UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from to
Commission file number 0-11419
Armitec, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 22-4935595
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(State of Incorporation) (I.R.S. Employer Identification No.)
4479 Atlanta Road
Smyrna, Georgia 30080
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(Address of principal executive offices) (Zip Code)
770-432-8140
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(Telephone Number)
Not Applicable
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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 XX NO
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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: 41,688,629 shares of common
stock, $.00167 par value per share, issued and outstanding as of September 3,
2002.
Transitional Small Business Disclosure Format (check one): YES XX NO
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EXPLANATORY NOTE
The registrant is filing this Form 10-QSB/A solely to include copies of
Exhibits 10.1, 10.2, 10.3, and 10.4, which were inadvertently omitted from the
registrant's filing of the Form 10-QSB on September 17, 2002.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3.1 Amended and Restated Certificate of Incorporation (1)
10.1 Convertible Note Purchase Agreement between Armitec, Inc. and Filter
International, Ltd.
10.2 Convertible Promissory Note with Filter International, Ltd.
10.3 Warrant Agreement with Filter International, Ltd.
10.4 Registration Rights Agreement with Filter International, Ltd.
99.1 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 executed by Bruce R.
Davis, Chief Executive Officer, President and Chief Financial Officer
of Armitec, Inc. (2)
(1) Incorporated by reference to the Definitive Information Statement on
Schedule 14C filed by the registrant on June 27, 2002.
(2) Previously filed.
(b) Reports on Form 8-K
On May 28, 2002, the Registrant filed a Current Report on Form 8-K
reporting the resignation of its independent public accountant.
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.
ARMITEC, INC.
/s/ Bruce R. Davis
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Date: September 23, 2002 Bruce R. Davis
President, Chief Executive Officer,
Chief Financial and Accounting Officer