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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 November 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 number 0-26057
GREATBIO TECHNOLOGIES, INC.
_________________________________________________________________
(Exact name of small business issuer as specified in its charter)
Nevada 82-0507874
________________________________ ____________________________________
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
150 Lucius Gordon Drive, Suite 201
West Henrietta, NY 14586
______________________________________________________________
(Address of principal executive offices)
(716) 214-2441
______________________________________________________________
(Issuer's telephone number)
Idaho Technical, Inc.
6253 Almquist Ave., Murray, ID 83874
______________________________________________________________
(Former name, former address and former fiscal year if changed
since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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.
Yes [x] No [ ]
<PAGE>
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 latest practicable date: 25,565,532 shares of
common stock outstanding as of January 15, 2001
Transitional Small Business Disclosure Format:
Yes [ ] No [x]
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
INDEX
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets, February 29, 2000 and
November 30, 2000 (Unaudited) 4
Statements of Operations, Three Months and Nine Months Ended
November 30, 1999 and 2000 (Unaudited) and from August 1, 1968
(Date of Inception) through November 30, 2000 (Unaudited) 5
Statement of Stockholders' Equity, from August 1, 1968
(Date of Inception) through November 30, 2000 (Unaudited) 6
Statements of Cash Flows, Nine Months ended November 30, 1999 and
2000 (Unaudited) and from August 1, 1968 (Date of Inception)
through November 30, 2000 (Unaudited) 8
Notes to Financial Statements 9
Item 2. Management's Plan of Operation 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None 11
Item 2. Changes in Securities and Use of Proceeds 11
Item 3. Defaults Upon Senior Securities - None 11
Item 4. Submission of Matters to a Vote of Security Holders - None 11
Item 5. Other Information - None 11
Item 6. Exhibits and Reports on Form 8-K
a. Reports on Form 8-K 11
b. Exhibit 27 - Financial Data Schedule 12
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
<TABLE>
November 30,
February 29, 2000
2000 (unaudited)
------------ -------------
<S> <C> <C>
Assets $ - $ -
------------ -------------
$ - $ -
============ =============
Liabilities $ - $ -
Stockholders' Equity
Common stock, $.005 par value
Authorized - 60,000,000 shares
Issued and outstanding, 3,797,330 and
4,047,330 shares, respectively 18,987 20,237
Additional paid-in capital 80,871 83,511
Deficit accumulated during the development stage (99,858) (103,748)
---------- ---------
- -
---------- ----------
$ - $ -
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
<TABLE>
(Unaudited)
Period from August (Unaudited) (Unaudited)
1, 1968 (Date of Three Months Ended Nine Months Ended
Inception) to November 30, November 30,
November 30, 2000 1999 2000 1999 2000
------------------- ------------------ ------------------
<S> <C> <C> <C> <C> <C>
Revenues $ - $ - $ - $ - $ -
Expenses 14,391 - 1,590 1,715 3,890
-------- -------- -------- ------- -------
Net Loss From
Operations (14,391) - (1,590) (1,715) (3,890)
Loss From Discontinued
Operations (89,357) - - - -
-------- -------- -------- ------- -------
Net Loss $(103,748) $ - $(1,590) $(1,715) $(3,890)
======== ======= ======= ======== ========
SHARE DATA:
Loss per common share:
Basic and Diluted $(0.00) $(0.00) $(0.00) $(0.00)
======= ======= ======== ========
Weighted average common shares outstanding:
Basic and Diluted 2,797,130 3,808,319 2,797,130 3,800,966
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY
Period from August 1, 1968 (Date of Inception) to November 30,2000
<TABLE>
Deficit
Accumulated
Additional During the
Common Paid-in Development
Stock Capital Stage Total
---------- ----------- ------------- -----------
<S> <C> <C> <C> <C>
At Inception, August 1, 1968 $ - $ - $ - $ -
Add (Deduct):
1969-14,130 shares issued
for services for $.05
per share 70 637 - 707
1970-1,405,000 shares issued
for mining rights for $.05
per share 7,025 63,225 - 70,250
1970-55,500 shares issued
for services for $.05
per share 278 2,497 - 2,775
1973-10,000 shares issued
for services for $.05
per share 50 450 - 500
1976-500 shares issued
for services for $.05
per share 3 22 - 25
1978-12,000 shares issued
for services for $.05
per share 60 540 - 600
1980-225,000 shares issued
for services for $.05
per share 1,125 10,125 - 11,250
1984-20,000 shares issued
for services for $.05
per share 100 900 - 1,000
1986-10,000 shares issued
for services for $.05
per share 50 450 - 500
1990 - 10,000 shares issued
for services for $.05
per share 50 450 - 500
1993-25,000 shares issued
for services for $.05
per share 125 1,125 - 1,250
Net loss from inception
through February 28, 1998 - - (89,357) (89,357)
---------- ----------- ------------- -----------
Balance, February 28, 1998 8,936 80,421 (89,357) -
</TABLE>
<PAGE>
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF STOCKHOLDERS' EQUITY (continued)
Period from August 1, 1968 (Date of inception) to November 30, 2000
<TABLE>
Deficit
Accumulated
Additional During the
Common Paid-in Development
Stock Capital Stage Total
---------- ----------- ------------- -----------
<S> <C> <C> <C> <c
Balance, February 28, 1998 $ 8,936 $ 80,421 $ (89,357) $ -
Add (Deduct):
1999-10,000 shares issued for
services for $.05 per share
in April 1998 50 450 - 500
1999-1,000,000 shares issued for
services for $.005 per share
in January 1999 5,000 - - 5,000
Net loss for the year ended
February 28, 1999 - - (5,500) (5,500)
---------- ----------- ------------- -----------
Balance, February 28, 1999 $ 13,986 $ 80,871 $ (94,857) $ -
Add (Deduct):
2000-1,000,200 shares issued for
services for $.005 per
share in February 2000 5,001 - - 5,001
Net loss for the year ended
February 29, 2000 - - (5,001) (5,001)
---------- ----------- ------------- ----------
Balance, February 29,2000 $ 18,987 $ 80,871 $ (99,858) -
Add (Deduct):
2000-250,000 shares issued for services
for $.005 per share in
November 2000 1,250 - - 1,250
2000-expenses paid by
stockholder - 2,640 - 2,640
Net loss for the nine months
ended November 30, 2000 - - (3,890) (3,890)
---------- ----------- ------------- -----------
Balance, November 30, 2000
(Unaudited) $ 20,237 $ 83,511 $ (103,748) $ -
========== =========== ============ ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
<TABLE>
(Unaudited)
Period from August (Unaudited)
1, 1968 (Date of Nine Months Ended
Inception) to November 30,
November 30, 2000 1999 2000
----------------- ---------- --------
<S> <C> <C> <C>
Operating Activities:
Net loss $(103,748) (1,715) $ (3,890)
Adjustment to reconcile
net loss to net cash
provided by operating
activities:
Issuance of common
stock for services 101,108 - 1,250
Contribution to capital 2,640 - 2,640
Increase in account payable
to stockholder - 1,715 -
---------- ---------- ----------
Net cash provided by
operating activities - - -
Net increase in cash - - -
Cash, beginning of period - - -
--------------- ---------- -----------
Cash, end of period $ - $ - $ -
================ ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
GREATBIO TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
NOTE 1 HISTORY AND ORGANIZATION OF THE COMPANY
GreatBio Technologies, Inc. (the Company) was formed in 1968 and obtained
certain mining claims and rights. Those rights were subsequently abandoned
and the Company has conducted no business since 1993.
The Company has never generated any revenue in its history. The Company's
ability to continue in business is dependent upon obtaining sufficient
financing or attaining future profitable operations. The Company has been
advised by its independent public accountants that should the situation remain
unresolved prior to the completion of their audit of the Company's financial
statements for the year ending February 29, 2001, their auditors' report on
those financial statements may be modified for that contingency.
On December 1, 2000 the Company amended its Articles of Incorporation to change
its name from Idaho Technical, Inc. to GreatBio Technologies, Inc. and entered
into an Exchange Agreement with Biophan, LLC and LTR Antisense Technology,
Inc. as more full described in Note 3.
NOTE 2 SUMMARY OF ACCOUNTING POLICIES
The unaudited interim financial statements included herein have been prepared
by the Company pursuant to the rules and regulations of the Securities and
Exchange Commission applicable to quarterly reporting on Form 10-QSB on the
same basis as the audited financial statements and, in the opinion of
management, include all adjustments necessary to present fairly the information
set forth therein, in accordance with generally accepted accounting principles.
All such adjustments are of a normal recurring nature. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted as permitted by such rules and regulations. These financial statements
and related notes should be read in conjunction with the financial statements
and related notes included in the Company's annual report on Form 10-KSB for
the year ended February 29, 2000.
The Company's financial statements are prepared using the generally accepted
accounting principles applicable to a going concern, which contemplates the
realization of assets in the normal course of business. However, the Company
has not commenced its planned principal operations. Without realization of
additional capital, it would be unlikely for the Company to continue as a
going concern.
NOTE 3 SUBSEQUENT EVENTS
In accordance with the terms of an Exchange Agreement (the "Agreement") dated
December 1, 2000, the Company acquired from Biophan, LLC (Biophan)all of the
issued and outstanding common stock of its wholly owned subsidiary, LTR
Antisense Technology, Inc. (Antisense) in exchange for 10,759,101 shares of
authorized but previously unissued common stock, par value $.005.
<PAGE>
Additionally, on December 1, 2000, in consideration for arranging for and
securing funding for the benefit of Antisense and the development of certain
U.S. Patents and any underlying inventions and applications, the Company issued
and delivered to certain parties, an additional 10,759,101 shares of authorized
but previously unissued common stock, par value $.005.
Also on December 1, 2000, the Company acquired certain intellectual property
rights relating to the MRI technology from Biophan (the "Assignment") for
the future consideration of $500,000 payable upon issuance of certain
patents. The Assignment was consummated pursuant to and in accordance with
an Assignment and Security Agreement, both dated December 1, 2000 between
the Company and Biophan.
Item 2. MANAGEMENT'S PLAN OF OPERATION
The Company is in the development stage and is expected to remain so for at
least the next twelve months. Currently, a Private Placement of Company
stock is under consideration, the proceeds of which will be used to fund the
research and development of the patent rights acquired on December 1, 2000.
These rights are concentrated in two primary areas: 1) the use of antisense
technology to block the HIV virus and 2) an MRI compatible implantable
cardiac pacemaker.
Regular administrative expenses will be funded by a $175,000 advance from
shareholders received in accordance with the Exchange Agreement and is
expected to be sufficient to meet normal expense obligations over the next
twelve months.
The Company does not anticipate any need for capital equipment at this time.
Other than officers, the Company has no employees and does not expect to add
any. All research and development activities are expected to be carried out
by employees of BioPhan LLC.
Certain statements contained in this Form 10-QSB constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995, and the Company intends that such forward-looking statements be
subject to the safe harbors created thereby. The words "believes","expects",
"estimates", "anticipates", "will be" and "plans" and similar words or
expressions identify forward-looking statements made by or on behalf of the
Company. These forward-looking statements are subject to many uncertainties
and factors that may cause the actual results of the Company to be
materially different from any future results expressed or implied by such
forward-looking statements. Examples of such uncertainties and factors
include, but are not limited to, availability of financing and regulatory
approvals, the number of potential customers in a target market, the
existence of strategic alliances or relationships, technological, regulatory
or other developments in the Company's business, changes in the competitive
climate in which the Company operates and the emergence of future
opportunities, all of which could cause actual results and experiences of
GreatBio Technologies, Inc. to differ materially from anticipated results
and expectations expressed in the forward-looking statements contained
herein.
<PAGE>
PART II. OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds
On November 27, 2000, the Company issued 250,000 shares of authorized but
previously unissued common stock, par value $.005, in exchange for consulting
services valued at $1,250 by the Board of Directors and the consultant. The
shares are exempt from registration pursuant to Section 4(2) of the
Securities Act of 1933, as amended.
Item 6. Exhibits and reports on Form 8-K
a. Reports on Form 8-K:
b. Exhibit 27 - Financial Data Schedule
a. A Form 8-K was filed on December 15, 2000 in connection with the
change of name and Exchange Agreement.
Signatures
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this Registration Statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
GREATBIO TECHNOLOGIES, INC.
(Registrant)
Date: January 19, 2001 /s/ Michael L Weiner
------------------------------
Michael L Weiner, President
and Chief Executive Officer
<PAGE>
