<PAGE>
United States
Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended April 30, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT
For the transition period from ______________ to ________________
Commission File Number: 0-24857
POWER TECHNOLOGY, INC.
----------------------
(Exact name of small business issuer as
specified in its charter)
Nevada 88-0395816
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
100 W. Bonanza Road, Las Vegas, Nevada 89106
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(Address of principal executive offices)
(702) 382-3385
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(Issuer's telephone number)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes No
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APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the last practicable date: 15,633,500 shares.
Transitional Small Business Disclosure Format (check one): Yes No X
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<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Power Technology, Inc. and Subsidiaries -- Unaudited Consolidated Balance Sheets
POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
<CAPTION>
April 30, January 31,
1999 1999
(Unaudited) (Audited)
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<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 264,342 $ 60,499
Accounts receivable 3,500 2,500
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267,842 62,999
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PROPERTY & EQUIPMENT 12,040 11,384
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OTHER ASSETS
Prepaid expense 20,000 20,000
Organization costs 8,750 10,000
Patents 65,000 65,000
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93,750 95,000
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$ 373,632 $ 169,383
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----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable - trade $ 11,092 $ 10,492
Accounts payable - related party 201,104 164,685
Accrued expenses 16,469 16,469
Advance re: Micro-Dry Technology 60,000
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288,665 191,646
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COMMON STOCK
Par value $.001, authorized 25,000,000
Issued and outstanding 15,157,200
and 12,534,700 15,158 12,535
ADDITIONAL PAID IN CAPITAL 1,117,019 857,392
DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE (1,047,210) (892,190)
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TOTAL SHAREHOLDERS' EQUITY 84,967 (22,263)
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$ 373,632 $ 169,383
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</TABLE>
2
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POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
For the three months
ended April 30,
1999 1998
---- ----
<S> <C> <C>
REVENUE $ -0- $ -0-
----------- -----------
EXPENSES
General and administrative 117,549 91,893
Research and development 37,471 37,500
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NET LOSS FOR THE PERIOD (155,020) (129,393)
DEFICIT - BEGINNING OF THE PERIOD (892,190) (191,281)
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DEFICIT - END OF THE PERIOD $(1,047,210) $ (320,674)
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----------- -----------
LOSS PER SHARE FOR THE PERIOD $ (.01) $ (.02)
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</TABLE>
3
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POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF CASH FLOW
(UNAUDITED)
<TABLE>
<CAPTION>
For the three months
ended April 30,
1999 1998
---- ----
<S> <C> <C>
CASH PROVIDED BY (USED FOR)
OPERATING ACTIVITIES
Net loss for the period $(155,020) $(129,393)
Less non cash working capital items
Amortization 1,250 1,250
(Increase) in accounts receivable (1,000) -0-
Increase in accounts payable 97,019 28,020
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(57,751) (100,123)
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INVESTING ACTIVITIES
Purchase of equipment (656) (5,113)
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FINANCING ACTIVITIES
Issuance of common stock 262,250 110,000
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INCREASE IN CASH 203,843 4,764
CASH - BEGINNING OF THE PERIOD 60,499 -0-
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CASH - END OF THE PERIOD $ 264,342 $ 4,764
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--------- ---------
</TABLE>
4
<PAGE>
POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FROM INCEPTION ON JANUARY 19, 1996 THROUGH APRIL 30, 1999
(UNAUDITED)
<TABLE>
<CAPTION>
Deficit
Accumulated
Common Stock Additional During the
------------------------- Paid-in Development
Shares Amount Capital Stage
---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Balance January 19, 1996 2,500,000 $ 2,500 $ 22,500 $ --
Net (loss) from inception to January 31, 1997 -- -- -- (139,907)
---------- ----------- ----------- -----------
Balance - January 31, 1997 2,500,000 2,500 22,500 (139,907)
Net (loss) for the year ended January 31, 1998 -- -- -- (51,374)
---------- ----------- ----------- -----------
Balance - January 31, 1998 2,500,000 2,500 22,500 (191,281)
Reorganization of Company, Reverse
acquisition of Zepplin, Inc. 2,800,000 2,800 (2,573) --
Common stock issued for cash 6,900,000 6,900 683,100 --
Common stock issued for patents 200,000 200 19,800 --
Common stock issued for services 134,700 135 134,565 --
Net (loss) for the year ended January 31, 1999 -- -- -- (700,909)
---------- ----------- ----------- -----------
Balance - January 31, 1999 12,534,700 $ 12,535 $ 857,392 $ (892,190)
Common Stock issued for cash 2,622,500 2,623 259,627 --
Net (loss) for the 3 months ended
April 30, 1999 (155,020)
---------- ----------- ----------- -----------
Balances, April 30, 1999 15,157,200 $ 15,158 $ 1,117,019 $(1,047,210)
---------- ----------- ----------- -----------
---------- ----------- ----------- -----------
</TABLE>
5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. BASIS OF PRESENTATION:
In the opinion of management, the accompanying financial statements
contain all adjustments (which include only normal recurring adjustments)
necessary to present fairly the balance sheet of Power Technology, Inc. and
subsidiaries as of January 31, 1999, and the results of their operations and
their cash flows for the three months ended April 30, 1999 and 1998,
respectively. The financial statements are consolidated to include the
accounts of Power Technology, Inc. and its subsidiary companies (together
"the Company").
Certain 1998 amounts have been reclassified to conform to current
period presentation. These reclassifications have no effect on previously
reported net income or loss.
The accounting policies followed by the Company are set forth in
Note A to the Company's consolidated financial statements as stated in its
report on Form 10-KSB for the fiscal year ended January 31, 1999.
NOTE 2. INCOME (LOSS) PER COMMON SHARE:
Income (loss) per common share is based on the weighted average number
of common shares outstanding during the period.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.
GENERAL
Power Technology, Inc. (the "Company), a Nevada corporation, was
incorporated on June 3, 1996. However the Company did not conduct any
significant operations until March 1998 when it acquired all of the issued and
outstanding capital stock and assets of PowerTek Technology Corporation, Inc.
(formerly called Power Technology, Inc.) which is presently a wholly-owned
subsidiary of the Company. The Company changed its corporate name from "Zepplin
Production Corp." to Power Technology, Inc. during March 1998 to reflect the
change in the purposes and nature of its business.
The Company is a research and development company. It is presently
engaged in research and development activities regarding: (1) batteries for the
automotive and electric car industries, (2) electronic sensors, and (3) pipeline
connection technology.
RESULTS OF OPERATIONS
The following table sets forth certain operating information regarding
the Company:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 30
----------------------
1999 1998
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(unaudited)
<S> <C> <C>
Revenues ................................................... $ 0 $ 0
General and administrative expenses ........................ 117,549 91,893
Research and Development ................................... 37,471 37,500
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Net income (loss) .......................................... $(155,020) $(129,393)
Net income (loss) per share ................................ $ (.01) $ (.02)
</TABLE>
6
<PAGE>
THREE MONTHS ENDED APRIL 30, 1999 COMPARED WITH THREE MONTHS ENDED APRIL 30,
1998
REVENUES. The Company had no revenues during the first fiscal quarter
of 1999 and 1998, and is in the development stage.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative
expenses increased 28% to $117,549 in the three month period ended April 30,
1999 from $91,893 in 1998. This increase is principally attributable to
increased activity in its research and development business and an increase
in employees.
RESEARCH AND DEVELOPMENT COSTS. Research and development costs remained
substantially the same during the first fiscal quarter ($37,471) of fiscal 1999
compared to the first fiscal quarter of fiscal 1998 ($37,500).
ACCOUNTS PAYABLE - RELATED PARTY. Accounts payable to a related party
increased from $164,685 at January 31, 1999, to $201,104 at April 30, 1999, an
increase of approximately 22%. This increase arose from additional cash loans to
the Company by an affiliated company owned by Lee A. Balak, a director and
President of the Company which were expended primarily for research and
development fees and costs to a research company owned by Alvin A. Snaper, a
director and Vice President, Secretary and Treasurer of the Company.
RESULTS OF OPERATIONS. The net loss was $155,020 during the three month
period ended April 30, 1999, as compared with a loss of $129,393 during the same
period of 1998, was due primarily to the increase in its research and
development activities and lack of revenues.
CAPITAL EXPENDITURES, CAPITAL RESOURCES AND LIQUIDITY
The following summary table (unaudited) presents comparative cash
flows of the Company for the periods indicated.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 30
----------------------
1999 1998
--------- ---------
<S> <C> <C>
Net cash used in operating activities $ (57,751) $(100,123)
Net cash used in investing activities $ (656) $ (5,113)
Net cash provided by financing activities $(262,250) $ 110,000
</TABLE>
CAPITAL EXPENDITURES. The Company did not incur any material capital
expenditures for office equipment, office furniture or other fixed assets during
the three month periods ended April 30, 1999 and 1998, respectively.
LIQUIDITY AND CAPITAL RESOURCES. The Company's capital resources have
historically been provided by the sale of its Common Stock, the exercise of
warrants and options, and by short term loans.
The Company intends to raise additional capital through an offering of
its Common Stock or other securities to provide additional working capital to
fund future operations, although no specific plans or commitments presently
exist to pursue an offering of its securities.
At April 30, 1999, the Company had current assets of $267,842 and
current liabilities of $288,665, resulting in a working capital deficit of
$20,823, as compared to a working capital deficit of $128,647 at January 31,
1999.
Net cash used in operating activities increased to $(57,751)for the
three months ended April 30, 1999, from $(100,123) for the three months ended
April 30, 1998, a difference of $42,372. The increase in net cash used in
operating activities was primarily attributable to the increase its research and
development costs regarding its battery technology.
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
No matter was submitted to a vote of the security holders of the
Company during its fiscal quarter ended April 30, 1999.
ITEM 5. OTHER INFORMATION.
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) EXHIBITS.
Exhibit No. 27 Financial Data Schedule
(b) REPORTS ON FORM 8-K.
No reports on Form 8-K were filed by the Company during the fiscal
quarter ended April 30, 1999.
8
<PAGE>
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.
POWER TECHNOLOGY, INC.
Date: August 19, 1998 By: /s/ Lee A. Balak
------------------------
Lee A. Balak, President, Chief Financial
Officer, and Principal Accounting Officer
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1999
<PERIOD-START> FEB-01-1999
<PERIOD-END> APR-30-1999
<CASH> 264,342
<SECURITIES> 0
<RECEIVABLES> 3,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 20,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 373,632
<CURRENT-LIABILITIES> 288,665
<BONDS> 0
0
0
<COMMON> 15,158
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 373,632
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 155,020
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (155,020)
<EPS-BASIC> (0.01)
<EPS-DILUTED> (0.01)
</TABLE>