --
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CASH FLOWS FROM FINANCING ACTIVITIES
Advances from third party 96,240 --
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NET CASH PROVIDED BY FINANCING ACTIVITIES 96,240 --
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NET INCREASE IN CASH 24,646 --
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR 1 --
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CASH AND CASH EQUIVALENTS, END OF THE YEAR $ 24,647 $ --
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</TABLE>
See accompanying Notes to Condensed Financial Statements
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GREENVOLT POWER CORP.
(A Company in the Development Stage)
NOTES TO CONDENSED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The interim financial statements presented have been prepared by GreenVolt
Power Corp. (the "Company") without audit and, in the opinion of the
management, reflect all adjustments of a normal recurring nature necessary
for a fair statement of (a) the results of operations for the three months
ended September 30, 2000 and 1999, (b) the financial position at September
30, 2000 and June 30, 2000, and (c) the cash flows for the three months
ended September 30, 2000 and 1999. Interim results are not necessarily
indicative of results for a full year.
The balance sheet presented as of June 30, 2000 has been derived from
the financial statements that have been audited by the Company's
independent public accountants. The financial statements and notes are
condensed as permitted by Form 10-QSB and do not contain certain
information included in the annual financial statements and notes of the
Company. The financial statements and notes included herein should be read
in conjunction with the audited financial statements and notes for the
years ended June 30, 2000 and 1999 included in the Company's annual report
on Form 8-K dated July 29, 2000.
Effective July 1, 2000, pursuant to a Plan and Agreement of Reorganization
(the "Agreement"), GreenVolt Power Corp. (formerly Beck & Co.) acquired
GreenVolt Corp., a Canadian corporation, resulting in the shareholders and
management of GreenVolt Corp. having actual and effective control of
GreenVolt Power Corp., the surviving corporation. For accounting purposes,
the transaction was treated as an acquisition of GreenVolt Power Corp. by
GreenVolt Corp. and as a recapitalization of GreenVolt Corp. The historical
financial statements prior to the acquisition became those of GreenVolt
Corp. even though they were labeled as those of GreenVolt Power Corp. In
the recapitalization, historical shareholders' equity of GreenVolt Corp.,
prior to the merger, was retroactively restated for the equivalent number
of shares received in the merger with an offset to paid-in capital.
Operations prior to the merger were those of GreenVolt Corp. Basic loss per
share prior to the merger were restated to reflect the number of equivalent
shares received by shareholders of GreenVolt Corp. The acquisition,
although a purchase, was presented as a reverse acquisition.
2. DISPOSITION OF SPIN-OFF OF OPERATIONS
On September 24, 2000, the Company spun-off its Internet jewelry business
to a shareholder. The loss resulting from the spin-off of operations is
as follows:
<TABLE>
<S> <C>
Net Assets $ 7,980
Liabilities assumed (87,778)
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Gain on spin-off of operations $(79,798)
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</TABLE>
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Item 2. Plan of Operations
GreenVolt Power Corp. (the "Company") is a development stage company, with its
operations to date principally consisting of research, development, and testing
of alkaline fuel cell ("AFC") technology. The company is presently focused on
the testing, production and design of its products, the obtaining of patents for
its technologies and the establishment of manufacturing procedures and
processes. From inception to September 30, 2000, the company has obtained
approximately $200,000 in financing by way of a private financing agreement.
Through September 30, 2000, the company utilized the proceeds from said private
financing to commence new technology development for its alkaline fuel cell
program and provide working capital for the ongoing administrative and ongoing
financing acquisition costs of the company.
The company's financial statements for the period ended September 30, 2000, have
been prepared assuming that the company will continue as a going concern. As
noted in those financial statements, the presence of significant losses,
negative cashflow and limited working capital together with the uncertainties
associated with the company's ability to obtain additional capital, raise
substantial doubts as to its ability to continue as a going concern. The
company's ability to continue as a going concern will be questionable until such
time as it is ability to generate sufficient revenues in excess of expenses to
sustain its normal business activities. Until that time the company will depend
on its ability to raise additional capital through either loans, equity or debt
offerings. At this time the company expects that it will need approximately $5
million in additional financing over the next two years in order to complete the
necessary research and development, marketing and manufacturing capacity of the
alkaline fuel cell technology. The company currently anticipates financing of at
least $2 million to be derived from a "best efforts" private placement of equity
securities which is currently being discussed with several private investors.
There can, however, be no guarantee that such offering will be successfully
completed or that any additional funding will be available on terms favorable to
the company or its shareholders, if at all. Without such funding the company
anticipates that its cash reserves together with its cash flow from loans will
be sufficient to fund its operations for no longer than the next four months. If
sufficient funds are not available when needed, the company may be required to
severely curtail its operations, which would have a material adverse effect on
the company's business, operating and research activities.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities
None.
Item 3. Defaults in Senior Securities
None.
Item 4. Submission of Matters to Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 10Q-SB
(a) The following is a complete list of Exhibits filed as part of this
Registration Statement, which are incorporated herein:
<TABLE>
<CAPTION>
Exhibit No. Reference
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<S> <C>
3.(i)* Certificate of Incorporation of GreenVolt Power Corp.
3.(ii)* Bylaws
</TABLE>
*Incorporated by reference to Registrant's From 10-SB filed on July 6, 1999.
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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, in the city of Orillia, Ontario, Canada, on the 17th day of
November 2000.
GREENVOLT POWER CORP.
By /s/ Thomas Faul
Thomas Faul
Chief Executive Officer
