SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20459
FORM 10-QSB/A
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED: JUNE 30, 2001
COMMISSION FILE NUMBER: 0-11419
ARMITEC, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 22-2435595
--------------------------------------------------------- ---------------------
(STATE OR OTHER JURISDICTION OF INCORPORATION OR (I.R.S. EMPLOYER
ORGANIZATION IDENTIFICATION NO.)
2965 B-2 COBB PARKWAY, ATLANTA, GEORGIA 30339
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES OF INCORPORATION ZIP CODE
OR ORGANIZATION
770-980-9806
REGISTRANTS TELEPHONE NUMBER, INCLUDING AREA CODE
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 and 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 last 90 days.
YES [X] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as to the latest practical date.
CLASS No. of shares Outstanding on June 30, 2001
Common Stock 18,808,632
Par Value $.00167
Per share
1
ARMITEC, INC.
(A DEVELOPMENT STAGE COMPANY)
TABLE OF CONTENTS
Part I Financial Information Page
Item 1. Financial Statements:
Consolidated Condensed Balance Sheets
June 30, 2001 (unaudited) and December 31, 2000........................................... 3
Consolidated Condensed Statements of Operations for the three and six months ended
June 30, 2001 (unaudited), and cummulative from commencement of
development stage (July 24, 2000), through June 30, 2001 (unaudited)...................... 4
Consolidated Condensed Statements of Cash Flows for the six months
ended June 30, 2001 (unaudited), and cummulative from commencement
of development stage (July 24, 2000), through June 30, 2001 (unaudited)................... 5
Consolidated Statements of Changes in Stockholders' equity for the period from
inception (July 24, 2000), to June 30, 2001 (unaudited) .................................. 6
Notes to Financial Statements (unaudited)................................................. 7
Item 2. Plan of operation ........................................................................ 8
2
ARMITEC, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED CONDENSED BALANCE SHEETS
JUNE 30, DECEMBER 31,
2001 2000
----------------- --------------
(UNAUDITED)
ASSETS
CURRENT ASSETS
Cash $ - $ 100
Inventory 14,264
----------------- --------------
Total current assets 14,264 100
----------------- --------------
Leasehold Improvements 6,000
----------------- --------------
OTHER ASSETS
Deferred offering costs 21,251
Other receivables 103,870
----------------- --------------
Total other assets 103,870 21,251
----------------- --------------
$ 124,134 $ 21,351
================= ==============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 90,160 $ 51,250
Bank overdraft 8,688
Related party obligations 294,180 173,687
----------------- --------------
Total Current Liabilities 393,028 224,937
----------------- --------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, par value $.0016; 50,000,000
shares authorized; 18,808,632 issued and outstanding 30,094 30,094
Paid-in capital 24,033 24,033
Common stock subscriptions 1,606,741
Common stock subscriptions receivable (1,500,000)
(Deficit) accumulated during the development stage (429,762) (257,713)
----------------- --------------
Total Stockholders' Equity (Deficit) (268,894) (203,586)
----------------- --------------
$ 124,134 $ 21,351
================= ==============
The accompanying notes are an integral part of these financial statements
3
ARMITEC, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
CUMMULATIVE
FROM
JULY 24,
2000
(COMMENCEMENT
OF
THREE MONTHS ENDED SIX MONTHS ENDED DEVELOPMENT
JUNE 30, JUNE 30, STAGE)
--------------- -------------- ---------------- ----------------- TO
2001 2000 2001 2000 JUNE 30, 2001
--------------- -------------- ---------------- ----------------- -------------------
REVENUES $ - $ - $ - $ - $ -
--------------- -------------- ---------------- ----------------- -------------------
EXPENSES
General and administrative 107,922 168,953 389,751
Interest 1,456 3,096 5,044
--------------- -------------- ---------------- ----------------- -------------------
Total expenses 109,378 - 172,049 - 394,795
--------------- -------------- ---------------- ----------------- -------------------
NET (LOSS) $ (109,378) $ - $ (172,049) $ - $ (394,795)
=============== ============== ================ ================= ===================
NET (LOSS) PER SHARE $ (0.01) $ (0.01)
=============== ============== ================ =================
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 18,808,632 18,808,632
=============== ============== ================ =================
The accompanying notes are an integral part of these financial statements
4
ARMITEC, INC.
(A Development Stage Company)
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
CUMMULATIVE
FROM
JULY 24,
2000
(COMMENCEMENT
OF
SIX MONTHS DEVELOPMENT
ENDED STAGE)
JUNE 30, TO
2001 JUNE 30, 2001
-------------- ------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) $ (172,049) $ (394,795)
Adjustments to reconcile net loss to
net cash used by operating activities:
Common stock issued for services 18,160
Changes in operating assets and liabilities:
Increase (decrease) in
Inventories (14,264) (14,264)
Accounts payable 38,910 90,160
-------------- ------------------
Net Cash (Used) by Operating Activities (147,403) (300,739)
-------------- ------------------
CASH FLOWS FROM INVESTING ACTIVITIES
Increase in leasehold improvements (6,000) (6,000)
Increase in other receivables (103,870) (103,870)
Increase in deferred offering costs (21,251)
-------------- ------------------
Net Cash to financing activities (109,870) (131,121)
-------------- ------------------
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in paid-in capital 1,000
Increase in common stock subscriptions 127,992 127,992
Increase in related party obligations 120,493 294,180
-------------- ------------------
Net Cash from financing activities 248,485 423,172
-------------- ------------------
NET (DECREASE) IN CASH (8,788) (8,688)
CASH AT BEGINNING OF PERIOD, 100 -
-------------- ------------------
BANK OVERDRAFT AT END OF PERIOD $ (8,688) $ (8,688)
============== ==================
SUPPLEMENTAL INFORMATION
Interest paid $ 3,096 $ 5,044
============== ==================
NON-CASH ACTIVITIES
Deferred offering costs applied to common
stock subscriptions received $ 21,251
==================
The accompanying notes are an integral part of these financial statements
5
ARMITEC, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED CONDENSED STATEMENTS OF
CHANGES IS STOCKHOLDERS' EQUITY
(DEFICIT)
ACCUMULATED
COMMON STOCK COMMON STOCK SUBSCRIBED DURING
--------------------- PAID-IN --------------------------- DEVELOPMENT
SHARES AMOUNT CAPITAL AMOUNT RECEIVABLE STAGE TOTAL
----------- -------- --------- ----------- -------------- ------------ -----------
(AUDITED)
BALANCES, AT INCEPTION 15,947,542 $ 25,516 $ - - - $ (34,967) $ (9,451)
Shares issued for compensation
to employees @ $.01 1,027,100 1,643 8,628 10,271
Shares issued to settle debt @ $.01 18,000 29 151 180
Shares issued for outside
services @ $.01 1,815,990 2,906 15,254 18,160
Net (loss) for the period (222,746) (222,746)
----------- -------- --------- ----------- -------------- ------------ -----------
BALANCES, DECEMBER 31, 2000 18,808,632 $ 30,094 $ 24,033 - - $ (257,713) $ (203,586)
(unaudited)
Common stock subscribed, net
of stock offering costs of $21,251 1,606,741 (1,500,000) 106,741
Net (loss) for the six months
ended June 30, 2001 (172,049) (172,049)
----------- -------- --------- ----------- -------------- ------------ -----------
BALANCES, MARCH 31, 2001, (UNAUDITED) 18,808,632 $ 30,094 $ 24,033 $ 1,606,741 $ (1,500,000) $ (429,762) $ (268,894)
=========== ======== ========= =========== ============== ============ ===========
The accompanying notes are an integral part of these financial statements
6
Note 1. BASIS OF PRESENTATION
In the opinion of management, the accompanying unaudited consolidated condensed
financial statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-QSB. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation of the Company's financial position as of June 30, 2001 and the
results of its operations and cash flows for the three and six months ended June
30, 2001 have been made. Operating results for the six months ended June 30,
2001 are not necessarily indicative of the results that may be expected for the
year ended December 31, 2001.
These condensed financial statements should be read in conjunction with the
financial statements and notes thereto contained in the Company's Form 10-KSB
for the year ended December 31, 2000.
7
ITEM 2. PLAN OF OPERATION
The Company's operations since inception have been limited due to its inability
to obtain financing on the net assets it was to liquidate of an established
local uniform company pursuant to a management contract previously entered into.
The Company is financially dependent on its principal shareholder, who has
financed the majority of its cash flows to date. Management of the Company
believes that the Company will be successful in selling its outstanding stock
subscriptions, thereby raising sufficient capital to pursue its business plan.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereto duly authorized.
ARMITEC, INC.
August 28, 2001 /s/ BRUCE R. DAVIS
-------------------------------------
President and Chief Executive Officer
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