<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OF 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended: June 30, 1997 Commission file number: 3383526
MATERIAL TECHNOLOGY, INC.
-------------------------
(Exact name of registrant as specified in its charter)
Delaware 95-4453386
(State or other jurisdiction of incorporation (IRS Employer
or organization) identification No.)
11661 San Vicente Boulevard
Suite 707
Los Angeles, California 90049
(address of principal executive offices)
(Zip Code)
(310) 208-5589
(Registrant's telephone number including area code)
Securities Registered pursuant to Section 12(g) of the Act:
COMMON
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
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 or Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment of this form 10-K. [ ]
The aggregate market value of the voting stock held by Non-affiliates of
the registrant at August 1, 1997 was $1,925,600.
Documents incorporated by reference-None.
<PAGE>
INDEX
PAGE
----
Part 1. Financial Statements
Balance Sheets 3 - 4
Statements of Operations -
Second Quarter Ended June 30, 1996 and 1997 and from
the Company's inception (October 21, 1983) through
June 30, 1997 5
Statements of Cash Flows
Second Quarter Ended June 30, 1996 and 1997 and from
the Company's inception (October 21, 1983) through
June 30, 1997 6 - 7
Notes to Financial Statements 8
Management's Discussion and Analysis 9 - 10
Part 2. Other Information 11
2
<PAGE>
PART 1. FINANCIAL STATEMENTS
MATERIAL TECHNOLOGY, INC.
(Formerly Tensiodyne Scientific Corporation)
(A Development Stage Company)
BALANCE SHEETS
ASSETS
December 31, June 30,
1996 1997
----------- -----------
(Unaudited)
CURRENT ASSETS
Cash and Cash Equivalents $ -- $ 3,076
Accounts Receivable -- 45,174
Prepaid Expenses 6,472 5,223
-------- --------
TOTAL CURRENT ASSETS 6,472 53,473
-------- --------
FIXED ASSETS
Property and Equipment, Net
of Accumulated Depreciation 98,016 102,948
-------- --------
OTHER ASSETS
Real Estate, Held for Sale -- 47,000
Intangible Assets, Net of
Accumulated Amortization 20,669 19,674
Investment in Tensiodyne Corporation 55,200 13,800
Note Receivable (Including
Accrued Interest) 25,753 --
Refundable Deposit 2,189 2,189
-------- --------
TOTAL OTHER ASSETS 103,811 82,663
-------- --------
TOTAL ASSETS $208,299 $239,084
-------- --------
-------- --------
See accompanying notes
3
<PAGE>
MATERIAL TECHNOLOGY, INC.
(Formerly Tensiodyne Scientific Corporation)
(A Development Stage Company)
BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
December 31, June 30,
1996 1997
----------- -----------
(Unaudited)
CURRENT LIABILITIES
Bank Overdraft $ 2,422 $ --
Legal Fees Payable 128,191 125,600
Accounts Payable 33,221 86,286
Accrued Expenses - Other -- 1,250
Accrued Officers Salary 372,000 45,000
Accrued Payroll Taxes 19,124 22,752
Loan Payable - Officer 56,846 99,293
Loan Payable-Others 32,627 32,627
Payable on Research and
Development Sponsorship 188,495 188,495
---------- ----------
TOTAL CURRENT LIABILITIES 832,926 601,303
Loans Payable - Officer 122,698 --
Loans Payable - Other 90,893 25,000
---------- ----------
TOTAL LIABILITIES 1,046,517 626,303
---------- ----------
REDEEMABLE PREFERRED STOCK
Class B Preferred Stock, $.001 Par Value
Authorized 510 Shares, Outstanding 15 Shares
at December 31, 1995 and March 31, 1996;
Redeemable at $10,000 Per Share
After January 31, 2004 150,000 150,000
---------- ----------
STOCKHOLDERS' EQUITY (DEFICIT)
Class A Common Stock, $.001 Par Value,
Authorized 10,000,000 Shares, Outstanding
2,580,546, at December 31, 1996, and
5,000,000 Shares at June 30, 1997 2,580 5,000
Class B Common Stock, $.001 Par Value,
Authorized 300,000 Shares, Outstanding
60,000 Shares 60 60
Class A Preferred, $.001 Par Value, Authorized
10,000,000 Shares Outstanding 350,000 Shares 350 350
Additional Paid in Capital 1,799,181 2,459,354
Less Notes Receivable - Common Stock (14,720) (14,720)
Deficit Accumulated During the Development
Stage (2,830,869) (3,001,063)
Unrealized Holding Gain on Investment Securities 55,200 13,800
---------- ----------
TOTAL STOCKHOLDERS' (DEFICIT) (988,218) (537,219)
TOTAL LIABILITIES AND STOCKHOLDERS'
(DEFICIT) $ 208,299 $ 239,084
---------- ----------
---------- ----------
See accompanying notes
4
<PAGE>
MATERIAL TECHNOLOGY, INC.
(Formerly Tensiodyne Scientific Corporation)
(A Development Stage Company)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
From Inception
For the Three Months Ended For the Six Months Ended (October 21, 1983)
June 30, June 30, Through
1996 1997 1996 1997 June 30, 1997
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)
---------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
REVENUES
Sale of Fatigue Fuses $ -- $ -- $ -- $ -- $ 64,505
Sale of Royalty Interests -- -- -- -- 198,750
Research and Development Revenue -- 100,166 -- 104,722 817,302
Test Services -- -- -- -- 10,870
------- --------- -------- -------- ----------
TOTAL REVENUES -- 100,166 -- 104,722 1,091,427
------- --------- -------- -------- ----------
COSTS AND EXPENSES
Research and Development -- 26,829 -- 31,385 1,539,682
General and Administrative 42,885 194,194 193,426 277,288 2,427,796
------- --------- -------- -------- ----------
TOTAL COSTS AND EXPENSES 42,885 221,023 193,426 308,673 3,967,478
------- --------- -------- -------- ----------
INCOME (LOSS) FROM OPERATIONS (42,885) (221,023) (193,426) (203,951) (2,876,051)
------- --------- -------- -------- ----------
OTHER INCOME (EXPENSE)
Rental Income -- 2,708 -- 3,843 3,843
Expense Reimbursed -- -- -- -- (6,527)
Interest Income 517 -- 1,024 -- 39,487
Gain on Sale of Securities -- 13,901 9,656 13,901 31,651
Gain on Foreclosure -- 16,014 -- 16,014 16,014
Miscellaneous Income -- -- -- -- 25,145
Loss on Sale of Equipment -- -- -- -- (12,780)
Settlement of Teaming Agreement -- -- -- -- 50,000
Litigation Settlement -- -- -- -- 18,095
------- --------- -------- -------- ----------
TOTAL OTHER INCOME 517 32,623 10,680 33,758 164,928
------- --------- -------- -------- ----------
NET INCOME (LOSS) BEFORE EXTRAORDINARY
ITEMS AND PROVISION FOR INCOME TAXES (42,368) (88,234) (182,746) (170,193) (2,711,123)
PROVISION FOR INCOME TAXES -- -- -- -- (7,000)
------- --------- -------- -------- ----------
NET INCOME (LOSS) BEFORE
EXTRAORDINARY ITEMS (42,368) (88,234) (182,746) (170,193) (2,718,123)
EXTRAORDINARY ITEMS
Forgiveness of Debt -- -- -- -- (289,940)
Utilization of Operating Loss Carry forward -- -- -- -- 7,000
------- --------- -------- -------- ----------
NET INCOME (LOSS) $(42,368) $ (88,234) $(182,746) $(170,193) $(3,001,063)
------- --------- -------- -------- ----------
------- --------- -------- -------- ----------
PER SHARE DATA
Income (Loss) Before Extraordinary Item $ (0.02)
Extraordinary Items --
---------
NET INCOME (LOSS) $ (0.02)
---------
---------
COMMON SHARES OUTSTANDING 5,000,000
---------
---------
</TABLE>
See accompanying notes
5
<PAGE>
MATERIAL TECHNOLOGY, INC.
(Formerly Tensiodyne Scientific Corporation)
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
From Inception
For the Three Months Ended For the Six Months Ended (October 21, 1983)
June 30, June 30, Through
1996 1997 1996 1997 June 30, 1997
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)
---------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $(42,368) $ (88,234) $(182,746) $(170,193) $(3,001,063)
------- --------- --------- --------- -----------
Adjustments to Reconcile Net Income
(Loss) to Net Cash Provided
(Used) by Operating Activities
Depreciation and Amortization 1,388 1,195 2,776 2,390 162,106
Gain on Sale of Securities -- (13,901) (9,656) (13,901) (13,901)
Gain on Foreclosure -- (21,249) -- (21,249) (21,249)
Charge off of Deferred Offering Costs -- -- -- -- 31,480
Loss on Sale of Equipment -- -- -- -- 12,780
Issuance of Common Stock for Services -- -- -- 2,000 297,965
Issuance of Stock for Agreement Modification -- -- -- -- 152
Forgiveness of Indebtedness -- -- -- -- 165,000
(Increase) in Accounts Receivable -- (40,619) -- (45,174) (45,174)
(Increase) Decrease in Prepaid Expense (10,000) 625 (10,000) 1,250 (222)
Increase (Decrease) in Accounts
Payable and Accrued Expenses (214) 46,711 99,786 100,353 652,888
Interest Accrued on Note Payable 3,919 14,698 7,836 14,698 43,249
Increase in Research and Development
Sponsorship Payable -- -- -- -- 188,495
(Increase) in Note for Litigation Settlement (516) -- (1,023) -- (25,753)
(Increase) in Deposits -- -- -- -- (2,189)
------- --------- --------- --------- -----------
TOTAL ADJUSTMENTS (5,423) (12,540) 89,719 40,367 1,445,627
------- --------- --------- --------- -----------
NET CASH PROVIDED (USED) BY
OPERATING ACTIVITIES (47,791) (100,774) (93,027) (129,826) (1,555,436)
------- --------- --------- --------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds From Sale of Equipment -- -- -- -- 10,250
Proceeds from Sale of Tensiodyne Corporation
Common Stock -- -- 9,656 -- --
Purchase of Property and Equipment -- (6,328) -- (6,328) (232,437)
(Increase) in Other Assets -- -- -- -- (69,069)
Payment for License Agreement -- -- -- -- (6,250)
------- --------- --------- --------- -----------
NET CASH PROVIDED (USED) BY
INVESTING ACTIVITIES -- (6,328) 9,656 (6,328) (297,506)
------- --------- --------- --------- -----------
</TABLE>
See accompanying notes
6
<PAGE>
MATERIAL TECHNOLOGY, INC.
(Formerly Tensiodyne Scientific Corporation)
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
From Inception
For the Three Months Ended For the Six Months Ended (October 21, 1983)
June 30, June 30, Through
1996 1997 1996 1997 June 30, 1997
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)
---------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of Common Stock
Net of Offering Costs $112,500 $ 35,645 $137,500 $113,902 $846,221
Costs incurred in Offering -- -- -- -- (31,480)
Sale of Common Stock Warrants -- -- -- -- 18,250
Payment on Proposed Reoganization -- -- -- -- (5,000)
Sale of Preferred Stock -- -- -- -- 258,500
Sale of Redeemable Preferred Stock -- -- -- -- 150,000
Capital Contributions -- -- -- -- 301,068
Loans From Officers 8,074 71,750 34,324 71,750 428,057
Repayments to Officer (30,600) -- (30,600) (44,000) (274,262)
( Increase) Decrease in Loans - Other (1,786) -- (1,786) -- 164,664
-------- -------- --------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: 88,188 107,395 139,438 141,652 1,856,018
-------- -------- --------- --------- ---------
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 40,397 293 56,067 5,498 3,076
BEGINNING BALANCE CASH AND
CASH EQUIVALENTS 16,896 2,783 1,2 (2,422) --
-------- -------- --------- --------- ---------
ENDING BALANCE CASH AND CASH
EQUIVALENTS $ 57,293 $ 3,076 $ 57,293 $ 3,076 $ 3,076
-------- -------- --------- --------- ---------
-------- -------- --------- --------- ---------
</TABLE>
See accompanying notes
7
<PAGE>
MATERIAL TECHNOLOGY, INC.
(FORMERLY TENSIODYNE SCIENTIFIC CORPORATION)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
NOTE 1. In the opinion of the Company's management, the accompanying unaudited
financial statements contain all adjustments (consisting of normal
recurring accruals) necessary to present fairly the financial position
of the Company as of June 30, 1996 and 1997 and the results of
operations and cash flows for the three month periods then ended. The
operating results of the Company on a quarterly basis may not be
indicative of operating results for the full year.
NOTE 2 SUBSEQUENT EVENTS
In accordance with a 14C Information Statement mailed to shareholders,
on July 31, 1997, Robert M. Bernstein, as the holder of a majority of
the outstanding voting stock of the Corporation, by written consent,
and the Corporation's directors authorized, and the Corporation did:
(1) transfer all of its assets and liabilities to Material
Technologies, Inc., in exchange for 5,560,000 shares of that
corporation's Class A common stock and 5,000,000 of those shares will
be distributed to the Corporation's existing shareholders; (2) effect
a reverse one for ten (1 for 10) stock split reducing the
Corporation's outstanding shares from 5,000,000 to 500,000 shares of
Class A Common Stock; (3) entered into the reverse merger with
SecurFone America, Inc., in accordance with the February 17, 1997
Stock Purchase Agreement and issued 4,500,000 shares of Class A Common
Stock in exchange for all of the stock of SecurFone America, Inc., and
(4) changed the Corporation's name to SecurFone America, Inc., by
amending the Corporation's Certificate of Incorporation. In addition,
all the directors resigned and new directors were appointed.
8
<PAGE>
MATERIAL TECHNOLOGY, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1997
The Company had no sales during the six month period ended June 30, 1996.
The Company generated approximately $104,722 under its research and
development contract with Southwest Research Institute, Inc. during the
first two quarters of 1997. Revenue for the first two quarters of 1996
consisted of interest of $1,024, which accrued on a note due the Company,
and $9,656 on the sale of common stock of Tensiodyne Corporation, which
the Company received on settlement of past claims which it had against
Tensiodyne.
During the six month period ended June 30, 1997, the Company incurred
approximately $31,385 in development costs all of which related to the
above indicated contract. The Company did not incur any expenses relating
to product development during 1996.
Under the terms of the arrangement with Southwest Research Institute, Inc.,
the Company invoices the expenses it incurrs thereunder, which include
direct labor and other direct costs, and related general and
administrative overhead expenses. It is not intended that the the Company
will make any significant profit from this arrangement.
General and administration costs were $193,426 and $277,288 respectively,
for the six-month periods ended June 30, 1996 and 1997. The major costs
incurred during 1996, consisted of officer's salary of $105,000,
professional fees of approximately $34,448, telephone expense of
approximately $10,709, office expense of $8,195, rent of $10,871, interest
expense of $7,836, and filing fees of $3,050. The major costs incurred
during 1997 consisted of officer's salary of approximately $75,000, legal
and professional fees of approximately $74,477, consulting fees of
approximately $55,316, travel expense of approximately $10,848, telephone
expense of approximately $8,368, rent of $9,615, and interest expense of
$15,947.
FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND 1997
The Company had no sales during the three month period ended June 30,
1996. The only revenue generated during the second two quarters of 1996 was
interest in the amount of $516. The interest income consisted of interest
which accrued on a note due the Company.
9
<PAGE>
During the three month period ending June 30, 1997, the Company generated
approximately $100,166 from its research contract. As indicated above, this
contract will not generate any substantial profit. Other income earned
during these three months consisted of a gain of approximately $16,014 on
the foreclosure of real property secured by a note the Company held,
$16,013 on the sale of securities, and rental income of $2,708.
During the three month period ended June 30, 1997, the Company incurred
approximately $26,829 in development costs all of which related to the
above indicated contract. The Company did not incur any expenses relating
to product development during 1996.
General and administration costs were $42,885 and $194,194, respectively,
for the three-month periods ended June 30, 1996 and 1997. The major costs
incurred during 1996, consisted of professional fees of approximately
$14,265, telephone expense of approximately $5,896, travel of $7,214, rent
of $7,008, interest expense of $3,918, and filing fees of $3,050. consisted
of officer's salary of approximately $30,000, legal and professional fees
of approximately $54,832, consulting fees of approximately $53,317, travel
expense of approximately $10,246, telephone expense of approximately
$5,568, rent of $4,917, and interest expense of $15,322.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents as of June 30, 1996 and 1997 were $57,293, and
$3,076, respectively. During 1996, the Company received $137,500 through
the issuance of 50,000 shares of its common stock pursuant to the Company's
Stock Option Plan, $34,324 from Officer advances, and $9,656 from the
sale of Tensiodyne Corporation common stock. Of the $181,480 received in
1996, $83,027 was used in operations, $10,000 was used in patent legal
costs, and $30,600 was repaid on officer advances. During 1997, the
Company received $113,902 through the sale of 100,000 of its common stock
pursuant to the Company's Stock Option Plan, $64,103 through its product
development contract, and $71,750 from Officer advances. Of the $249,755
received in 1997, $193,929 was used in operations, $6,328 was used in
purchasing computer equipment, and $44,000 was repaid on officer advances.
10
<PAGE>
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
During the six month period ended June 30, 1997, the Company received
$113,902 through the issuance of 100,000 shares of its common stock
pursuant to the Company's Stock Option Plan. The Company also issued
800,000 shares of its common stock through the conversion of $188,593 of
indebtedness, 1,499,454 shares of its common stock to its President for the
cancellation of $372,000 of accrued wages, 20,000 shares of its common
stock to a third party for consulting services, and issued 560,000 shares
in the March 9, 1997 recapitilization.
ITEM 5. OTHER INFORMATION
In accordance with a 14C Information Statement mailed to shareholders, on
July 31, 1997, Robert M. Bernstein, as the holder of a majority of the
outstanding voting stock of the Corporation, by written consent, and the
Corporation's directors authorized, and the Corporation did: (1) transfer
all of its assets and liabilities to Material Technologies, Inc., in
exchange for 5,560,000 shares of that corporation's Class A common stock
and 5,000,000 of those shares will be distributed to the Corporation's
existing shareholders; (2) effect a reverse one for ten (1 for 10) stock
split reducing the Corporation's outstanding shares from 5,000,000 to
500,000 shares of Class A Common Stock; (3) entered into the reverse merger
with SecurFone America, Inc., in accordance with the February 17, 1997
Stock Purchase Agreement and issued 4,500,000 shares of Class A Common
Stock to Montpilier Holdings, Inc., in exchange for all of the stock of
SecurFone America, Inc., and (4) changed the Corporation's name to
SecurFone America, Inc., by amending the Corporation's Certificate of
Incorporation. Thus, Montpilier Holdings, Inc. became the owner of 90% of
the Corporation's outstanding Class A Common Stock and Robert M. Bernstein
relinquished his control of the Corporation.
SecurFone America, Inc., ("SecurFone") is principally engaged in the sale
and licensing of prepaid cellular phone services. It has been in the
development state since its formation on May 20, 1996. SecurFone provides
these services in some markets and, in other markets, licenses its
resources to unrelated third parties. Generally, these services include
providing understanding of the market and assistance in promotion and
advertising.
SecurFone's services include prepaid cellular calling cards, subscriber
recharges on prepaid calling cards via an automated intelligent voice
response unit, unrestricted international calling capabilities, multi-
lingual capabilities, a uniform, flat rate for long distance service from
anywhere in the United States, capability to provide services from any
cellular phone, regardless of model, and voice mail service from both
cellular and landline sources.
In addition, SecurFone is pursuing regional and national distribution of
landline prepaid calling cards. It has also developed software to
eliminate cellular fraud
11
<PAGE>
and is assessing the feasibility of licensing this technology to other
cellular providers and carriers. SecurFone's principal offices are in
San Diego, California and its primary network facilities are in Miami, Fl.
On July 31, 1997, all the Corporation's directors resigned and the
following new directors were appointed in accordance with the Stock
Purchase Agreement with Montpilier Holdings, Inc.:
WILLIAM STUEBER, age 37, became President of SecurFone America, Inc. in
June 1996. Since 1982, he has been the owner and president of Direct
Mobile, Inc. (formerly known as Vortex Cellular, Inc.), a distributor of
cellular telephones, pages, and other communications equipment.
NICHOLAS WILSON, age 51, became Chief Executive Officer of SecurFone
America, Inc. in June 1996. From September 1994 until October 1996, Mr.
Wilson was Chairman of the Board of Intek Diversified Corporation, a
publicly-traded company engaged in the development of 220 MHZ special
mobile radio systems. Mr. Wilson is President of Roamer One Holdings, Inc.
a privately-held holding company which owns a major position in Intek
Diversified Corporation. Since 1989, Mr. Wilson has served as President
and Chief Executive Officer of Roamer Communications Network which was
responsible for providing engineering services to a large number of 220 MHz
licensees. In addition to serving as Director to several private
companies, Mr. Wilson serves as a Director of Ventel, Inc. a Canadian
corporation listed on both the Vancouver and Montreal Stock Exchanges.
MICHAEL LEE, age 38, became Chief Financial Officer of SecurFone America,
Inc. in June 1996. He is a certified public accountant and member of the
American Institute of Certified Public Accountants and the Ohio Society of
Certified Public Accountants. Mr. Lee has been a tax partner since October
1993 at Bober, Markey & Company, a large regional public accounting firm.
Previously he worked as a tax manager for ten years at Grant Thorton
International LLP, one of the world's largest public accounting firms. Mr.
Lee presently serves as Treasurer and Director of Roamer One Holdings, Inc.
and has served as a Director for numerous private companies.
DEREK DAVIS, age 29, became Chief Operating Officer of SecurFone America,
Inc. in June 1996. From March 1993 until June 1996, Mr. Davis was Director
of Operations of Central Communications Corporation, a company engaged in
the construction and operation of 220 MHz special mobile radio systems.
From December 1990 until September 1991, Mr. Davis was a financial analyst
for Rovic Diamonds, a diamond mining company. Mr. Davis has a Masters of
Business Administration from the University of San Diego.
STEVEN L. WASSERMAN, age 43, became Secretary and a Director of SecurFone
America, Inc. in June 1996. Mr. Wasserman is an attorney and a partner of
the law firm of Kohrman Jackson & Krantz, PLL, Cleveland, Ohio. He is
Secretary and a Director of Intek Diversified Corporation, a publicly
traded wireless communications concern. Mr. Wasserman is also a member of
Intek's Audit
12
<PAGE>
Committee. He was a principal of the law corporation of Honohan, Harwood,
Chernett & Wasserman, LPA, Cleveland, Ohio, from September 1983 until
September 1, 1994. Mr. Wasserman is a member of the bars of Ohio and
Florida.
ITEM 6. EXHIBITS
Financial Statements of the business acquired and pro forma financial
statement will be filed as exhibits within sixty days of the Corporation's
July 31, 1997, acquisition of SecurFone America, Inc.
PURSUANT TO THE REQUIREMENTS OF SECURITIES EXCHANGE ACT OF 1934, THE REGISTRANT
HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED.
MATERIAL TECHNOLOGY, INC.
-------------------------
REGISTRANT
/s/ Robert M. Berstein
----------------------------------------
ROBERT M. BERNSTEIN, PRESIDENT AND CHIEF
FINANCIAL OFFICER
DATE: JULY 31,1997
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 3,076
<SECURITIES> 13,800
<RECEIVABLES> 45,174
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 53,473
<PP&E> 717,900
<DEPRECIATION> (154,951)
<TOTAL-ASSETS> 239,084
<CURRENT-LIABILITIES> 601,303
<BONDS> 0
0
150,000
<COMMON> 5,000
<OTHER-SE> (542,779)
<TOTAL-LIABILITY-AND-EQUITY> 239,084
<SALES> 104,722
<TOTAL-REVENUES> 104,722
<CGS> 0
<TOTAL-COSTS> 203,951
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 15,322
<INCOME-PRETAX> (170,193)
<INCOME-TAX> 0
<INCOME-CONTINUING> (170,193)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (170,193)
<EPS-PRIMARY> (.03)
<EPS-DILUTED> 0
</TABLE>
