UNITED STATES
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 EXCHANGE ACT OF 1934
For the Quarter Ended October 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) FOR
THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the Transition Period From ________ to _______.
Commission File Number: 0-13628
TRIDON ENTERPRISES INCORPORATED
(Exact name of registrant as specified in its charter)
Colorado 13-3183646
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
11601Wilshire Blvd, Suite 2040, Los Angeles, CA 90025
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(310) 726-3559
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Shares, par value $.001 per share
Indicate by a check mark whether the Registrant (1) has filed all
reports required to be filed by section 12 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months,
and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No [ ].
As of October 31, 1999, there were 66,951,877 shares outstanding
of the Registrant's common stock, $.001 par value.
PART I
TRIDON ENTERPRISES INCORPORATED
(A Company In The Development Stage)
Balance Sheets
October 31, 1999 And April 30, 1999
<TABLE>
<S> <C> <C>
Assets
October 31, 1999 April 30, 1999
(Unaudited) (Audited)
---------------- ---------------
Current Assets:
Cash $ 1,453 $ 1,031
Prepaid Expense 2,310 0
Notes Receivable and
Interest Receivable 275,000 275,000
Less Allowance for Bad Debt (275,000) (275,000)
Prepaid Advertising Costs 36,000 790,560
Inventory 7,506 7,506
Loans to SLC 35,000 0
---------------- ---------------
Total Current Assets 82,269 799,097
Furniture and Equipment - at Cost 25,462 25,462
Accumulated Depreciation (10,964) (9,502)
---------------- ---------------
Net Furniture and Equipment 14,498 15,960
---------------- ---------------
Total Assets $ 96,767 $ 815,057
================ ===============
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities:
Accounts Payable and
Accrued Expenses $ 367,641 $ 342,794
Advances from Stockholder 1,536 1,536
Advances from Officers 131,578 130,578
Advances from Vertex Marketing 39,400 39,400
---------------- ---------------
Total Current Liabilities 540,155 514,308
Commitments And Contingencies - -
---------------- ---------------
Total Liabilities 540,155 514,308
---------------- ---------------
Stockholders' Equity (Deficit):
Common Stock, $.001 Par Value,
100,000,000 Shares Authorized,
69,094,734 and 67,994,734 Shares
Issued and Outstanding,
Respectively 70,995 67,995
Preferred Stock, 7% Cumulative
Convertible, Par Value $.001,
20,000,000 Shares Authorized,
83,300 Shares Issued And
Outstanding 83 83
Additional Paid-In Capital 12,197,355 12,030,854
Common Stock Subscribed 35,000 0
Deficit Accumulated During
Development Stage (12,746,821) (11,798,183)
---------------- ---------------
Total Stockholders'
Equity (Deficit) (443,388) 300,749
---------------- ---------------
Total Liabilities And
Stockholders' Equity
(Deficit) $ 96,767 $ 815,057
================ ===============
</TABLE>
<PAGE>
TRIDON ENTERPRISES INCORPORATED
(A Company In The Development Stage)
Statements Of Operations
<TABLE>
<S> <C> <C> <C>
Six Months Six Months
Inception to Ended Ended
October 31, October 31, October 31,
1999 1999 1998
------------ ------------ ------------
Revenue:
Net Sales $ 151,729 $ 0 $ 0
Cost of Sales 182,581 0 0
------------ ------------ ------------
Gross Loss (30,852) 0 0
------------ ------------ ------------
Operating Expenses:
General and Administrative 6,565,811 808,329 391,899
Research and Development 132,697 0 0
Computer Software Development Costs 630,066 0 0
Interest 869,175 9 0
------------ ------------ ------------
Total Operating Expenses 8,197,749 808,338 391,899
------------ ------------ ------------
Net Loss from Operations (8,228,601) (808,338) (391,899)
------------ ------------ ------------
Other Income (Expense)
Consulting Fees Related to Common
Stock Issued (1,049,016) 0 0
Officer's Salary Related to Common
Stock Issued (1,157,328) 0 0
Interest 94,099 0 0
Casualty Loss - Boat (3,000,000) 0 0
Gain on Settlement 411,495 0 0
Forgiveness of Interest 8,901 0 0
Forgiveness of Debt 123,994 0 0
Realized gain on Disposition of
Marketable Securities 2,720 0 0
Loss on Permanent Impairment
of Securities (1,120,050) 0 0
Miscellaneous 4,396 0 0
Bad Debt Expense (351,422) 0 0
Litigation Settlement (549,978) (139,500) 0
------------ ------------ ------------
Total Other Income (Loss) (6,582,189) (139,500) 0
------------ ------------ ------------
Loss from Continuing Operations Before
Income Tax Benefit (Expense) (14,810,790) (947,838) (391,899)
Income Tax Benefit (Expense) 81,005 (800) (800)
------------ ------------ ------------
Loss from Continuing Operations (14,729,785) (948,638) (392,699)
Gain on Disposal of Segment 3,836,964 0 0
Loss on Discontinued Operations (1,854,000) 0 0
------------ ------------ ------------
Net Loss $(12,746,821) $ (948,638) $ (392,699)
============ ============ ============
Loss Per Share $ (.01) $ (.01)
============ ============
Weighted Average Number of Shares Outstanding 66,951,877 45,338,591
============ ============
</TABLE>
<PAGE>
TRIDON ENTERPRISES INCORPORATED
(A Company In The Development Stage)
Statements Of Cash Flows
<TABLE>
<S> <C> <C> <C>
Six Months Six Months
Inception to Ended Ended
October 31, October 31, October 31,
1999 1999 1998
------------ ------------ ------------
Cash Flows from Operating Activities:
Net Loss $(12,746,821) $ (948,638) $ (392,699)
Adjustments to Reconcile Net Loss
to Net Cash Used by Operations:
Loss on Disposal of Segment (3,836,964) 0 0
Loss on Permanent Impairment of
Marketable Securities 1,120,050 0 0
Gain on Sale of Marketable
Securities (7,467) 0 0
Write-Down of Investment 25,000 0 0
Depreciation 11,131 1,463 1,476
Increase in Allowance for
Bad Debts 370,638 0 0
Professional and Management Fees 12,885 0 36,000
Outside Services Paid by Issuance
of Common Stock 1,249,452 30,000 122,000
Officers' Salaries Related to
Common Stock Issued 1,697,328 0 0
Operating Expenses Paid
by Officer 110,699 0 3,811
Loan Fees Related to Common
Stock Issued 1,049,016 0 0
Write-Down of Screenplays 49,800 0 0
Loss on Fixed Asset Disposal 1,253 0 0
Research and Development 88,000 0 0
Interest Expense 349,745 0 0
Reclassification of Common Stock
Subscribed 225,000 0 0
Forgiveness of Interest (8,901) 0 0
Maritime Loss 3,462,825 0 0
Forgiveness of Debt (123,994) 0 0
Stock Issued in Litigation
Settlement 549,978 139,500 0
(Increase) Decrease in:
Inventory (7,506) 0 0
Prepaid Expenses 723,940 752,250 (6,747)
Notes Receivable (3,000) 0 0
Interest Receivable (25,000) 0 0
Increase (Decrease) in:
Accounts Payable and
Accrued Expenses 400,401 24,047 70,265
Income Tax Payable 800 800 0
Preferred Stock Subscription 10,000 0 0
Estimated Future Cost of
Discontinued Operations 3,125 0 0
Accounts Payable -
Vintage Group, Inc. 45,574 0 0
------------ ------------ ------------
Net Cash Used by
Operating Activities (5,203,013) (578) (165,894)
------------ ------------ ------------
Cash Flows From Investing Activities:
Loans Made (375,757) (35,000) 0
Investments in Marketable
Equity Securities (238,550) 0 0
Proceeds from Sale of Securities 440,743 0 107,451
Sale of Common Stock 13,550 0 0
Investment in Screenplays (40,000) 0 0
Purchase of Furniture and Equipment (26,881) 0 0
Advances to Related Party (91,627) 0 0
Investment in Production (1,925) 0 0
Repayments of Notes Receivable 6,000 0 0
------------ ------------ ------------
Net Cash Provided (Used) by
Investing Activities (314,447) (35,000) 107,451
------------ ------------ ------------
Cash Flows From Financing Activities:
Proceeds from Issuance
of Common Stock 4,905,325 35,000 63,623
Proceeds from Issuance of
Convertible Preferred Stock 135,003 0 0
Increase in Paid-In Capital 99,866 0 0
Proceeds from Issuance of
Convertible Notes Payable 59,025 0 0
Advances from Officer 325,075 1,000 1,000
Repayments of Advances from Officer (44,785) 0 (482)
Advances from Vertex Marketing 39,400 0 0
------------ ------------ ------------
Net Cash Provided By
Financing Activities 5,518,909 36,000 64,141
------------ ------------ ------------
Net Increase (Decrease) in Cash 1,449 422 5,698
Cash at Beginning of Period 4 1,031 682
------------ ------------ ------------
Cash at End of Period $ 1,453 $ 1,453 $ 6,380
============ ============ ============
</TABLE>
<PAGE>
Tridon Enterprises Incorporated
(A Company in the Development Stage)
UNAUDITED
Notes to Consolidated Financial Statements
In the opinion of management, the accompanying unaudited
financial statements contain all the normal recurring adjustments
necessary to present fairly the financial position of the Company
as of October 31, 1999, the results of its operations for the
three month periods ended October 31, 1999, and its cash flows
for the three month periods ended October 31,1999. Operating
results for the three month period ended October 31, 1999, are
not necessarily indicative of the results that may be expected
for the year ended April 30, 2000.
1. Organization and Summary of Significant Accounting Policies:
Organization
Tridon Enterprises Incorporated (the Company) was incorporated in
the state of Colorado on October 7, 1983 as Turco Computer
Systems, Inc. The Company changed its name to Hammer Computer
systems, Inc. on September 27, 1984. On October 10, 1989 the
shareholders voted to merge with Tridon Development Company, HCSI
being the surviving Corporation. The Articles of Incorporation
were amended to change the Company name, new directors were
elected and the Plan of Merger was approved by shareholders
voting in person or by proxy. As a result of the merger
effective October 10, 1989 Hammer Computer Systems, Inc.
exchanged 600 shares of common stock in HCSI for each of the
30,000 shares of outstanding common stock of Tridon Development
Corporation. This increased the outstanding shares of common
stock in Tridon Enterprises Corporation from 17,270,433 to
35,270,433. Authorized shares of common stock remain at
100,000,000.
On October 10, 1989, Paul Ebeling was elected by the Board of
Directors; President, Chief Executive Officer & Chairman of the
Board of the Corporation. Kevin Welch was elected
Secretary/Treasurer of the Corporation on February 23, 1996.
All of the assets of the Company have been presented at the lower
of their cost or estimated realizable value.
Common Shares and Earnings per Share
The computation of income per share is based on the weighted
average number of shares outstanding during each fiscal period.
To calculate earnings per share, a base of 66,951,877 shares was
used for October 31, 1999 and a base of 66,094,734 was used for
April 30, 1999.
2. Related Party Transactions
Vintage Group Inc., as a condition set forth in the Agreement and
Plan of Merger, canceled and forgave all debts and obligations
owed Vintage by HCSI. The Company advanced $5,000 to Vintage
Group, Inc. during the quarter ending October 31, 1994.
Beginning in September of 1991, CEO and Director, Paul Ebeling,
began advancing the Corporation funds to purchase equipment and
pay for minimal office expenses including rent for office space.
In April 1995 Paul Ebeling converted $150,000 of his loan to the
Company to Series A 7% cumulative convertible preferred stock at
the full offering price of $10.00 per share.
The son of Paul Ebeling, Nicholas Ebeling, purchased $2,500 of
convertible notes payable. He has converted his note into the
Series A 7% cumulative preferred stock.
The directors of the Company on September 21, 1998 authorized the
conversion of $10,845.00 of Paul Ebeling's outstanding loan to
restricted (Rule 144) common stock at par according to the terms
of the loan agreement. At the same meeting the directors
authorized the conversion of the entire outstanding loan of The
Antebi Children's Insurance Trust of 1995, $3,464.00 at par
according to the terms of the loan agreement.
On December 9, 1998 the directors of the Company voted to convert
$51,375.00 of Mr. Paul Ebeling's outstanding $104,202.00 loan to
the Company for 205,500 shares of North American Exploration
Corporation at $.25/share. Mr. Ebeling elected to convert that
portion of his loan and took possession of 205,500 shares
representing all of the shares held by the Company in North
American Exploration Corporation.
On April 21, 1999, Mr. Paul Ebeling, the Chief Executive Officer
and Chairman of the Board of Directors of the Company tendered
his resignation from all positions with the Company. The
resignations were accepted by the remaining Board of Directors
when tendered and the resignations became effective immediately.
Kevin Welch was nominated as interim Chief Executive Officer and
Chairman of the Board pending the election of directors at the
next annual meeting of shareholders. The resignation of Mr.
Ebeling stems from personal matters involving Mr. Ebeling that
are unrelated to the Company. However, in light of the nature of
the personal issues confronting Mr. Ebeling, the remaining Board
of Directors believed it to be in the best interests of the
Company that Mr. Ebeling forthwith resign. As of April 21, 1999,
Mr. Ebeling will have no further involvement with the Company.
On June 23, 1999, Mr. Ebeling entered into a definitive written
agreement with an unrelated third party to sell all right, title
and interest in and to the Series A Preferred Stock and Shares of
Common Stock of the Company. The sale and purchase agreement
will close on July 1, 1999 at which time Mr. Ebeling will own no
further shares of stock in the Company.
3. Income Taxes
On April 30, 1987, HCSI and its subsidiary, Certified Software,
had a net operating loss carry forward, which may or may not be
utilized for tax purposes, for financial reporting purposes of
approximately $4,024,000. Due to timing differences in recording
financial reporting and taxable income, HCSI and Certified had
net operating loss carry forwards available to reduce future
federal taxable income of approximately $3,914,000, expiring as
follows:
Year of Expiration HCSI Certified Total
2000 118,000 357,000 475,000
2001 1,241,000 160,000 1,401,000
2002 608,000 393,000 1,001,000
Subsequent to the merger of HCSI and Tridon. Development
Corporation, the Company accumulated a loss carry forward of
approximately $524,000 for federal income tax purposes an a
$259,000 tax loss carry forward for California tax purposes.
Federal net operating losses (NOL's) are carried forward fifteen
years and expire between 2004 and 2009. State NOL's are carried
forward for five years and expire between 1997 and 2000. All
loss carry forward amounts are subject to review by tax
authorities.
4. Notes Receivable
Madera International Negotiable Promissory Note declared in
default on June 29, 1998 and collection proceedings are being
initiated for $349,997.00, including principal, interest, late
charges and interest on late charges.
5. Furniture and Equipment
Furniture and equipment is recorded at purchase cost and
depreciation is calculated over 5 years using the straight line
method. For the quarter ended July 31, 1999 there were no
purchases of furniture and equipment by the Corporation.
Item 2. Management's Discussion and Analysis.
The Board Of Directors on February 10, 1992, authorized the
issuance of convertible promissory notes to develop a suitable
reliable marketable product, and for operating capital. Notes
totaling $48,000 in principle have been issued as of December 31,
1994. Interest accrued on these notes on a monthly basis. At
January 31 1996, all notes were converted to preferred stock.
The Company is developing a process for manufacturing a hair
prosthesis, Vertex(R) and if applicable will apply for patents of
its own.
The Company announced on September 21, 1993, the appointment of
Harold A. Lancer, M.D. as Medical Director. Dr. Lancer is the
attending staff dermatologist at Cedars-Sinai Medical Center in
Los Angeles, the Assistant Clinical Professor of Dermatology at
U.C.L.A. Medical Center, Los Angeles, and a fellow of the
American Academy of Dermatology. A native of Montreal, Quebec,
Canada, he was educated at Brandies University, University of
California at San Diego Medical School, Harvard University
Medical School, Tel Hashomen Hospital, Israel and St. Johns
Hospital for Diseases of the Skin, London, England. Dr. Lancer
has international experience in the specialities of dermatology
and cosmetic surgery. Dr. Lancer presented a paper on the Vertex
to the Pacific Dermatological Society In Monterey, California on
September 10, 1994. Dr. Lancer heads the medical and scientific
team developing the Vertex and its attendant products.
The Company contracted with California Cybernetics Corporation
for the implementation of its design, engineering, manufacturing
and software applications for its computer aided flexible
manufacturing process. All patentable aspects, including
software and programming, of California Cybernetics' work for the
Company's Vertex products are the sole property of Tridon
Enterprises Incorporated. As of July 31, 1995 the Company has
deposited $98,000 with California Cybernetics Corporation for
research and development.
Vertex has no base as used in normal hairpieces, but the hair
appears to be growing directly from the scalp and there is no
feeling of an object on one's head. Vertex has 100% adhesion
and can remain on for approximately one month with no special
maintenance, after which it is replaced by a new one. Through
Vertex's unique locking system, human hair fibers are attached
directly to transparent and breathable synthetic skin. The
material is transparent. Substrate is also moisture vapor
permeable, which means the moisture, gases and heat (including
perspiration) can exit while a one-way screen prevents bacteria
from entering. It also may reduce the effect of the sun's
damaging ultraviolet rays. Using advancements in computer
robotics, the Vertex(R) can be made consistently and less
expensively than competitive products. With programmed
information about a person's skin, natural hair, age and body
chemistry, robotics manufacturing will allow an individual to
obtain the Vertex(R) on short notice, from anywhere in the world.
Management believes that it can successfully develop the non-
surgical Vertex hair replacement system. The company began an 18
month comprehensive testing program in February 1997.
On January 20, 1994, the stockholders of the Company in a special
meeting approved the issuance of 7% cumulative convertible
preferred stock. On June 7, 1994, the Company issued a private
placement memorandum for the offering. Through July 31, 1995 the
Company has received $188,000 for the purchase of the preferred
stock including $48,000 notes converted into preferred stock.
The proceeds of this offering was used to further develop the
manufacturing process for Vertex(R). As of January 31, 1996 the
Company raised $188,000 from this offering. The offering is
closed.
In the quarter ended July 31,1994 the Company expended $31,081 on
research and development. These expenditures were used to
complete the development of the process of attaching the
Vertex(R) to the scalp and documentation. This work was done by
Dr. Lancer. Total research and development costs are estimated to
be approximately $60,000 and was for the most part completed in
December 1996. An eighteen Month testing program began in
February 1997 and has been completed successfully.
On September 20, 1994, the Company engaged Robert Miles Runyan
and Associates, Marina Del Rey, CA. Runyan & Associates
specializes in the field of strategic planning and point of sale
advertising, providing the Company advise and planning on all
media matters for the development and marketing of Tridon's
Vertex(R) products. This work is completed.
There have been no material changes in the operations. Tridon
Enterprises Incorporated does not have operating activity and
therefore has no revenue. For the Company to continue as a going
concern it will seek an acquisition or merger partner, place its
Vertex(R) technology in a wholly-owned subsidiary and raise the
additional capital to successfully market Vertex(R).
Company management has been exploring opportunities to act as a
facilities based provider of voice and data long distance
services between North America, Asia and other territories.
Management elected to form Tridon Communications Corporation, a
Nevada corporation, and received a license from the Federal
Communications Commission (FCC) to become a resale common carrier
under the Communications Act of 1934 as amended by the
Telecommunications Act of 1996.
On March 23, 1999 the Company obtained an injunction preventing
the transfer and sale of Vanity A.V.V. (Aruba) Investment
Bankers' 1,000,000 share certificate and is proceeding to cancel
the certificate and return the shares to the Company treasury.
On August 20, 1999, the Company dismissed any legal proceedings
against Vanity A.V.V. (Aruba) Investment Bankers. The injunction
against the 1,000,000 share certificate was lifted and the stock
was transferred.
The Company was recently served with a complaint filed by
Coldwater Capital, LLC ("CCL") in the Superior Court for the
State of California, bearing case number SC057089, in which the
CCL is seeking both compensatory and punitive damages in excess
of ten million dollars ($10,000,000.00). The complaint alleges
that the Company offered to sell two million (2,000,000) shares
of its common stock to CCL in exchange for consideration of ten
thousand dollars ($10,000.00). The Company believes that the
complaint filed by CCL is without merit and the Company is
prepared to defend the action. At this point, the Company has
filed an answer to the Complaint and the case is proceeding
forward. On September 9, 1999, the Company executed a settlement
and release agreement with Coldwater Capital. Under the terms of
the settlement, the Company obtained a dismissal of the law suit
and issued Coldwater Capital, LLC two million (2,000,000) common
shares.
In 1989, the Company was sued by Lucas Plaza Associates ("LPA")
in the Circuit Court for the State of Missouri, bearing case
number 902-2217. LPA has alleged that the Company is in breach
of contract for lease obligations on property located in St.
Louis, Missouri. While the case lay dormant for many years, LPA
has recently begun the prosecution of the case and the Company is
defending the action. The complaint filed by LPA is seeking both
compensatory and punitive damages of one hundred ninety six
thousand six hundred dollars ($196,600). The Company was
informed that LPA obtained a judgment against the Company in the
amount of $196,600 by way of a motion for summary judgment filed
by LPA. The Company will attempt to negotiate a settlement with
the plaintiff, if a settlement is possible.
In 1989, the Company was sued by James Kujawa ("JK") in the
Circuit Court for the State of Missouri, bearing case number 902-
02138. JK has alleged that the Company is indebted to JK for
performance of labor and materials supplied for buildout of
leased property space located in St. Louis, Missouri. While the
case lay dormant for many years, JK has recently begun the
prosecution of the case and the Company is defending the action.
The complaint filed by JK is seeking both compensatory and
punitive damages of one hundred sixty two thousand nine hundred
twenty-two dollars ($162,922). The Company was informed that JK
obtained a judgment against the Company in the amount of $162,922
by way of a motion for summary judgment filed by JK. The Company
will attempt to negotiate a settlement with the plaintiff, if a
settlement is possible.
The Company had previously announced that it had entered into two
(2) resale agreements with IMEX Communications Corporation and
TelNet, LLC, respectively. One of the agreements, executed on
April 6, 1999, required the Company to provide international long
distance minutes to TelNet, LLC to the following countries:
India, Nigeria and Pakistan. The contract with TelNet LLC would
have generated a minimum revenue base of $8.5 million monthly to
the Company. In order to provide the international long distance
minutes to TelNet, LLC, the Company entered into an agreement
with IMEX Communications, Inc., on April 5, 1999 which was to
provide the Company with the ability to provide international
long distance services to over 100 countries including India,
Pakistan, and Nigeria. IMEX Communications, Inc. defaulted on
its obligation to provide the Company with a schedule of minutes
and rates as per its contractual requirements and, therefore,
prevented the Company from fulfilling its obligations to TelNet,
LLC. The Telnet, LLC agreement expired on April 21, 1999. A
letter from TelNet, LLC to the Company dated April 22, 1999,
indicates that TelNet desires to continue a relationship with the
Company should the Company be able to provide competitive
international long distance rates. Current management is
reviewing with its counsel the right to bring legal action
against IMEX Communications for damages in an amount to be
determined. At this time, the Company has not instituted any
litigation in connection with these matters.
The Company announced the execution of a definitive agreement to
form a joint venture with IUSACELL Philippines to provide circuit
capacity to the Company. Current management has discovered that
the agreement between the parties was a verbal agreement and has
decided to postpone any further discussions.
The Company has announced the spin-off of Vertex Corporation, a
wholly-owned subsidiary, to its shareholders. The spin-off is
part of the planned reorganization of the Company and has formed
a part of the negotiations that the Company is having with other
telecommunications companies in the hopes of effectuating a
reorganization or acquisition. The spin-off will only occur if
the Company is able to transact a merger or consolidation with
another entity that can further the interests of the Company and
its shareholders. The Company makes no warranty as to the
success or failure of Vertex Corporation, or if there will be
management in place to develop a market for Vertex hair products.
PART II - OTHER INFORMATION
Items 1 through 3. No response required.
Item 4. Submission of Matters to a Vote of Security Holders.
On October 10, 1989, a special meeting of the shareholders of
Hammer Computer Systems, Inc. (HCSI), a Colorado Corporation
incorporated in 1983, was held to approve the Agreement and Plan
of Merger, signed on February, 1989, to merge HCSI with Tridon
Development Corporation, a Missouri Corporation organized in
1988. In connection with the proposed merger, all the then
existing officers and directors of HCSI tendered their
resignations. The shareholders, voting in person or by proxy,
(a) approved the merger of Tridon Development Corporation into
Hammer computer Systems, Inc. (b) elected three new Directors,
Paul Ebeling, Harold Antoine, and Frances Schmoker, to the Board
of Directors, and (c) approved an amendment to the articles of
incorporation to change the name of the Company from Hammer
Computer Systems, Inc. to Tridon Corporation.
On January 20, 1994, the stockholders of the Company in a special
meeting approved a $1,000,000 offering of 7% cumulative
convertible preferred stock. On June 7, 1994, the Company issued
a private placement memorandum for the offering. To January 31,
1996, the Company has received $140,000 for the sale of preferred
stock and an additional $48,000 of notes payable have been
converted into preferred stock. Paul Ebeling, Company CEO, has
converted $150,000 of his loan to the company to 15,000 shares of
convertible preferred stock at $10.00 per share, the offering
price.
On February 22, 1996, the stockholders of the Company approved an
amendment to the Company's Articles of Incorporation: that the
officers and directors of the Company liability be limited to the
full extent as provided for in Colorado Corporations Code,
Section 7, Article 9, as amended. The stockholders voted to
amend the Articles of Incorporation to change the name of the
Corporation to Tridon Enterprises Incorporated and to split the
shares of the company one for ten. The stockholders voted to
form a wholly-owned subsidiary for the continuing development of
Vertex(R). Vertex Corporation, a Nevada corporation, was
incorporated on February 25, 1997 as a subsidiary. On March 9,
1999 the Company incorporated Tridon Communications Corporation,
a Nevada corporation, as a subsidiary.
On August 2, 1999 the Company entered into a "Plan of
Reorganization" with Satellite Link Communications Corporation
(SLC). The agreement calls for the Company to do a reverse stock
split and exchange its stock for the stock of SLC. SLC will
become a subsidiary of Tridon Enterprises. The reorganization
requires shareholder approval so the Company has prepared a proxy
statement and will file for approval with the Securities and
Exchange Commission. As of the date of this report the agreement
has not been finalized.
Item 5. Exhibits and Reports of Form 8-K.
Reports on Form 8-K dated July 6, and August 10, 1999
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
TRIDON ENTERPRISES INCORPORATED
Registrant
Date: January 17, 2000 /s/ Kevin Welch
Kevin Welch, CEO and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-30-2000
<PERIOD-END> OCT-31-1999
<CASH> 1453
<SECURITIES> 0
<RECEIVABLES> 275000
<ALLOWANCES> (275000)
<INVENTORY> 7506
<CURRENT-ASSETS> 82269
<PP&E> 25462
<DEPRECIATION> (10964)
<TOTAL-ASSETS> 96767
<CURRENT-LIABILITIES> 540155
<BONDS> 0
0
83
<COMMON> 70995
<OTHER-SE> 12197355
<TOTAL-LIABILITY-AND-EQUITY> 96767
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 808329
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9
<INCOME-PRETAX> (947838)
<INCOME-TAX> (800)
<INCOME-CONTINUING> (948638)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (948638)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
</TABLE>
