FORM 10-QSB - QUARTERLY OR TRANSITIONAL REPORT UNDER
SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
U.S. Securities and Exchange Commission
Washington, D.C. 20549
(Mark One)
[XX] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For quarterly period ended October 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF
1934
For the transition period from to
Commission File Number: 0-25024
TITAN TECHNOLOGIES, INC.
(Exact name of small business issuer as
specified in its charter)
NEW MEXICO 85-0388759
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
3206 Candelaria Road NE. Albuquerque, NM 87107
(Address of principal executive offices)
(505) 884-0272
(Issuer's telephone number)
N/A
(Former name, former address and former three-months, 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 Securities 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 [X] No [ ]
The number of shares of the registrant's common stock outstanding as of
December 3, 1999 was:
No Par Value Common 30,265,411
Transitional Small Business Format: Yes [ ] No [X]
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Titan Technologies, Inc.
BALANCE SHEET
October 31, 1999
UNAUDITED
ASSETS
Current Assets
Cash .................................................. $ 70,218
Property and Equipment, at cost
Furniture and fixtures ................................ 5,407
Machinery ............................................. 7,706
-----------
13,113
Less accumulated depreciation ......................... 8,284
-----------
Net property and equipment ....................... 4,829
Other Assets
Accounts receivable - stockholder ..................... 609
-----------
$ 75,656
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable ...................................... $ 8,677
Other accrued liabilities ............................. 2,754
-----------
Total Current Liabilities ........................ 11,431
Stockholders' Equity
Common stock - no par value; authorized,
50,000,000 shares; issued and
outstanding, 29,200,411 shares ........................ 1,926,868
Accumulated deficit ................................... (1,862,643)
-----------
64,225
-----------
$ 75,656
===========
The Accompanying Notes Are An Integral Part of These Fianacial Statements
Titan Technologies, Inc.
STATEMENTS OF OPERATIONS
For the Three Months Ended October 31, 1999
UNAUDITED
1999 1998
------------ ------------
REVENUES
Other income ................................ $ 9,970 $ 865
------------ ------------
9,970 865
COSTS AND EXPENSES
General and administrative .................. 55,596 71,703
Outside services ............................ 150 834
Depreciation and amortization ............... 441 644
Interest .................................... -- 3,361
------------ ------------
56,187 76,542
------------ ------------
Loss before income taxes .................... (46,217) (75,677)
Provision for income taxes .................. -- --
------------ ------------
Net loss .................................... $ (46,217) $ (75,677)
============ ============
Weighted average common shares
outstanding, basic and diluted (Note 2) ... 28,555,964 23,978,400
============ ============
Basic and diluted (loss) per common share ... $ 0.00 $ 0.00
============ ============
The Accompanying Notes Are An Integral Part of These Fianacial Statements
Titan Technologies, Inc.
STATEMENTS OF CASH FLOWS
For the Three Months Ended October
UNAUDITED
1999 1998
Cash flows from operating activities
Other receipts .................................. $ 9,970 $ --
Interest received ............................... -- 865
Cash paid for suppliers and subcontractors ...... (54,033) (96,875)
Interest paid ................................... -- (3,361)
--------- ---------
Net cash used in operating activities ........... (44,063) (99,371)
Cash flows from investing activities ............... -- --
Cash flows from financing activities
Proceeds from sale of common stock .............. 107,400 218,500
--------- ---------
Net increase in cash ............................ 63,337 119,129
Cash at beginning of year ....................... 6,881 45,427
--------- ---------
Cash at end of period ........................... $ 70,218 $ 164,556
========= =========
Reconciliation of Net Loss to Net Cash Used in
Operating Activities
Net loss ....................................... $ (46,217) $ (75,677)
Adjustments
Depreciation and amortization ................... 441 644
Changes in assets and liabilities
Decrease in prepaid expenses .................... 5,555 --
Increase in accounts payable .................... 5,615 2,323
Increase in interest payable .................... -- 3,361
Increase (decrease) in accrued liabilities ...... (1,823) 5,628
Decrease in stockholders payables ............... (7,634) (35,650)
--------- ---------
Net cash used in operating activities ........... $ (44,063) $ (99,371)
========= =========
Noncash investing and financing activities:
During fiscal 1999 the Company exchanged 2,500,000 shares of common stock in
settlement of debt and accrued interest to a stockholder which had a book
value at the time of the exchange of $140,225.
The Accompanying Notes Are An Integral Part of These Fianacial Statements
Titan Technologies, Inc.
NOTES TO FINANCIAL STATEMENTS
For the Nine Months Ended April 30, 1999
1) NOTES TO FINANCIAL STATEMENTS
The balance sheet at October 31, 1999, and the statements of operations for the
three months ended October 31, 1999 and 1998 and statements of cash flows for
the three months ended October 31, 1999 and 1998 have been prepared without
audit. In the opinion of management, all adjustments, including normal recurring
adjustments necessary to present fairly the financial position, results of
operations and cash flows, have been made. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted. It
is suggested that these financial statements be read in conjunction with the
Company's audited financial statements at July 31, 1999. The results of
operations for the three months ended October 31, 1999 are not necessarily
indicative of operating results for the full year.
2) ISSUANCE OF COMMON STOCK
On October 20, 1998 the Company exchanged 2,500,000 shares of common stock in
settlement of debt and accrued interest which had a book value at the time of
the exchanger of $140,225.
During the three months ended October 31, 1998 the Company sold 2,185,000 shares
of common stock for which it received $218,500.
During the three months ended October 31, 1999 the Company sold 1,080,000 shares
of common stock for which it received $107,400.
3) LOSS PER SHARE
Loss per common share is computed using the weighted average number of common
shares outstanding during the period. Basic and diluted loss per share are the
same because the inclusion of options to purchase additional shares of stock are
antidilutive.
4) MANAGEMENT'S PLANS FOR OPERATIONS
The Company has experienced significant losses from operations in recent years
and the Company has used rather than provided cash in its operations.
The Company's ability to continue as a going concern is contingent upon its
ability to maintain adequate financing or obtain capital from other sources and
to attain profitable operations. The financial statements to not include any
adjustments relating to the recoverability and classification of recorded asset
amounts that might be necessary to should the Company be unable to continue in
existence.
Management has taken the following steps to address the financial and operating
condition of the Company which it believes will be sufficient to provide the
Company with the ability to continue in existence:
Improve marketing efforts for recycling plants and bring plastics technology to
a marketable product.
Reduce operating and administrative expenses, and issue stock and notes payable
where possible.
Defer officer salaries if required.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Results of Operations
- ---------------------
During the three months ended October 31, 1999, the Company had no licensing
revenue. During the year ended July 31, 1996 the Company granted tire recycling
license rights for Europe, Australia, New Zealand and South Africa to a company.
The agreement requires the payment of license fees of $1,500,000 to $2,500,000
to the Company for each plant constructed and royalties of 3.5% of the gross
sales price of by-products from the plants. No plants are scheduled for
construction at October 31, 1999.
Marketing agreements with current marketers for North American and Asian rights
require, among other things the marketers to sell certain numbers of plants per
year, and require payment to the Company, by the owner of the plant of a 7.5%
royalty on the net sales of by-products. Unless other arrangements are
negotiated, the plants will be constructed by the Company and sold to the
marketer at cost of the plant, plus a one-third markup on plant and installation
cost.
As a result of activities by management general and administrative expenses
decreased $16,107 to $55,596 and outside services decreased $684 to $150 for the
three months ended October 31, 1999 compared to the three months ended October
31, 1999.
Financial Condition
- -------------------
The Company's liquidity increased in the three months ended October 31, 1999
cash increased by $63,337 since July 31, 1999. Operations used $44,603 compared
to the same period of the prior year in which operations used $99,371.
Year 2000 Issue
- ---------------
Many existing computer programs use only two digits to identify a year in the
date field (i.e.12/31/99). These programs were designed and developed without
considering the impact of the upcoming change in the century. If not corrected,
many computer applications could fail or create erroneous results by or at the
Year 2000 (the "Year 2000 Issue").
The Company has addressed the Year 2000 Issue relating to its business, its
operations (including operating systems) and its relationship with its suppliers
and other constituents. All computer software used to process the company's
financial, accounting and reporting information are presently compliant. In this
issue. The Company has no significant electronic interaction with its customers,
suppliers, creditors or financial service organizations. Management does not
expect that the Year 2000 Issue, or the cost of addressing it will have a
material impact on its business, operations or financial condition. However,
management intends to review, on an ongoing basis, whether there are any changes
in anticipated costs, problems or uncertainties with the Year 2000 Issue.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
At the date of this report there are no known legal proceedings pending or
judgments against the Registrant or against any director or officer of the
Registrant in their capacity as such.
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS IN SENIOR SECURITIES
NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE
ITEM 5. OTHER INFORMATION
NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) There are no exhibits required by Item 601 of Regulation S-K
(b) Reports on Form 8-K. State whether any reports on Form 8-K have been
filed during the quarter for which this report is filed, listing the items
reported, any financial statements filed, and the dates of any such reports.
NONE
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
TITAN TECHNOLOGIES, INC.
December 5, 1999 Ronald L. Wilder
---------------------------------------------------------
Ronald L. Wilder, President, Chief Executive Officer,
Chief Financial Officer and Chief Accounting Officer.
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