<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 October 31, 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
------ ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
100 W. Bonanza Road, Las Vegas, Nevada 89106
--------------------------------------------
(Address of principal executive offices)
(702) 382-3385
--------------
(Issuer's telephone number)
Not Applicable
--------------------------------------------------------------------------
(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 / /
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: 15,783,500
shares.
Transitional Small Business Disclosure Format (check one): Yes / / No /X/
<PAGE>
POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
October 31 January 31
1999 1999
(Unaudited) (Audited)
---------- ---------
<S> <C> <C>
CURRENT ASSETS
Cash $ 141,016 $ 60,499
Accounts receivable 0 2,500
----------- -----------
141,016 62,999
----------- -----------
PROPERTY AND EQUIPMENT 15,103 11,384
----------- -----------
OTHER ASSETS
Prepaid expense 20,000 20,000
Organization costs 6,250 10,000
Patents 65,000 65,000
----------- -----------
91,250 95,000
----------- -----------
$ 247,369 $ 169,383
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable - trade $ 1,092 $ 10,492
Accounts payable - related party 239,230 164,685
Accrued expenses 16,469 16,469
Advance re: Micro-Dry Technology 73,750 0
Loan payable 110,000 0
----------- -----------
440,541 191,646
COMMON STOCK
Par value $.001, authorized 25,000,000
Issued and outstanding 15,783,500 and 12,334,700 15,784 12,335
ADDITIONAL PAID IN CAPITAL 1,453,692 837,592
DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE (1,662,648) (892,190)
TOTAL SHAREHOLDERS' EQUITY (193,172) (22,263)
----------- -----------
$ 247,369 $ 169,383
=========== ===========
</TABLE>
2
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POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
For the nine Months
Ended October 31,
1999 1998
---------- ----------
<S> <C> <C>
REVENUE $ 0 $ 0
---------- ----------
EXPENSES
General and administrative 705,859 390,047
Research and development 84,599 140,968
---------- ----------
NET LOSS FOR THE PERIOD 790,458 531,015
DEFICIT - BEGINNING OF THE PERIOD 892,190 191,281
---------- ----------
DEFICIT - END OF THE PERIOD 1,662,648 722,296
========== ==========
LOSS PER SHARE FOR THE PERIOD $ (.03) $ (.04)
========== ==========
</TABLE>
3
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POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF CASH FLOW
(UNAUDITED)
<TABLE>
<CAPTION>
For the nine Months
Ended October 31,
1999 1998
---------- ----------
<S> <C> <C>
CASH PROVIDED BY (USED FOR)
OPERATING ACTIVITIES
Net loss for the period $(790,458) $(531,015)
Less non cash working capital items
Amortization 3,750 3,750
Decrease in accounts receivable 3,500 0
Increase in accounts payable 247,895 0
--------- ---------
(535,313) (527,265)
--------- ---------
INVESTING ACTIVITIES
Purchase of equipment (3,719) (5,113)
--------- ---------
FINANCING ACTIVITIES
Issuance of common stock 619,549 690,000
--------- ---------
INCREASE IN CASH 80,517 157,622
CASH - BEGINNING OF THE PERIOD 60,499 0
--------- ---------
CASH - END OF THE PERIOD $ 141,016 $ 157,622
========= =========
</TABLE>
4
<PAGE>
POWER TECHNOLOGY, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FROM INCEPTION ON JANUARY 19, 1996 THROUGH OCTOBER 31, 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 6,700,000 6,700 663,300 --
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 -- -- -- (680,909)
------------ ------------ ------------ ------------
Balance - January 31, 1999 12,334,700 $ 12,335 $ 837,592 $ (872,190)
Common stock issued for cash 2,900,000 2,900 287,099 --
Common stock issued for service 548,800 549 329,001
Net (loss) for the 9 months ended
October 31, 1999 (790,459)
------------ ------------ ------------ ------------
Balances, October 31, 1999 15,783,500 $ 15,784 $ 1,453,692 $ (1,662,649)
============ ============ ============ ============
</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 sheets of Power
Technology, Inc. and subsidiaries as of October 31, 1999, and the
results of their operations and their cash flows for the nine months
ended October 31, 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 ACompany), 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>
NINE MONTHS ENDED
OCTOBER 31
--------------------------
1999 1998
----------- -----------
(unaudited)
<S> <C> <C>
Revenues ................................................... $ 0 $ 0
General and administrative expenses ........................ 376,310 390,047
Research and Development ................................... 84,599 140,968
----------- -----------
Net income (loss) .......................................... $ (460,909) $ (531,015)
Net income (loss) per share ................................ $ (.03) $ (.04)
</TABLE>
NINE MONTHS ENDED OCTOBER 31, 1999 COMPARED WITH NINE MONTHS
ENDED OCTOBER 31,1998
6
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REVENUES. The Company had no revenues during the first nine months
of 1999 and 1998, and is in the development stage.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative
expenses decreased approximately 3.6% to $376,310 in the nine month period
ended October 31, 1999, from $390,047 in 1998. This decrease is principally
attributable to decreased activity in its research and development activities.
RESEARCH AND DEVELOPMENT COSTS. Research and development costs
declined approximately 60% during the first nine months of fiscal 1999 to
$84,599, compared to the first nine months of 1998 from $140,968.
ACCOUNTS PAYABLE - RELATED PARTY. Accounts payable to a related
party increased from $164,685 at January 31, 1999, to $236,980 at October 31,
1999, an increase of approximately 44%. 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 of the Company declined to
$460,909 during the nine month period ended October 31, 1999, as compared
with a loss of $531,015 during the same period of 1998, a reduction of
approximately 15.3%, and was due primarily to the decrease 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>
NINE MONTHS ENDED
OCTOBER 31
-----------------------------
1999 1998
---------- ----------
<S> <C> <C>
Net cash used in operating activities $ (218,014) $ (527,265)
Net cash used in investing activities $ (3,719) $ (5,113)
Net cash provided by financing activities $ (302,250) $ 690,000
</TABLE>
CAPITAL EXPENDITURES.The Company did not incur any material capital
expenditures for office equipment, office furniture or other fixed assets
during the nine month periods ended October 31, 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 October 31, 1999, the Company had current assets of $141,016 and
current liabilities of $428,291, resulting in a working capital deficit of
$287,275, as compared to a working capital deficit of $128,647 at January 31,
1999.
Net cash used in operating activities decreased to $218,014 for the
nine months ended October 31, 1999, from $527,265 for the nine months ended
October 31, 1998, a difference of $309,251. The decrease in net cash used in
operating activities was primarily attributable to the decrease 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 October 31, 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 October 31, 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: February 3, 2000 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> 9-MOS
<FISCAL-YEAR-END> JAN-31-1999
<PERIOD-START> FEB-01-1999
<PERIOD-END> OCT-31-1999
<CASH> 141,016
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 15,103
<DEPRECIATION> 0
<TOTAL-ASSETS> 247,369
<CURRENT-LIABILITIES> 440,541
<BONDS> 0
0
0
<COMMON> 15,784
<OTHER-SE> 1,453,692
<TOTAL-LIABILITY-AND-EQUITY> 247,369
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 790,458
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (790,458)
<EPS-BASIC> (0.03)
<EPS-DILUTED> (0.03)
</TABLE>