U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the quarterly period ended August 31, 1998.
[ ] 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: 0-8880
MARITIME TRANSPORT & TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
New York 11-2196303
(State of jurisdiction of (I.R.S. Identification No.)
incorporation or organization)
1535 Memphis Junction Road, Bowling Green, Kentucky, 42101.
(Address of principal executive offices)
(502) 781 - 8453
(Registrant's telephone number, including area code)
Former name, former address and former fiscal year, if changed since last report
Indicate by check mark, whether the registrant:: (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 registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
The Company had 14,826,455 shares of common stock outstanding
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The condensed financial statements for the periods ended August 31, 1999
included herein have been prepared by Maritime Transport & Technology, Inc.,
(the "Company") without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission (the Commission"). In the opinion of
management, the statements include all adjustments necessary to present fairly
the financial position of the Company as of August 31, 1999, and the results of
operations and cash flows for the three month periods ended August 31, 1998 and
1999.
The Company's results of operations during the three months of the
Company's fiscal year are not necessarily indicative of the results to be
expected for the full fiscal year.
The financial statements included in this report should be read in
conjunction with the financial statements and notes thereto in the Company's
Annual Report on Form 10-K for the fiscal years ended May 31, 1998 and 1999.
<PAGE>
<TABLE>
<CAPTION>
MARITIME TRANSPORT & TECHNOLOGY, INC.
CONSOLIDATED BALANCE SHEET
August 31,
May 31, 1999 1999
Unaudited
Assets
Current assets
<S> <C> <C>
Cash and cash equivalents $122,161 $140,492
Accounts receivable 397,467 482,778
Prepaid expenses 1,600 1,600
Inventory 508,017 525,257
Federal corporate incomes tax receivable 8,925 7,344
----- -----
Current assets 1,038,170 1,157,471
Property and equipment-net 35,702 38,239
Other assets
Security deposits 805 805
Notes receivable 30,490 41,137
------ ------
Total other assets 68,540 41,942
------ ------
Total assets $1,105,167 $1,237,652
=========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued expenses $232,595 $275,807
Customer deposits payable 70,123 65,574
Bank Loans payable 7,268 7,268
Corporate taxes payable 13,027 4,000
Officer loan payable 174,527 175,490
Investor loans payable 38,400 ~ 57,000
------- ------
Total current liabilities 535,940 584,139
Long term liabilities
Bank loans payable - net of short term portion 8,274 14,299
----- ------
Total liabilities 544,214 599,438
Stockholders' equity
Common Stock authorized 80,000,000 shares, $0.01 Par value each. At May 31,
1999 and August 31, 1999, there are 14,787,955 and
14,826,455 shares outstanding respectively. 147,881 148,265
Additional paid in capital 866,935 905,050
Retained earnings deficit (453,863) (415,101)
------- ---------
Total stockholders' equity 560953 638,214
------ -------
Total liabilities and stockholders' equity $1,105,167 $1,237,652
=========== ==========
See accompanying notes to financial statements.
F1
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MARITIME TRANSPORT & TECHNOLOGY, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
Unaudited
For the three For the three
months ended months ended
August 31, August 31,
1998 1999
<S> <C> <C>
Revenue $357,611 $396,605
Costs of goods sold 121,301 202,123
------- -------
Gross profit 236,310 194,482
Operations:
General and administrative 237,703 144,859
Depreciation and amortization 12,000
---------- ------
Total expense 237,703 156,859
Loss from operations before corporate income taxes (1,393) 37,623
Other income and expenses
Gain o sale of assets 19,000
Interest income 83 1,842
Interest expenses (2,176) (703)
------- ----
Total other Income 16,907 1,139
Net income (loss) $15,513 $38,762
======== =======
Net income (loss) per share -basic $.00 $.00
==== ====
Number of shares outstanding-basic 15,130,705 14,787,955
=========== ==========
See accompanying notes to financial statements.
F2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MARITIME TRANSPORT & TECHNOLOGY, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
Unaudited
For the three For the three
months ended months ended
August 31, 1998 August 31, 1999
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net income (loss) $(99,860) $38,762
Non cash transactions
Depreciation 12,000
Accounts receivable (127,907) (85,311)
Prepaid expenses (1,200)
Inventory (9,404) (17,240)
Federal Corporate income taxes receivable 1,581
Accounts payable and accrued expenses 84,612 43,212
Customer deposits payable 12,853 (4,549)
Corporate taxes payable (24,960)
--------
TOTAL CASH FLOWS FROM OPERATIONS (119,310) (21,572)
CASH FLOWS FROM FINANCING ACTIVITIES
Loans payable-investors 131,500
Note payable- bank 122,368
Bank loans payable 6,025
Officer loan payable 963
Sale of common stock 38,500
------------ ------
TOTAL CASH FLOWS FROM FINANCING ACTIVITIES 253,868 39,463
CASH FLOWS FROM INVESTING ACTIVITIES
Note receivable (10,647)
Purchase of fixed assets (39,682) (14,537)
Note receivable affiliated party (16,055)
Note receivable non affiliated party (4,423)
Investor loans payable 18,600
----------- ------
TOTAL CASH FLOWS FROM INVESTING ACTIVITIES (60,160) (559)
NET INCREASE (DECREASE) IN CASH 74,398 18,331
CASH BALANCE BEGINNING OF PERIOD 70,681 122,161
------- -------
CASH BALANCE END OF PERIOD $145,079 $140,492
========= ========
Non cash activities
Issuance of shares of common stock in consideration for consulting fees
See accompanying notes to financial statements
F1
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MARITIME TRANSPORT & TECHNOLOGY, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY
Retained
Common Stock Common Stock Additional earnings
Date paid in capital deficit Total
- ---- --------------- ------- -----
<S> <C> <C> <C> <C> <C>
Open balances June 1, 1998 15,130,705 $151,308 $494,508 $(386,425) $259,391
Issuance of shares for 100,000 1,000 199,000 200,000
consulting fees
Sale of shares 232,250 2,323 166,677 169,000
Cancellation of shares (675,000) (6,750) 6,750 -0-
Net loss (67,438) (67,438)
--------------- -------- --------
Balances May 31, 1999 14,787,955 $147,881 $866,935 (453,863) $560,953
Unaudited
Sale of shares 38,500 385 38,115 38,500
Net profit 38,762 38,762
--------------- ------- ------
Balances August 31, 1999 14,826,455 $148,265 $905,050 $(415,101) $638,214
=========== ========= ========= ========== ========
See accompanying notes to financial statements
F1
</TABLE>
<PAGE>
MARITIME TRANSPORT & TECHNOLOGY, INC.
NOTES TO FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED AUGUST 31, 1999
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements of Maritime Transport &
Technology, (the "Company"), reflect all adjustments which are, in the opinion
of management, necessary to a fair statement of the results of the interim
periods presented. All such adjustments are of a normal recurring nature. The
financial statements should be read in conjunction with the notes to financial
statements contained in the Company's Annual Report on Form 10-Ksb for the year
ended May 31, 1999.
2. NET INCOME PER SHARE
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, EARNINGS PER SHARE ("Statement No.
128"). Statement No. 128 applies to entities with publicly held common stock or
potential common stock and is effective for financial statements issued for
periods ending after December 15, 1997. Statement No. 128 replaces APB Opinion
15, Earnings per Share ("EPS"). Statement No. 128 requires dual presentation of
basic and diluted earnings per share by entities with complex capital
structures. Basic EPS includes no dilution and is computed by dividing net
income by the total number of common shares outstanding for the period. Diluted
EPS reflects the potential dilution of securities that could dilute the shares
in computing the earnings of the Company such as common stock which may be
issuable upon exercise of outstanding common stock options or the conversion of
debt into common stock. Pursuant to the requirements of the Securities and
Exchange Commission, the calculation of the shares used in computing basic and
diluted EPS include the shares of common stock issued for the acquisition of
B.G. Banking Equipment, Inc. and Financial Building Equipment Exchange, Inc.
Shares used in calculating basic and diluted net income per share were as
follows:
<TABLE>
For the three months For the three months
months ended months ended
August 31, August 31,
1998 1999
------------- --------------
<S> <C> <C>
Total number common
shares outstanding 15,130,705 14,787,955
</TABLE>
3. ACCOUNTING FOR INCOME TAXES
The Company follows Statement of Financial Accounting Standards ("SFAS")
No. 109, "Accounting for Income Taxes," which requires an asset and liability
approach of accounting for income taxes. Deferred tax assets and liabilities
are computed annually for differences between financial statement basis and tax
basis of assets, liabilities and available general business tax credit
carry-forwards. A valuation allowance is established when necessary to reduce
deferred tax assets to the amount expected to be realized.
4. Private Placements
Prior to the Company's reverse acquisition of B.G. Banking and FBEE, B.G.
Banking offered and received subscriptions for 126,500 shares of its common
stock at $1.00 per share. Subsequent to the date of the Company's acquisition,
the purchasers of shares of comon stock were offered and received sharesof
common stock in the Company at a ratio of 1 share of B.G. Banking to 1.5 shares
of the Company's common stock. The Company has issued 189,750 shares of common
stock in satisfaction of the subscription agreements at a value of $0.67 per
share.
Two of the Company's directors, Andrew Seim and Alexander Brosda, acting
and individually and acting as principals of Taurus Investments International,
Inc. ( a Bermuda corporation) (together "Taurus"), acting as Directors of B.G.
Banking prior to its acquisition by the Company and subsequent to the
acquisition becoming Directors of the Company, offered and sold on behalf of
B.G. Banking what Taurus has admitted to being an aggregate of 304,500 shares of
common stock of B.G. Banking for an aggregate consideration of $304,500. Taurus
has remitted to B.G. Banking and the Company a net proceeds of $109,673.05 and
claims the difference of $194,826 be retained by Taurus as payment for expenses
and commissions. Taurus has refused to disclose the names and numbers of shares
of common stock and refused to remit to the Company the proceeds of the shares
sold.
The Company intends to enter into a lawsuit with Taurus demanding the
balance of $194,826 that was improperly withheld be remitted to the Company and
that Taurus disclose the names of the persons and the number of shares of common
stock sold to these individuals. As of May 31, 1999, Taurus has failed to turn
over the balance of money, provide the names of the stock subscribers and the
number of shares of common purchased.
Based upon the accounting provided by Taurus to the Company, the Company
may be liable for the issuance of up to 329,500 shares of common stock if and
when Taurus substantiates their representation as to the number of shares of
common stock sold and the aggregate consideration.
The Company may also be forced to defend itself against actions to be
brought by unknown subscribers to shares of common stock of B.G. Banking whose
purchase price has never been disclosed or delivered to the Company. The Company
is aware of one alleged purchaser who claims to have delivered funds to Taurus
and whose funds where apparently not turned over to the Company. In the opinion
of management, the Company has no liability to such purchasers and intends to
vigorously defend and such actions, if and when brought.
Subsequent to the date of the financial statements, the Company has
received approximately $42,000 from Taurus relating to the purchase of shares by
an unknown investor. The Company is holding this money in escrow pending
disposition.
As of August 31, 1999, the Company has sold an additional 15,000 shares of
common stock for an aggregate consideration of $15,000.
As of August 31, 1999, the Company has reserved 329,500 shares of common
stock pending possible issuance of shares in satisfaction of outstanding
subscription agreements.
c. Private Placement
The Company is offering 2,000,000 shares of common stock at $1.00 per
share on a "best efforts basis".
As of May 31, 1999, the Company sold 42,500 shares of common stock for
an aggregate consideration of $42,500.
As of August 31, 1999, the Company has sold an additional 15,000
shares of common stock for an aggregate consideration of $15,000.
The Company has reserved 1,942,500 shares of common stock pending the
completion of the private placement
Item 2. Management's Discussion and Analysis or Plan of Operation
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
for the three months ended August 31, 1997 and 1998
------------------------------------------------
THE MATTERS DISCUSSED IN THIS MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS CONTAIN FORWARD-LOOKING STATEMENTS THAT
INVOLVE RISKS AND UNCERTAINTIES. THE COMPANY'S ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THOSE DISCUSSED HERE. FACTORS THAT COULD CAUSE OR CONTRIBUTE TO
SUCH DIFFERENCES INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED IN THE
SECTIONS ENTITLED "BUSINESS" AND "RISK FACTORS," AS WELL AS THOSE DISCUSSED
ELSEWHERE IN THIS ANNUAL REPORT ON FORM 10-K. THE COMPANY DISCLAIMS, ANY INTENT
OR OBLIGATION TO UPDATE THESE FORWARD-LOOKING STATEMENTS.
OVERVIEW
Maritime Transport & Technology (the "Company") was established in 1968.
The Company remained dormant for many years until the Company completed the
acquisition of B.G. Banking Equipment, Inc., ("B.G. Banking") and Financial
Building Equipment Exchange, Inc., ("FBEE"), Kentucky corporations. The Company
is now in the business of buying, selling, trading both new and refurbishing of
financial equipment for banks and other financial institutions. The Company
markets the products throughout the United States primarily through direct sales
to financial insitutions and other distributors supported by the Company's
direct sales force and soliciting new contacts through its presence on the
Internet.
The Company anticipates that its results of operations may fluctuate for the
foreseeable future due to several factors, including whether and when new
products at competitive prices are obtained and sources of good used banking and
banking related equipment and furniture available at favorable prices; market
acceptance of current or new products, delays, or inefficiencies, shipment
problems, seasonal customer demand, the timing of significant orders,
competitive pressures on average selling prices and changes in the mix of
products sold.
Operating results would also be adversely affected by a downturn in the
market for the Company's current and future products, order cancellations or
order rescheduling or remanufacturing or delays. The Company purchases and
resells new merchandise and remanufactures and ships its other products shortly
after receipt of orders and has not developed a significant backlog for such
products and does not anticipate it will develop a material backlog for such
products in the future.
Because the Company is continuing to increase its operating expenses,
primarily for personnel and activities supporting newly-introduced products, new
product development and entering new markets, the Company's operating results
would be adversely affected if its sales did not correspondingly increase or if
its product development efforts are unsuccessful or are subject to delays. The
Company has incurred losses due to the payment of consulting fees and the
issuance of shares of common stock in consideration for consulting expenses
charged to operations in lieu of the payment of cash for the year ended May 31,
1999.
The Company may not sustain revenue growth or return to profitability on a
quarterly or annual basis and its operating results may not be consistent with
predictions made by securities analysts. For the three months ended August 31,
1999, the Company has a pre-tax profit of $38,762. The Company has sufficient
tax loss carryforwards to offset the tax liability from this profit.corporate
tax liability
RESULTS OF OPERATIONS
The following table sets forth operating data as a percentage of net
sales:
<TABLE>
<CAPTION>
THREE MONTHS ENDED AUGUST 31,
------------------------------
1998 1999
----------- ----------- -------
<S> <C> <C>
Net sales..................................... 100.0% 100%
Cost of sales................................. 33.9%
50.9%
- --- -----
Gross profit.................................. 66.1% 49.1%
Operating expenses:
Selling, general and administrative......... 66.5% 36.5%
Depreciation ........................................ -0-% 3.0%
----- -----
Total operating expenses.................. 66.5% 39.5%
Income (loss) from operations...................... (0.4)% 9.5%
Corporate State Taxes -0-% -0-%
Other income, net................................. 4.7% 0.3%
---- ---
Net loss.................................................. 4.3% 9.8%
--- ----
--- --- ----
</TABLE>
Results of operations for the three months ended August 31, 1999 as compared to
the three months ended August 31, 1998.
-
- - -----------------------------------------------------------------------------
Revenues were $396,605 for the three months ended August 31, 1999 as compared to
$357,611 for the three months ended August 31, 1998. Costs of goods sold and
related expenses for the three months ended August 31, 1999, were $202,123 as
compared
to $121,301 for the three months ended August 31, 1998 representing a cost of
goods sold and related expenses of 33.9% and 50.9% respectively for the three
months ended August 31, 1999 and 1998
General and administrative costs for the three months ended August 31, 1999
were $144,859 an decrease of $92,844 over expenses of $237,703, for the three
months ended August 31, 1998.The decrease is the result of a reduction in
consulting fees that were experienced in the same period August 31, 1998.
Results of operations for the three months ended August 31, 1998 as compared to
the three months ended August 31, 1997.
-
- - -----------------------------------------------------------------------------
Revenues were $357,611 for the three months ended August 31, 1998 as compared to
$-0- for the three months ended August 31, 1997. Costs of goods sold and related
expenses for the three months ended August 31, 1998, were $121,301 as compared
to $0 for the three months ended August 31, 1997 representing a cost of goods
sold and related expenses of 33.92% for the three months ended August 31, 1998
as compared to 0% for the three months ended August 31, 1997.
General and administrative costs for the three months ended August 31, 1998
were $237,703, an increase of 100.0% over expenses of $-0- for the three months
ended August 31, 1997.
BENEFIT (PROVISION) FOR INCOME TAXES. As a result of the pre-tax loss
recorded for the year ended May 31, 1999, the Company not recorded a benefit for
Federal income taxes of $154,313 offseting a corporate tax liability of $13,166.
Instead the Company recognized no income tax benefit from the loss generated in
the year ended May 31, 1999 and August 31, 1999. SFAS No. 109 requires that a
valuation allowance be provided if it is more likely than not that some portion
or all of a deferred tax asset will not be realized. The Company's ability to
realize benefit of its deferred tax asset will depend on the generation of
future taxable income. Because the Company has yet to recognize significant
revenue from the sale of its products, the Company believes that a full
valuation allowance should be provided. The Company will continue to assess the
likelihood of realization of such assets; however, if future events occur which
make the realization of such assets more likely than not, the Company will
record a tax benefit. The Company is liable for the payment of a Corporate
Kentucky State on tangible assets.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically financed its operations through revenues from
operations, private and public placements of equity securities, debt and capital
lease financing and interest income earned on the net proceeds from the private
placements. Since its reorganization, the Company has raised over $ 222,500 in
cash proceeds from the private placement of equity securities and $175,490 from
officer loans.
During the year ended May 31, 1999, the Company had negative cash flow from
operations of $229,228 in spite of a positive cash flow from operating
activities of $178,929 essentially because of an increase in accounts receivable
of $87,381, prepaid expenses of $400, inventory of $337,222, and a reduction in
accounts payable and accrued expenses of $3,318. Customer deposits payable
increased $8,717 and currect Corporate State tax liability increased by $11,447.
Other significant business activities affecting cash included the purchase of
fixed assets of $38,026, an increase of Notes receivable non affiliated party of
$2,991, a payoff of a bank loan of $107,651 and the conversion of investor loans
payable into shares of common stock aggregating $93,100.
During the three months ended August 31, 1999, the Company had negative cash
flow from operations of $21,572 because of an increase in accounts receivable of
$85,311, inventory of $17,240, an increase in accounts payable and accrued
expenses of $43,212. Customer deposits payable decreased $4,549.
Other significant business activities affecting cash included the purchase of
fixed assets of $14,537, an increase of Notes receivable non affiliated party of
$10,647 and the conversion of investor loans payable into shares of common stock
aggregating $38,500; and an increase in bank loans payable of $6,025; an
increase in officer loan payable of $963.
The Company is evaluating various alternatives in addressing its future
facilities expansion needs. The alternatives being evaluated include
negotiations with various parties for the leasing of additional facility space
and the purchase of additional property to build a new or additional office and
warehousing facility. Relocation to a new facility or leasing of additional
facility space would be expected to result in an increase in rent upon
occupancy.
The Company believes that its available cash, cash from operations and funds
from existing credit arrangements will be sufficient to satisfy its funding
needs for at least the next 12 months. Thereafter, if cash generated from
operations is insufficient to satisfy the Company's working capital and capital
expenditure requirements, the Company may be required to sell additional equity
or debt securities or obtain additional credit facilities. There can be no
assurance that such additional capital, if needed, will be available on
satisfactory terms, if at all. Furthermore, any additional equity financing may
be dilutive to stockholders, and debt financing, if available, may include
restrictive covenants. The Company's future liquidity and capital funding
requirements will depend on numerous factors, including the extent to which the
Company's new products and products under consideration are successfully
developed, gain market acceptance and become and remain competitive, the timing
and results of regulatory actions in the banking industry, the costs and timing
of further expansion of sales, marketing and manufacturing activities,
facilities expansion needs. The failure by the Company to raise capital on
acceptable terms when needed could have a material adverse effect on the
Company's business, financial condition and results of operations.
IMPACT OF YEAR 2000 ("Y2K") ISSUE
The Company is implementing a plan to ensure its system, software and
facilities infrastructure will function properly with respect to dates in the
year 2000 and thereafter. Key financial, information and operational systems
have been assessed and approximately 90% of them have been verified as being
compliant. The Company is on schedule to have all remaining systems verified as
compliant by November 30, 1999. All key suppliers, distributors, financial
institutions and others with whom it does business have been contacted by the
Company to assess their Y2K readiness, and approximately 60% have stated that
they are compliant or will be compliant before December 31, 1999. The Company is
continuing to communicate with key suppliers, distributors, financial
institutions and others and believes that their readiness will not pose
significant operational problems for the Company, nor have a material adverse
effect on the Company's business. To date the Company has expended less than
$5,000 addressing the Y2K Issue and estimates the total cost of the project and
contingency plans, if necessary, to be under $10,000. The Company anticipates
that the Company will be in compliance with Y2K requirements by the end of
December 15, 1999.
However, if such modifications and conversions are not made or are not
completed in a timely fashion, the Y2K Issue could have a material adverse
impact on the operations of the Company. Additionally, the systems of other
companies on which the Company's systems rely may not be timely converted, which
may have an adverse effect on the Company's systems. The most likely worst case
scenario is that customers would be unable to order products or pay invoices or
suppliers would be unable to manufacture or deliver product. This would result
in reduced orders of products and the inability of the Company to manufacture
product.
The Company currently does not have contingency plans in the event it does
not complete all phases of the Y2K program. However, management is considering
contingency plans which involve, among other actions, manual workarounds,
increasing inventories of key components to the refurbishing process and
validating alternate vendors. The Company plans to evaluate the status of the
contingency plans by October 1999 and determine whether such plans are
necessary.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
As at August 31, 1999 and the filing date hereof, no material legal
proceedings were pending to which the Registrant or any of its property is
subject, nor to the knowledge of the Registrant are such legal proceedings
threatened.
The Company intends to file a suit in the near future. Two of the Company's
past directors, Andrew Seim and Alexander Brosda, acting and individually and
acting as principals of Taurus Investments International, Inc. ( a Bermuda
corporation) (together "Taurus"), acting as Directors of B.G. Banking prior to
its acquisition by the Company and subsequent to the acquisition becoming
Directors of the Company, offered and sold on behalf of B.G. Banking what Taurus
has admitted to being an aggregate of 304,500 shares of common stock of B.G.
Banking for an aggregate consideration of $304,500. Taurus has remitted to B.G.
Banking and the Company a net proceeds of $109,673.05 and claims the difference
of $194,826 be retained by Taurus as payment for expenses and commissions.
Taurus has refused to disclose the names and numbers of shares of common stock
and refused to remit to the Company the proceeds of the shares sold.
The Company intends to enter into a lawsuit with Taurus demanding the
balance of $194,826 that was improperly withheld be remitted to the Company and
that Taurus disclose the names of the persons and the number of shares of common
stock sold to these individuals. As of August 31, 1999, Taurus has failed to
turn over the balance of money, provide the names of the stock subscribers and
the number of shares of common purchased.
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security-Holders
None.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Maritime Transport & Technology, Inc.
(Registrant)
By: /s/Paul Clakr
------------------
Paul Clark
PRESIDENT
Dated: November 1, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
financial statements for the three month period ended August 31, 1999 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> MAY-31-1999
<PERIOD-START> JUN-01-1998
<PERIOD-END> Aug-31-1999
<CASH> 140,492
<SECURITIES> 0
<RECEIVABLES> 482,778
<ALLOWANCES> 0
<INVENTORY> 525,257
<CURRENT-ASSETS> 1,157,471
<PP&E> 355,932
<DEPRECIATION> (317,692)
<TOTAL-ASSETS> 1,237,652
<CURRENT-LIABILITIES> 584,139
<BONDS> 0
0
0
<COMMON> 148,265
<OTHER-SE> 489,948
<TOTAL-LIABILITY-AND-EQUITY> 1,237,652
<SALES> 396,605
<TOTAL-REVENUES> 396,605
<CGS> 202,123
<TOTAL-COSTS> 156,859
<OTHER-EXPENSES> 1,139
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 37,623
<INCOME-TAX> 0
<INCOME-CONTINUING> 37,623
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 38,762
<EPS-BASIC> .00
<EPS-DILUTED> .00
</TABLE>
