<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 1997
Commission file number: 33-24464-NY
IMTEK OFFICE SOLUTIONS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 11-2958856
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
8028 Ritchie Highway, Suite 208, Pasadena, Md. 21122
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(Address of pincipal executive offices)
Registrant's telephone number, including area code (410) 768-9700
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SPECTRUM EQUITIES, INC., 9942 N.W. 6th Place, Plantation, FL 33324
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(Former name or address, 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 Securities 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 .
--- ---
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 Sections 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 X No .
--- ---
<PAGE> 2
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 243,901,667 shares as of
March 31, 1997
PART I - FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
Registrant's Financial Statements filed herewith begin on page 3.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS AND LIQUIDITY AND CAPITAL RESOURCES
The Company was still in the developmental stage as of March 31, 1997
and until April 22, 1997 when it acquired operating assets. The acquisition has
been reported by Form 8-K for event dated April 22, 1997. The Company intends
to pursue the business of providing systems, technology and services for
managing and printing documents by business and government. The Company is
currently investigating various funding sources and potential acquisitions in
connection with its new business plan.
PART II - OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS OF FORM 8-K
(a) Exhibit No. 27 Financial Data Schedule
(b) There were no reports on Form 8-K during the quarter reported on.
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.
IMTEK OFFICE SOLUTIONS, INC.
By: s/ Edwin Hirsch
----------------------------
Edwin Hirsch
President
May 12, 1997
<PAGE> 3
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
BALANCE SHEET
<TABLE>
<CAPTION>
MARCH 31, SEPTEMBER 30,
1997 1996
----------- -------------
(UNAUDITED)
<S> <C> <C>
ASSETS
CURRENT ASSETS
- --------------
Cash $ -0- $ -0-
-------- --------
OTHER ASSETS
- ------------
Organization Costs 5,148 2,142
-------- --------
Total Assets $ 5,148 $ 2,142
======== ========
LIABILITIES AND OWNERS' EQUITY
SHAREHOLDERS' EQUITY
- --------------------
Common Stock - Par Value $.000001,
250,000,000 Shares Authorized,
250,000,000 and 243,901,667
Shares Issued 250 244
Paid in Capital 81,613 78,613
Retained Earnings - Deficit (76,715) (76,715)
-------- --------
Total Shareholders' Equity 5,148 2,142
-------- --------
Total Liabilities and
Shareholders' Equity $ 5,148 $ 2,142
======== ========
</TABLE>
See Notes to Financial Statements
<PAGE> 4
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
STATEMENT OF INCOME AND EXPENSE
FOR THE THREE MONTHS ENDED
<TABLE>
<CAPTION>
MARCH 31, MARCH 31,
1997 1996
---------- ----------
(UNAUDITED) (UNAUDITED)
<S> <C> <C>
Sales $ -0- $ -0-
Selling and General Expenses -0- -0-
----- -----
NET INCOME (LOSS) $ -0- $ -0-
===== =====
EARNINGS PER SHARE $ -0- $ -0-
===== =====
</TABLE>
See Notes to Financial Statements
<PAGE> 5
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
STATEMENT OF INCOME AND EXPENSE
<TABLE>
<CAPTION>
SIX MONTHS YEAR
ENDED ENDED
MARCH 31, SEPTEMBER 30,
1997 1996
----------- ------------
(UNAUDITED)
<S> <C> <C>
Sales $ -0- $ -0-
Selling and General Expenses -0- -0-
----- -----
NET INCOME (LOSS) $ -0- $ -0-
===== =====
EARNINGS PER SHARE $ -0- $ -0-
===== =====
</TABLE>
See Notes to Financial Statements
<PAGE> 6
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS YEAR
ENDED ENDED
MARCH 31, SEPTEMBER 30,
1997 1996
----------- -------------
(UNAUDITED)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
- -------------------------------------
Income (Loss) for the Periods $ -0- $(37,991)
------- --------
Cash Flows Used by Operating
Activities -0- (37,991)
------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
- -------------------------------------
Increase - Organization Cost (3,000) (2,142)
Proceeds from Borrowing -0- 39,013
Increase - Paid in Capital 3,000 922
Sale of Common Stock -0- 198
------- --------
Cash Flows from Financing
Activities -0- 37,991
------- --------
Increase (Decrease) in Cash -0- -0-
Cash - Beginning -0- -0-
------- --------
Cash - Ending $ -0- $ -0-
======= ========
NON-CASH TRANSACTIONS
- ---------------------
Debt Converted to Equity $ -0- $ 39,013
======= ========
Stock Issued for Services $ 6 $ -0-
======= ========
</TABLE>
See Notes to Financial Statements
<PAGE> 7
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
STATEMENTS OF SHAREHOLDERS' EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
COMMON STOCK PAID RETAINED SHARE-
IN EARNINGS HOLDERS'
SHARES AMOUNT CAPITAL (DEFICIT) EQUITY
------ ------ ------- --------- ------
<S> <C> <C> <C> <C> <C>
Balance September 30, 1995 243,901,667 $ 244 $ 78,613 $ (76,715) $ 2,142
Contribution to
Paid in Capital 3,000 3,000
----------- ----------- ----------- ----------- -----------
Balance December 31, 1996 243,901,667 244 81,613 (76,715) 5,142
Stock Issued for Services 6,098,333 6 6
----------- ----------- ----------- ----------- -----------
Balance March 31, 1997 250,000,000 $ 250 $ 81,613 $ (76,715) $ 5,148
=========== =========== =========== =========== ===========
</TABLE>
See Notes to Financial Statements
<PAGE> 8
IMTEK OFFICE SOLUTIONS, INC.
FORMERLY SPECTRUM EQUITIES, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying financial statements reflect all adjustments which, in
the opinion of management, are necessary for a fair presentation of the
financial position and the results of operations for the interim period
presented.
Certain financial information which is normally included in financial
statements prepared in accordance with generally accepted accounting principals,
but which is not required for interim reporting purposes has been condensed or
omitted. The accompanying financial statements should be read in conjunction
with the financial statements and notes thereto as of September 30, 1996
contained in the Company's Form 10-K.
2. EARNINGS (LOSS) PER SHARE
Per share information is computed on the weighted average number of shares
outstanding during the period.
3. SUBSEQUENT EVENTS
On April 22, 1997 the Registrant acquired all of the issued and
outstanding shares of Imtek Corporation, a development stage company formed on
April 1, 1997 to engage in the sale and servicing of copiers and facsimiles,
sales of office supplies, rebuilding and renting high volume copiers and
duplicators and commercial printing and copying in the Baltimore, Md.,
Washington, D.C. and Richmond, Va. area. As of the date of acquisition, the
assets of Imtek Corporation consisted of an inventory of photocopiers available
for sale or lease and notes receivable, which assets were contributed by its
shareholders. The Registrant issued 4,375,000 shares of its common stock in
exchange for the 50,000 issued and outstanding shares of Imtek Corporation.
On April 28, 1997 the Registrant amended its Certificate of Incorporation
to change its name to Imtek Office Solutions, Inc. and to effectuate a 1-for-400
reverse stock split. As a result of the reverse stock split, the Registrant now
has outstanding 5,000,000 shares of common stock.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS FOR THE PERIOD ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,148
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 250
<OTHER-SE> 4,898
<TOTAL-LIABILITY-AND-EQUITY> 5,148
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
