FORM 10Q-SB
General Form for Registration of Securities
of Small Business Issuers
Under Section 12(b) or (g) of
the Securities Exchange Act of 1934
Wintech Digital Systems Technology Corporation
(Exact name of Registrant as specified in its charter
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<S> <C> <C>
NEVADA 0-30553 88-0325524
(State or other jurisdiction (Commission (I.R.S. Employee
of incorporation) File Number) Identification No.)
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Room 510, DSP Building,
17 Zhongguancun Road
Beijing, China, 100080
(Address of principal executive offices)
Registrant's telephone number, including area code: (0118610)62547647
[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
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
Class Outstanding as of September 30, 2000
$0.001 Par Value 12,690,484 Class A Common Stock Shares
1
TABLE OF CONTENTS
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PART 1
ITEM 1. FINANCIAL STATEMENTS 3
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION 7
ITEM 3. EVENTS SUBSEQUENT TO THE FIRST QUARTER 7
ITEM 4. RESULTS OF OPERATIONS 7
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 8
** SIGNATURES 8
INDEX TO EXHIBITS 8
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2
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements.
The accompanying unaudited financial statements, set forth herein under
Part II as an Exhibit, have been prepared by management in accordance with the
instructions to Form 10-Q and, therefore, do not include all information and
footnotes necessary for a complete presentation of financial position, results
of operations, cash flows and stockholders' equity in conformity with generally
accepted accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a normal
recurring nature. Operating results for the quarter ended September 30, 2000,
are not necessarily indicative of the results that can be expected for the year
ending June 30, 2001.
Wintech Digital Systems Technology Corporation
Index To Unaudited Consolidated Financial Statements
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
Except as otherwise required by the context, refernces in this quarterly report
to "we," "our" and "us" refer to Wintech Digital Systems Technology
Corporation(the "Company").
On our unaudited interim financial statements including a balance sheet as of
the interim period up to September 30, 2000, a statement of operations and a
statement of cash flows for the interim period up to the date of such balance
sheet are attached hereto as Pages F-1 through F-3 and are incorporated herein
by this reference.
The financial statements included herein have been prepared internally, without
audit, pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included
financial statements prepared in accordance with the generally accepted
accounting principles have been omitted. However, in our opinion, all
adjustments (which include only normal recurring accruals) necessary to present
fairly the financial position and results of operations for the period presented
have been made. These financial statements should be read in conjunction with
the financial statements and notes thereto included in our annual audit for the
fiscal year ended June 30, 2000.
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* Pages
Consolidated Balance Sheet F-1
Consolidated Statement of Operations F-2
Consolidated Statement of Cash Flows F-3
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3
Wintech Digital Systems Technology Corp.
(Formerly known as Temple Summit Financial Projects, Inc.)
Consolidated balance Sheet
September 30, 2000 (Unaudited) and June 30, 2000
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<CAPTION>
As of Sept. 30, 2000 As of June 30, 2000
-------------------- ---------------------
-------------------- ---------------------
(Unaudited) (Audited)
--------------------- --------------------
ASSETS
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Current Assets
Cash & Cash Equivalents ................................................... $ 502,542 $ 462,489
Accounts Receivable Net of Provision ..................................... 245,967 179,237
Other Receivables ........................................................ 29,037 24,757
Inventory ............................................................... 232,480 210,109
Prepaid Expenses ........................................................ 25,441 5,134
Amounts Due from Investors .............................................. 184,782 184,771
----------- -----------
----------- -----------
Total Current Assets ................................. 1,220,249 1,066,497
Property & Equipment
Property & Equipment .................................................... 70,317 64,158
Accumulated Depreciation .............................................. (23,989) (20,982)
-------------------------------------------------------------------------------------------- ----------- -----------
-------------------------------------------------------------------------------------------- ----------- -----------
Total Property & Equipment ....................................... 46,238 43,176
Other Assets
Goodwill ................................................................ 11,712 11,712
----------- -----------
----------- -----------
Total Other Assets ............................................... 11,712 11,712
----------- -----------
----------- -----------
Total Assets ..................................................... $ 1,728,289 $ 1,121,385
=========== ===========
L I A B I L I T I E S & S T O C K H O L D E R S' E Q U I T Y
Current Liabilities
Accounts Payable ........................................................................ $
$ 61,388 7,342
Accrued Expenses
80,972 247,985
Other Taxes Payable
168,356 143,597
Note Payable- Line of Credit
199,742 21,744
Income Taxes Payable
39,771 29,561
-----------
Total Current Liabilities
550,229 450,229
Total Liabilities
550,229 450,229
-----------
Stockholders' Equity
Common Stock, 200,000,000 Shares Authorized
12,690 12,690
Par Value of $.001;
12,690,484 & 12,690,484 Shares Issued and
Outstanding Respectively (Retroactively Restated)
Paid in Capital
604,047 604,011
Retained Earnings(Deficit)
105,189 48,321
Stated Reserves
6,134 6,134
-----------
Net Stockholders' Equity ................................................................ 728,060
671,156
-----------
Total Liabilities and Stockholders' Equity .............................................. $ 1,278,289 $ 1,121,385
===========
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F-1
Wintech Digital Systems Technology Corp.
(Formerly known as Temple Summit Financial Projects, Inc.)
Consolidated Statement of Operations (Unaudited)
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-----------------------------------
For the Three Months Ended
September30,
-----------------------------------
2000 1999
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Revenues:
Sales of Products and Services .... $ 224,056 $ --
Other Sales and Revenues .......... -- --
------------ ------------
Total Revenues .................. 224,056 --
------------ ------------
Cost of Revenues:
Cost of Products and Services ..... 82,019 --
------------ ------------
Gross Profit .................... 142,037 --
Expenses
Selling, General and Administrative --
Expenses ........................ 84,371 13,539
------------
------------
Total Expenses .................. 84,371 13,539
------------ ------------
Income (Loss) from Operations ....... 57,666 (13,539)
Other Income(Expenses)
Interest(Expense) ................. -- --
Interest Income ................... 1,706 --
Other Income(Expense) ............. 7,704 --
------------ ------------
Total Other Income(Expenses) .... 9,410 --
------------ ------------
Income Before Taxes ............... 67,076 (13,539)
Provisions for Income Tax ......... (10,208) --
------------ ------------
Net Income ...................... $ 56,868 $ (13,539)
============ ============
============
Basic Earnings Per Share .......... $ 0.004 $ (0.001)
Diluted Earnings Per Share ........ $ 0.004 $ (0.001)
Weighted Average Shares Outstanding . 12,690,484 12,690,484
Retroactively Restated
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F-2
Wintech Digital Systems Technology Corp.
(Formerly known as Temple Summit Financial Projects, Inc.)
Consolidated Statement of Cashflows (Unaudited)
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----------------------
For the Three Months Ended
September 30
----------------------
2000 1999
----------------------
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Cash Flows from Operating Activities
Net Income ............................................ $ $
56,868 (13,539)
Adjustments to Reconcile Net Income (Loss) to
Net Cash Provided by Operating Activities;
Depreciation
3,007 --
Change in Operating Assets & Liabilities
(Increase) Decrease in Accounts Receivable
(66,730) --
(Increase) Decrease in Prepaid Expenses
(20,307) --
(Increase) Decrease in Advances to Suppliers
-------- -------
(Increase) Decrease in Inventory
(22,371) --
(Increase) Decrease in Other Receivable
(4,291) --
(Decrease) Increase in Accounts Payable
54,082 --
(Decrease) Increase in Income Taxes Payable
10,210 --
(Decrease) Increase in Other Taxes Payable
24,759 --
(Decrease) Increase in Accrued Expenses
(167,013) --
-------- -------
Net Cash Provided (Used) in Operating Activities $ $
(131,786) (13,539)
-------- -------
Cash Flows from Investing Activities
Purchase of Fixed Assets
(6,159) --
-------- -------
Net Cash (Used) in Investing Activities ........ $
(6,159) $
-------- -------
-------- -------
Cash Flows from Financing Activities
Increase (Decrease) in Notes Payable
177,998 12,814
Sale of Common Stock
-------- -------
-------- -------
Net Cash Provided by Financing Activities ...... $ $
177,998 12,814
-------- -------
Increase (Decrease) in Cash & Cash Equivalents
40,053 (725)
Cash & Cash Equivalents at Beginning of Period
462,489 221
-------- -------
Cash & Cash Equivalents at End of Period ...... $ $
502,542 (504)
======== =======
Disclosures from Operating Activities:
Interest Expense
-------- -------
Taxes
-------- -------
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F-3
Item 2. Managements Discussion and Analysis of Results of Operations and
Financial Conditions.
The following discussion and analysis should be read in conjunction with
the Company's financial statements and notes thereto included elsewhere in this
Form 10-QSB. Except for the historical information contained herein, the
discussion in this Form 10-QSB contains certain forward looking statements that
involve risks and uncertainties, such as statements of the Company's plans,
objectives, expectations and intentions. The cautionary statements made in this
Form 10-QSB should be read as being applicable to all related forward statements
wherever they appear in this Form 10-QSB. The Company's actual results could
differ materially from those discussed here.
The Company is not aware of any circumstances or trends which would have a
negative impact upon future sales or earnings. There have been no material
fluctuations in the standard seasonal variations of the Company's business. The
accompanying financial statements include all adjustments, which in the opinion
of management are necessary in order to make the financial statements not
misleading.
As was discussed in the company's 8-K/A, on July 25, 2000 the Company entered
into a plan of reorganization with Temple Summit Financial Projects, Inc. As a
result of the reorganization 12,000,000 shares were issued to Beijing Wintech
Science and Technology Corp. The company known as Temple Summit Financial
Projects, Inc. was changed to reflect the name of Wintech Digital Systems
Technology Corp. Wintech is a leader in China in the field of developing Digital
Signal Processing tools and equipment.
Item 3. Events Subsequent to the First Quarter
None.
Item 4. Results of Operations
For the three month period ended September 30, 2000 revenues were
(Unaudited) = $224,056 Revenues increased primarily due to DSP emulation
products.
Cost consisted primarily of salary for engineers, cost of promotion, rental
expenses for office, , depreciation and other miscellaneous expenses. The
increase of costs when compared to were primarily attributable to expenditures
to support the increase in revenues and product development, including an
increase in staff from 5 as of for the same [period in 1999 to 32 emplyees.
Liquidity and Capital Resource.
During the quarter ended September 30, 2000, the net increase in cash and
cash equivalents from the quarter ended June 30 2000 was $40,053. This was a
direct result from increased sales versus less operating costs. The net cash
used in operating activities was $131,786 was a direct result also in the
increase in employees, salaries and office expense. In order for the Company to
meet its continuing cash requirements and to successfully implement its growth
strategy, the Company will rely on increased future revenue and/or additional
financing. In the event additional financing is required, no assurances can be
given that such financing will be available in the amount required or, if
available, that it can be on terms satisfactory to the Company.
Business Risks.
Due to the infant stage of its operations, the Company is facing two risks,
namely, market risk and technical risk. If the Company needs funding and is not
successful in raising capital there market share could be lost and the
development of new DSP products could be effected.
Competition.
The company is a leader in the development of DSP products in China and
currently is a third party partner of Texas Instruments.
Management of Growth.
If the Company is successful in implementing its growth strategy, the
Company believes it can undergo rapid growth. Controlled and rapid growth will
allow development of new products and the enhancement of current products.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
On July 25, 2000 12,000,000 shares were issued for the acquisition of
Beijing Wintech Science and Technology Corp. The shares outstanding increased
from 690,484 to the current outstanding shares as of the date of this report of
12,690,484.
Item 3. Defaults Upon Senior Securities
None.
7
Item 4. Submission of Matters to a Vote of Securities Holders
On July 25, 2000 the Board of Directors and sole Officer and Director of
Temple Summit Financial Projects, Inc. (currently known as Wintech Digital
System Technology Corp.) and 65% shareholder of the company Calvin Mees voted to
acquire all of the outstanding stock of Beijing Wintech Science and Technology
Corp.
Item 5. Other Information
On September 30, 2000 the company submitted an SB-2 registration statement
(Registration No. 333-48974) to the Securities and Exchange Commission in order
to register 2,505,000 shares of common stock on behalf of existing shareholders.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit Number and Brief Description
Exhibit 27 Financial Data Schedule. (Filed herewith.)
(b) Reports on Form 8-K
1. On August 10, 2000 the company filed a report on form 8-K/A reporting
the merger agreement between Temple Summit Financial Projects , Inc.
(currently known as Wintech Digital Systems Technology Corporation) and
Beijing Wintech Science and Technology Corp. The acquisition occurred
July 25, 2000 and called for Temple Usmmit Ifnancial Projects to issue
12,000,000 new restricted shares to the shareholders of Beijing Wintech
Science and Technology Corp. As a result of the acquisition Calvin Mees
then President of Temple Summit Financial Projects, Inc. resigned his
position and appointed Yonghong Dong as the new President. Prior to the
acquisition there were 690,484 shares outstanding.
2. On September 05, 2000 the company filed an 8-K/A report to provide
audited financial statements as required as a result of the acquisition
and plan of reorganization with Beijing Wintech Science and Technology
Corp.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Company caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Wintech Digital System Technology Corp.
By:/s/Yonghong Dong
By:/S_________________________________________
Yonghong Dong, President, Chairman of the Board of Directors
Date: November 13, 2000
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