SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
/X/ Quarterly report pursuant to Section 13 or 15(d) of the
Securities Act of 1934
For the quarterly period ended September 30, 2000 or
/ / Transition report pursuant to Section 13 or 15(d) of the
Securities Act of 1934
For the transition period from to
Commission file number 2-80891-NY
MODERN TECHNOLOGY CORP.
(Exact Name of Registrant as Specified in its Charter)
Nevada 11-2620387
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification Number)
P.O. Box 940007, Belle Harbor, New York 11694
(Address of Principal Executive Office) (Zip Code)
(718)318-0994
(Registrant's Telephone Number, Including Area Code)
240 Clarkson Avenue, Brooklyn, New York 11226
(Registrant's Former Address)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities and Exchange Act of 1934 during the preceding twelve
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 ninety days.
Yes / X / No / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes / / No / /
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date. 20,150,000
10Q-1
MODERN TECHNOLOGY CORP.
FINANCIAL STATEMENTS
SEPTEMBER 30, 2000
I N D E X
Page
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS 1
CONSOLIDATED BALANCE SHEETS 2
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY 3
CONSOLIDATED STATEMENTS OF OPERATIONS 4
CONSOLIDATED STATEMENTS OF CASH FLOWS 5
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 6-9
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Board of Directors and Stockholders
MODERN TECHNOLOGY CORP.
Belle Harbor, New York
We have reviewed the consolidated balance sheet of MODERN TECHNOLOGY
CORP. as at September 30, 2000, and the related consolidated statements
of operations, stockholders' equity and cash flows for the three month
periods ended September 30, 2000 and 1999, in accordance with standards
established by the American Institute of Certified Public Accountants.
A review of interim financial information consists principally of
obtaining an understanding of the system for the preparation of interim
financial information, applying analytical review procedures to
financial data, and making inquiries of persons responsible for
financial and accounting matters. It is substantially less in scope
than an examination in accordance with generally accepted auditing
standards, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the consolidated financial statements for them to be
in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of June 30, 2000,
and the related consolidated statements of operations, stockholders'
equity and cash flows for the year then ended (not presented herein);
and in our report dated July 26, 2000, we expressed an unqualified
opinion on those financial statements. In our opinion, the information
set forth in the accompanying balance sheet as of June 30, 2000 is
fairly stated in all material respects in relation to the consolidated
balance sheet from which it has been derived.
GREENBERG & COMPANY LLC
Springfield, New Jersey
November 1, 2000
Page 1 of 9
MODERN TECHNOLOGY CORP.
CONSOLIDATED BALANCE SHEETS
Sept 30, June 30,
2000 1999
(Unaudited)
A S S E T S
CURRENT ASSETS
Cash and Cash Equivalents $773,795 $663,250
Other Current Assets -0- 5,000
773,795 668,250
EQUIPMENT - At Cost 13,500 13,500
Less: Accumulated Depreciation (11,185) (11,007)
2,315 2,493
OTHER ASSETS
Investments, At Cost 16,800 16,800
Investments, At Market Value 64,500 -0-
Note Receivable -0- 100,000
Other Assets 533 563
81,833 117,363
TOTAL ASSETS $857,943 $788,106
L I A B I L I T I E S A N D S T O C K H O L D E R S' E Q U I T Y
CURRENT LIABILITIES
Accrued Expenses $ 10,000 $ 10,000
Income Tax Payable 13,774 -0-
Deferred Tax Liabilities 8,035 -0-
Total Current Liabilities 31,809 10,000
MINORITY INTEREST 300 300
STOCKHOLDERS' EQUITY
Common Stock Par Value $.0001
Authorized: 150,000,000 Shares
Issued and Outstanding: 20,150,000
Shares 2,015 2,015
Paid-In Capital 495,161 495,161
Retained Earnings 328,658 280,630
825,834 777,806
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $857,943 $788,106
See Accountants' Review Report and notes to the financial statements.
Page 2 of 9
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD JULY 1, 1999 TO SEPTEMBER 30, 2000
Common Stock Total
Par Stock-
# of Value Paid-In Retained holders'
Shares $.0001 Capital Earnings Equity
BALANCES AT
JULY 1, 1999 20,150,000 $2,015 $495,161 $319,846 $817,022
Net Income (Loss)
for the Year Ended
June 30, 2000 (39,216) (39,216)
BALANCES AT
JUNE 30, 2000 20,150,000 2,015 495,161 280,630 777,806
Net Income (Loss)
for the Three
Months Ended
Sept. 30, 2000 48,028 48,028
BALANCES AT
SEPT. 30, 2000
(Unaudited) 20,150,000 $2,015 $495,161 $328,658 $825,834
See Accountants' Review Report and notes to the financial statements.
Page 3 of 9
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
For The Three
Months Ended
September 30,
2000 1999
REVENUES
Interest Income $ 9,001 $ 8,942
Realized Gain - Trading Securities 50,126 -0-
Unrealized Gain - Trading Securities 24,188 -0-
83,315 8,942
EXPENSES
Officers Salaries 1,800 1,600
General and Administrative Expenses 11,223 29,051
13,023 30,651
INCOME (LOSS) BEFORE TAXES 70,292 (21,709)
Income Tax Expense 22,264 39
NET INCOME (LOSS) $48,028 $(21,748)
NET INCOME (LOSS) PER SHARE NIL NIL
NUMBER OF WEIGHTED AVERAGE SHARES
OUTSTANDING 20,150,000 20,150,000
See Accountants' Review Report and notes to the financial statements.
Page 4 of 9
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For The Three
Months Ended
September 30,
2000 1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $ 48,028 $(21,748)
Adjustments to Reconcile Net
Income to Net Cash Provided By
Operating Activities:
Depreciation 178 178
Realized Gain on Investment (50,126) -0-
Unrealized Gain on Investment (24,188) -0-
Changes in Assets and Liabilities:
(Increase) Decrease in Other
Current Assets 5,000 7,312
(Increase) Decrease in Other Assets 30 (366)
(Decrease) Increase in Accrued
Expenses and Taxes -0- (34,126)
(Decrease) Increase in Income Tax
Payable 13,774 (38,513)
(Decrease) Increase in Deferred Tax
Liability 8,035 -0-
Net Cash Provided By (Used In)
Operating Activities 731 (87,263)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from Sale of Investment 109,814 -0-
Net Cash Provided By (Used In)
Investing Activities 109,814 -0-
CASH FLOWS FROM FINANCING ACTIVITIES:
Capital Contribution -0- 300
Net Cash Provided By (Used In)
Financing Activities -0- 300
Net (Decrease) Increase in Cash
and Cash Equivalents 110,545 (86,963)
Cash and Cash Equivalents,
Beginning of Period 663,250 759,898
CASH AND CASH EQUIVALENTS
END OF PERIOD $773,795 $672,935
Supplemental Disclosures of Cash Flow Information
Cash Paid During Period For:
Taxes $ 22,264 $ 405
Interest $ -0- -0-
Noncash investing and financial transactions
Conversion of notes receivable to
investment $100,000 $ -0-
See Accountants' Review Report and notes to the financial statements.
Page 5 of 9
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHSS ENDED SEPTEMBER 30, 2000
(Unaudited)
NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS
Modern Technology Corp. (Modern) is a Nevada corporation. Modern
is engaged in aiding prospective clients in obtaining financing and
in providing managerial services to client companies. Modern's
office is located in New York.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ACCOUNTING POLICIES
Modern Technology Corp.'s accounting policies conform to generally
accepted accounting principles. Significant policies followed are
described below.
BASIS OF PRESENTATION
In April 1999 the Company formed a subsidiary named Excess
Materials Inc. (Excess). Excess accounts are included in the
consolidated financial statements at September 30, 2000 and June
30, 2000. Modern owns 70% of Excess. Arthur Seidenfeld (Modern's
president) owns 10% of Excess, Anne Seidenfeld (Arthur's mother and
secretary/treasurer of Modern) owns 10% of Excess and a relative of
Mr. Seidenfeld owns 10% of Excess.
RECLASSIFICATIONS
Certain items from prior periods within the financial statements
have been reclassified to conform to current period
classifications.
CASH AND CASH EQUIVALENTS
Cash equivalents consist of highly liquid, short-term investments
with maturities of 90 days or less. The carrying amount reported
in the accompanying balance sheets approximates fair value.
NOTE RECEIVABLE
During the year ended June 30, 1999 the Company purchased a
$100,000 convertible note in Omnicomm Systems, Inc. (Omnicomm).
The note carries a 10% annual interest rate and is convertible at
the Company's option into 80,000 shares of Omnicomm common stock.
The note matures in 2004.
During the three months ended September 30, 2000, the Company
exercised its right to convert the $100,000 convertible note in
Omnicomm to 80,000 shares of Omnic0omm common stock. The Company
sold 47,750 of Omnicomm common stock. As of September 30, 2000,
the Company holds 32,250 of Omnicomm common stock.
See Accountants' Review Report.
Page 6 of 9
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000
(Unaudited)
(Continued)
PROPERTY AND EQUIPMENT
Renewals and betterments are capitalized; maintenance and repairs
are expensed as incurred. Depreciation is calculated using the
straight line method over the asset's estimated useful life, which
generally approximates 5 years.
ESTIMATES IN FINANCIAL STATEMENTS
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
INCOME TAXES
The Company accounts for income taxes in accordance with Statement
of Financial Accounting Standards ("SFAS") No. 109, "Accounting for
Income Taxes." SFAS 109 has as its basic objective the recognition
of current and deferred income tax assets and liabilities based
upon all events that have been recognized in the financial
statements as measured by the provisions of the enacted tax laws.
Valuation allowances are established when necessary to reduce
deferred tax assets to the estimated amount to be realized. Income
tax expense represents the tax payable for the current period and
the change during the period in the deferred tax assets and
liabilities.
ADVERTISING
Advertising costs are expensed as incurred. Advertising expense
for the three months ended September 30, 2000 and 1999 was $1,278
and $-0-, respectively.
NOTE 3: CONCENTRATIONS OF CREDIT RISK
The Company's financial instruments that are exposed to
concentrations of credit risk consist primarily of cash.
The total cash balances are insured by F.D.I.C. up to $100,000 per
bank. The Company had cash and cash equivalents balances of
$778,982 on deposit with three institutions at September 30, 2000
that exceeded the balance insured by the F.D.I.C. in the amount of
$771,559.
See Accountants' Review Report.
Page 7 of 9
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000
(Unaudited)
(Continued)
NOTE 4: MARKETABLE SECURITIES
During the quarter ended September 30, 2000, the investment in
Omnicomm Systems, Inc. of 32,250 shares was considered a trading
security in accordance with Financial Accounting Standard (FAS)
115. Omnicomm shares are traded on the NASD over the counter
bulletin board system. The cost of these shares was $40,312.
During the quarter ended September 30, 2000, the total unrealized
gain was $24,188.
NOTE 5: INVESTMENT IN EQUITY SECURITIES (At Cost)
Investments in Non Marketable Equity Securities consist of the
following:
Sept 30, June 30,
2000 2000
Investment in 360,000
restricted shares in
Daine Industries, Inc. $15,900 $15,900
Investments in other
restricted securities 900 900
$16,800 $16,800
NOTE 6: INCOME TAX EXPENSE (BENEFIT)
The provision for income taxes is comprised of the following:
9/30/00 9/30/99
Current $14,229 $ 405
Deferred 8,035 (366)
$22,264 $ 39
The provision for income taxes differs from the amount computed by
applying the statutory federal income rate as follows:
9/30/00 9/30/99
Expected statutory amount $ 5,625 $ -0-
Net operating loss -0- (366)
Unrealized gains 8,035 -0-
State income taxes, net
of federal benefit 8,604 405
$22,264 $ 39
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities
for financial reporting purposes and amounts used for income tax
purposes and the impact of available net operating loss
carryforwards. The deferred tax assets at September 30, 2000 and
June 30, 2000 relate to Excess, the Company's 70% owned subsidiary.
Since the accounts of Excess are not allowed to be consolidated
with Modern for tax purposes and Excess has generated losses since
inception, the deferred tax assets associated with these losses
have been fully reserved in the valuation allowance.
See the Accountants' Review Report.
Page 8 of 9
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000
(Unaudited)
(Continued)
The tax effect of significant temporary differences, which comprise
the deferred tax assets are as follows:
9/30/00 6/30/00
Deferred tax assets:
Net operating loss
carry forwards $18,000 $18,000
Valuation allowance (18,000) (18,000)
Net deferred tax (assets) $ -0- $ -0-
The current net operating loss of approximately $39,000, which
emanates from Excess, expires in the year ended June 30, 2020. The
tax benefit has been fully reserved due to a lack of consistent
operating profitability.
NOTE 7: POSTRETIREMENT BENEFITS
The company does not maintain any employee benefits currently. The
company does not maintain a plan for any postretirement employee
benefits, therefore, no provision was made under FAS's 106 and 112.
NOTE 8: RELATED PARTY TRANSACTIONS
Arthur Seidenfeld, President and a director of the Company, owns
14.5% of the outstanding shares of Daine Industries, Inc. Anne
Seidenfeld, Treasurer, Secretary and a director of the Company,
owns approximately 8% of the outstanding shares of Daine
Industries, Inc. Anne Seidenfeld is Arthur Seidenfeld's mother.
There were no related party transactions.
NOTE 9: INTERIM FINANCIAL REPORTING
The unaudited financial statements of the Company for the period
July 1, 2000 to September 30, 2000 have been prepared by management
from the books and records of the Company, and reflect, in the
opinion of management, all adjustments necessary for a fair
presentation of the financial position and operations of the
Company as of the period indicated herein, and are of a normal
recurring nature.
See Accountants' Review Report.
Page 9 of 9
Part 1. Financial Information
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Modern Technology Corp. ("The Registrant") is engaged in aiding
prospective clients in obtaining financing and in providing management
services to client companies.
Presently, the Registrant is seeking out joint venture candidates
and companies for which it can aid in providing financing and managerial
services although no assurances can be given that the Registrant will be
successful in gaining new clients in the near future.
During March 1999, the Registrant established a subsidiary entitled
Excess Materials, Inc. ("Excess Materials"). Excess Materials is an
electronic internet marketplace for corporate buyers and sellers of food
commodities, equipment, metals, industrial supplies, animal hides and textile
items. Excess Materials will derive revenues from commissions paid by the
seller on completed transactions. To date Excess Materials is in the
development stage.
It offers a business service matching corporate buyers and sellers
only. It does not handle sales to individual consumers. Company operations
began in May 1999. The Registrant owns 70% of the shares of Excess
Materials, and the Registrant's president and treasurer-secretary (Arthur and
Anne Seidenfeld) each own 10% of the shares of Excess Materials.
During the three months ended September 30, 2000, the Registrant
had net income of $48,028 as compared with a net loss of $21,748 during the
three months ended September 30, 1999. For the three months ended September
30, 2000, total revenues amounted to $83,315, as compared with total revenues
of $8,942 generated during the three months ended September 30, 1999.
Expenses for the three months ended September 30, 2000 amounted to $11,223,
as compared with total expenses of $30,657 for the three months ended
September 30, 1999. During the three months ended September 30, 2000, the
Registrant generated gains from the sale of Omnicomm Systems, Inc. shares
amounting to $74,314 which resulted in the gain for the three month period
mentioned in 2000. The loss generated during the three months ended
September 30, 1999 can be attributed to expenses related to the Registrant's
subsidiary, Excess Materials Inc. General and administrative expenses for
the three months ended September 30, 2000 can be attributed primarily to
legal and accounting fees.
During the three months ended September 30, 2000, the Registrant's
treasurer-secretary, Anne Seidenfeld, received a salary of $1,800. During
the three months ended September 30, 1999, she received a salary of $1,600.
The Registrant's president, Arthur Seidenfeld did not receive any salary for
the three month period ended September 30, 2000 and September 30, 1999. The
cash and cash equivalent balances along with holdings of U.S. Treasury
Obligations of the Company as of September 30, 2000 and June 30, 2000 were
$773,795 and $663,250 respectively.
Coral Development Corp ("the Company") was incorporated under the
laws of Delaware on November 19, 1996 by Modern Technology Corp (MTC).
During December 1996, the Registrant purchased 403,000 shares of Coral
Development Corp. for $30,300.
The Company originally completed a "blind pool/blank check" offer
pursuant to Rule 419 by having MTC distribute Company shares as a dividend to
MTC shareholders. On July 22, 1998 it signed an agreement with OmniComm
Systems Inc. (OmniComm) whereby the Company and OmniComm would merge and the
Company would issue 940,000 shares to the shareholders of OmniComm in
exchange for all their shares (which are all the outstanding shares of
OmniComm). Due to time limitations the Rule 419 distribution was not
completed. However, the Company, OmniComm and MTC agreed to merge as planned
and subsequently to distribute the Coral shares as a dividend to MTC
shareholders. As the Company is no longer a "blind pool/blank check" due to
the combination with OmniComm, this distribution was made without compliance
with Rule 419 but was accompanied by a Form 10-SB filed on December 22, 1998.
The Company shares owned by MTC were distributed to MTC shareholders on the
basis of one Coral share for each fifty (50) MTC shares.
OmniComm is an information and technology integration company
located in Coconut Grove, Florida. The Company provides customized,
comprehensive offering of dynamic web and data base applications with its
expertise in designing and configuring networks.
During February 1999, the Registrant purchased a $100,000
convertible note in Omnicomm. The note carries a 10% interest rate and is
convertible at the Registrant's option into 80,000 shares of Omnicomm
(exercisable at $1.25 each). A private placement of notes of Omnicomm was
completed raising approximately $800,000. A majority of the noteholders can
demand registration of the shares accompanying these notes. The notes mature
on June 30, 2004. Omnicomm announced the closing of a private placement of
Preferred Convertible shares totaling $4.1 million. Omnicomm will use the
capital to fund global market development and technology
investment/acquisition.
Part 2. 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. None.
Item 5. Other Materially Important Events. None.
Item 6. Exhibits and Reports on Form 8-K. None.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MODERN TECHNOLOGY CORP.
By: Arthur J. Seidenfeld
President, Chief Executive and
Chief Financial Officer
November 11, 2000
