UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark one)
XX QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
---------- EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
---------- ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number: ___________
SAFETEK INTERNATIONAL, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 75-2226896
---------------------------- ----------------------------
(State of incorporation) (IRS Employer ID Number)
2591 Dallas Parkway, Suite 102, Frisco, TX 75034
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(Address of principal executive offices)
(469) 633-0100
--------------
(Issuer's telephone number)
1075 American Pacific Drive - Suite A, Henderson, NV 89014
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(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. YES NO X
--- ---
State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: August 9, 2000 - 36,145,694 shares.
Transitional Small Business Disclosure Format (check one): YES NO X
--- ---
<PAGE>
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Index
PART 1. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets
June 30, 2000 (Unaudited)
and December 31, 1999 1
Consolidated Statements of Operations
Three and six months ended
June 30, 2000 (Unaudited) and
June 30, 1999 (Unaudited) 2
Consolidated Statements of Cash Flows
Six months ended
June 30, 2000 (Unaudited) and
June 30, 1999 (Unaudited) 3
Notes to Consolidated Financial Statements (Unaudited) 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 5
PART II. OTHER INFORMATION 6
SIGNATURES 6
<PAGE>
<TABLE>
<CAPTION>
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Balance Sheets
Assets
------
June 30, 2000
(Unaudited) December 31, 1999
----------- -----------------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 38 --
Due from stockholders 148,832 148,832
Other current assets -- 3,300
----------- -----------
Total current assets 148,870 152,132
Property and equipment, net -- --
----------- -----------
Total assets $ 148,870 152,132
=========== ===========
Liabilities and Stockholders' Equity
------------------------------------
Current liabilities:
Accounts payable and accrued expenses $ 803,039 771,835
Notes payable 780,792 780,792
Due to stockholders 1,134,544 1,097,044
Due to affiliate 39,374 --
----------- -----------
Total current liabilities 2,757,749 2,649,671
----------- -----------
Redeemable preferred stock - 1,269,200 and 1,166,700 shares 677,816 677,816
Stockholders' equity:
Common stock - 36,145,694 and 36,145,694 shares 362 362
Additional paid in capital 1,858,416 1,853,416
Accumulated deficit (5,120,850) (5,004,510)
Treasury stock (24,623) (24,623)
----------- -----------
Total stockholders' deficit (3,286,695) (3,175,355)
----------- -----------
Total liabilities and stockholders' equity $ 148,870 152,132
=========== ===========
</TABLE>
See accompanying notes to financial statements.
The accompanying notes are an integral part of these financial statements.
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
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<PAGE>
<TABLE>
<CAPTION>
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Statements of Operations
Six Months Ended Three Months Ended
June 30, June 30,
2000 1999 2000 1999
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenues:
Net sales $ 16,855 83,435 $ 4,263 41,717
------------ ------------ ------------ ------------
Costs and expenses:
Cost of good sold 11,910 47,483 3,436 23,741
Selling, general and administrative 102,583 85,625 45,581 42,812
------------ ------------ ------------ ------------
114,493 133,108 49,017 66,553
------------ ------------ ------------ ------------
Operating loss (97,638) (49,673) (44,754) (24,836)
Other expense (18,702) (37,298) -- (18,649)
------------ ------------ ------------ ------------
Net loss $ (116,340) (86,971) $ (44,754) (43,485)
============ ============ ============ ============
Net loss per share $ (0.003) (0.002) $ (0.001) (0.001)
============ ============ ============ ============
Weighted average
number of shares outstanding 36,145,694 35,998,699 36,145,694 35,981,532
============ ============ ============ ============
</TABLE>
See accompanying notes to financial statements.
The accompanying notes are an integral part of these financial statements.
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
2
<PAGE>
<TABLE>
<CAPTION>
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Six Months Ended
June 30,
2000 1999
(Unaudited) (Unaudited)
--------- ---------
<S> <C> <C>
Cash flows from operating activities:
Net loss $(116,340) (86,971)
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Preferred stock issued for services 5,000 --
Depreciation -- 2,327
Changes in operating assets and liabilities:
Due from stockholders -- (15,718)
Other current assets 3,300 848
Due to stockholders 37,500 74,000
Due to affiliate 39,374 --
Accounts payable and accrued expenses 31,204 6,338
--------- ---------
Net cash provided by (used in) operating activities 38 (19,176)
--------- ---------
Cash flows from financing activities:
Proceeds from issuance of preferred stock -- 19,176
--------- ---------
Net cash provided by financing activities -- 19,176
--------- ---------
Increase in cash and cash equivalents 38 --
Cash and cash equivalents - beginning of period -- --
--------- ---------
Cash and cash equivalents - end of period $ 38 --
========= =========
</TABLE>
See accompanying notes to financial statements.
The accompanying notes are an integral part of these financial statements.
The financial information presented herein has been prepared by management
without audit by independent certified public accountants.
3
<PAGE>
SAFETEK INTERNATIONAL, INC.
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Presentation of Unaudited Consolidated Financial Statements
-----------------------------------------------------------
The unaudited consolidated financial statements have been prepared in
accordance with rules of the Securities and Exchange Commission and,
therefore, do not include all information and footnotes necessary for a
fair presentation of financial position, results of operations and cash
flows, in conformity with generally accepted accounting principles. The
information furnished, in the opinion of management, reflects all
adjustments (consisting only of normal recurring accruals) necessary to
present fairly the financial position as of June 30, 2000, and results
of operations and cash flows for the three and six month periods ended
June 30, 2000 and 1999. The results of operations are not necessarily
indicative of results which may be expected for any other interim
period, or for the year as a whole.
(2) Subsequent Event
----------------
Pursuant to a stock purchase agreement dated April 11, 2000, Halter
Capital Corporation (Halter) acquired 18,434,303 shares of common stock
of the Company, which was owned by the controlling stockholders prior
to the purchase, and represents approximately 51% of the outstanding
common shares. Concurrent with the stock purchase transaction described
above, the existing officers and directors resigned and two new
officers and directors were elected to replace them. The newly elected
officers and directors hold a controlling interest in Halter.
As of July 31, 2000, the Company ceased all operations at its location
in Henderson, Nevada and moved its corporate address to the offices of
Halter Capital Corporation in Frisco, Texas, a suburb of Dallas.
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<PAGE>
Part I - Item 2
Management's Discussion and Analysis of Financial Condition and Results of
Operations
(1) Caution Regarding Forward-Looking Information
This quarterly report contains certain forward-looking statements and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to the Company or management. When used in this document, the words
"anticipate," "believe," "estimate," "expect" and "intend" and similar
expressions, as they relate to the Company or its management, are intended to
identify forward-looking statements. Such statements reflect the current view of
the Company regarding future events and are subject to certain risks,
uncertainties and assumptions, including the risks and uncertainties noted.
Should one or more of these risks or uncertainties materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those described herein as anticipated, believed, estimated, expected or
intended. In each instance, forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.
(2) Results of Operations, Liquidity and Capital Resources
As of the date of this filing, the Company has no operations, nor any liquid
assets. Its liabilities substantially exceed its assets. Accordingly, the
Company is dependent upon management and/or significant shareholders to provide
sufficient working capital to preserve the integrity of the corporate entity at
this time
(Remainder of this page left blank intentionally)
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<PAGE>
Part II - Other Information
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults on Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company has held no regularly scheduled, called or special meetings
of shareholders during the reporting period.
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
Reports on Form 8-K - None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Safetek International, Inc.
August 10, 2000
/s/ Kevin B. Halter
-----------------------
Kevin B. Halter
President and Director
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