-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QFuG7cXkJxkCXkfjiD0S5P1HeBkdCePSWC0bXsMlZMp9ExNXVQzfjnimdKD9KuVD GVtSZmwQ65DbwcZswjdh/g== 0001023856-01-500059.txt : 20010816 0001023856-01-500059.hdr.sgml : 20010816 ACCESSION NUMBER: 0001023856-01-500059 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTHEOS TECHNOLOGIES INC CENTRAL INDEX KEY: 0001016708 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 980170247 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-30156 FILM NUMBER: 1715189 BUSINESS ADDRESS: STREET 1: 15 WERTHEIM CT SUITE 311 STREET 2: RICHMOND HILL CITY: OTTOWA STATE: A1 ZIP: 00000 MAIL ADDRESS: STREET 1: 15 WERTHERIM CT SUITE 311 STREET 2: RICHMOND HILL CITY: OTTOWA STATE: A1 FORMER COMPANY: FORMER CONFORMED NAME: FAR WEST RESOURCES INC DATE OF NAME CHANGE: 19980112 FORMER COMPANY: FORMER CONFORMED NAME: WHATSONLINE COM INC DATE OF NAME CHANGE: 19990722 10QSB 1 form10q.txt QUARTERLY REPORT FOR JUNE 30, 2001 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE --------- SECURITIES EXCHANGE ACT OF 1934 For quarterly period ended June 30, 2001 ____ 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: 000-30156 ENTHEOS TECHNOLOGIES, INC. ------------------------------- (exact name of small business issuer as specified in its charter) NEVADA 98-0170247 - ------------- ---------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) Suite 311 - 15 Wertheim, Richmond, Ontario L4B 3H7 - --------------------------------------------------- ------------ (Address of principal executive offices) Registrant's telephone number, including area code: (905) 709-8240 -------------- Check whether the issuer: (1) has filed all reports required 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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No State the number of shares outstanding of each of the Issuer's classes of common equity as of the latest practicable date: as of August 3, 2001, there were 1,970,592 shares of the Issuer's Common Stock, $0.00001 par value per share outstanding. Transitional Small Business Disclosure Format (Check One): Yes [ ] No [x] ENTHEOS TECHNOLOGIES, INC. FORM 10-QSB, QUARTER ENDED JUNE 30, 2001 INDEX
PART I FINANCIAL INFORMATION Item 1 Financial Statements Consolidated Balance Sheets as of June 30, 2001....................................... 3 Consolidated Statements of Operations for the Quarter Ended June 30, 2001 and 2000.... 4 Consolidated Statements of Cash Flows for the Quarter Ended June 30, 2001....... 5 Notes to Interim Consolidated Financial Statements................................ 6 All schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto. Item 2 Management's Discussion and Analysis...................................... 8 PART II OTHER INFORMATION Item 1 Legal Proceedings............................................................. 9 Item 2 Changes in Securities...................................................... 9 Item 3 Defaults Upon Senior Securities............................................. 9 Item 4 Submission of Matters to a Vote of Security Holders........................ 10 Item 5 Other Information......................................................... 10 Item 6 Exhibits and Reports on Form 8-K......................................... 10 Signatures.................................................................. 11
ITEM 1 Financial Statements ENTHEOS TECHNOLOGIES, INC. INTERIM CONSOLIDATED BALANCE SHEETS JUNE 30, 2001 AND DECEMBER 31, 2000
(Unaudited) ASSETS June 30,2001 Dec. 31,2000 ------------ ------------ Current Assets Cash $865,049 $938,147 Accounts Receivable 141,305 153,711 ----------------------------------------- ----------------------------------------- Total Current Assets $1,006,354 $1,091,858 Property and Equipment, Net (Note 2) 277,014 305,862 Other Assets Goodwill (Note 2)-net of amortization of $27,500 and $22,500 33,750 38,750 ----------------------------------------- ----------------------------------------- Total Assets $1,317,118 $1,436,470 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable $ 158,435 $ 105,049 ---------- --------- Stockholders' Equity Preferred Stock: $0.0001 Par Value; Authorized Shares, 5,000,000 shares; Issued and None None Outstanding, None Common Stock: $0.00001 Par Value; Authorized Shares, 200,000,000; Issued and Outstanding, 1,970,592 20 20 Additional Paid In Capital 3,556,396 3,556,396 Loss Accumulated During the Development Stage (2,397,733) (2,224,995) ----------- ----------- Total Stockholders' Equity $1,158,683 $ 1,331,421 ---------- ----------- Total Liabilities and Stockholders' Equity $1,317,118 $1,436,470 =========== ==========
ENTHEOS TECHNOLOGIES, INC. INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000, AND FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited)
For The Three For The Three For The Six For The Six Months Ended Months Ended Months Ended Month Ended June 30, 2001 June 30, 2000 June 30, 2001 June 30, 2000 ------------- ------------- ------------- ------------- Revenues $ 141,304 $ 0 $ $ 0 206,145 Cost of Revenues 48,821 86,578 Gross Profit 92,483 $ 0 119,567 $ 0 Expenses General and Administrative 134,103 180,773 315,749 381,158 Other Income Interest Income 9,989 22,259 23,444 46,106 Net Loss Available to Common Stockholders $ (31,631) $ (158,514) $ (172,738) $ (335,052) ========== =========== ============ =========== Basic Loss Per Common Share $ (0.02) $ (0.08) $ (0.09) $ (0.17) Basic Weighted Average Common Shares Outstanding 1,970,592 1,970,592 1,970,592 1,970,592 ========== ========= ========= =========
ENTHEOS TECHNOLOGIES, INC. INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited)
Six Months Ended Six Months Ended June June 30, 2001 30, 2000 -------- -------- Cash Flows From Operating Activities Net Loss $ (172,738) $ (335,052) Adjustments to Reconcile Net Loss to Net Cash Used By Operating Activities Depreciation 33,848 8,682 Changes in Assets and Liabilities (Increase) Decrease in Accounts Receivable 12,407 (Increase) Decrease in Prepaid Rent (10,819) (Increase) Decrease in Security Deposits (5,230) Increase (Decrease) in Accounts Payable 53,385 9,672 ----------------------------------------- Total Adjustments 99,640 2,305 ----------------------------------------- Net Cash Used By Operating Activities (73,098) (332,747) Cash Flows From Investing Activities 0 0 Purchase of Property and Equipment 0 (17,836) ----------------------------------------- ----------------------------------------- Net Cash Flows From Investing Activities 0 (17,836) Cash Flows From Financing Activities 0 0 - - Increase (Decrease) in Cash and Cash Equivalents (73,098) (350,583) Cash and Cash Equivalents, Beginning of Year 938,147 1,905,478 ----------------------------------------- Cash and Cash Equivalents, End of Year $ 865,049 $ 1,554,895 =================== ==================== Supplemental Information: Cash Paid For: Interest $ 0 $ 0 ============= ========== Income Taxes $ 0 $ 0 ============= ==========
ENTHEOS TECHNOLOGIES, INC. NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS JUNE 30, 2001 AND 2000 NOTE 1 - PRESENTATION OF INTERIM INFORMATION The accompanying unaudited interim financial statements have been prepared in accordance with Form 10QSB and in the opinion of management of Entheos Technologies, Inc. (the Company), include all normal adjustments considered necessary to present fairly the financial position as of June 30, 2001 and the results of operations for the six months ended June 30, 2001 and 2000. These results have been determined on the basis of generally accepted accounting principles and practices and applied consistently with those used in the preparation of the Company's 2000 Annual Report on Form 10KSB. Certain information and footnote disclosures normally included in the financial statements presented in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that the accompanying unaudited interim financial statements be read in conjunction with the financial statements and notes thereto incorporated by reference in the Company's 2000 Annual Report on Form 10KSB. NOTE 2 - PROPERTY AND EQUIPMENT Property and Equipment consists of the following at June 30, 2001:
Computer Equipment $ 413,808 Computer Software 70,890 Furniture and Fixtures 11,614 ---------- Total $ 496,312 Less Accumulated Depreciation 219,298 ---------- Net Book Value $ 277,014 =========
Depreciation expense charged to operations during 2001 was $28,848. NOTE 3 - EARNINGS PER SHARE Basic earnings or loss per share is based on the weighted average number of shares outstanding during the period of the financial statements. Diluted earnings or loss per share are based on the weighted average number of common shares outstanding and dilutive common stock equivalents. All per share and per share information are adjusted retroactively to reflect stock splits and changes in par value, when applicable. All earnings or loss per share amounts in the financial statements are basic earnings or loss per share. The computation of basic loss per share is as follows:
3 m/e 6 m/e 3 m/e 6 m/e 6/30/01 6/30/01 6/30/00 6/30/00 ------- ------- ------- ------- Numerator $ (31,631) $ (158,514) $ (172,738) $ (335,052) Denominator 1,970,592 1,970,592 1,970,592 1,970,592 Basic loss per share $ (0.02) $ (0.08) $ (0.09) $ (0.17)
NOTE 4 - SUBSEQUENT EVENTS A. On July 12, 2001, a majority of the shareholders approved the following at its Annual General Shareholders Meeting: (1) Twenty-five to one reverse split of the Company's common stock, with no change in par value. All per share and per share information have been adjusted retroactively to reflect the split. (2) Approval of the Company's 2001 stock option plan with 20,000,000 common shares reserved for issuance thereunder. NOTE 5 - ACCOUNTING POLICIES Certain accounts have been reclassified to conform to the current period's presentation. These changes have no effect on previously reported results of operations or total stockholders' equity. ITEM 2. Management's discussion and analysis of financial condition and results of operations When used in this discussion, the words "believes," "anticipates," "expects," and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Actual results, performance or achievements could differ materially from those anticipated in such forward looking statements as a result of numerous factors, including but not limited to the Company's ability to continually expand its subscriber base and opt-in email lists, market its services to potential advertisers, the regulatory environment in which the Company operates, future acceptance of its services and other factors described in the company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are also urged to carefully review and consider the various disclosures made by the Company which attempt to advise interested parties of the factors which affect the Company's business, in this report, as well as the Company's periodic reports on Forms 10-KSB, 10QSB and 8-K filed with the Securities and Exchange Commission. Overview - -------- Entheos Technologies Inc. ("Entheos" or the "Company"), through its wholly owned subsidiary, Email Solutions, Inc., operates as an Application Service Provider developing reliable, scalable, real time, high volume outsourced email services. RESULTS OF OPERATIONS - --------------------- Revenues. The Company generated $141,304 and $206,145 in revenues for the three and six months ended June 30, 2001, respectively, versus $0 for the same periods in 2000. To date, the Company has not relied on revenues for funding. Cost of Revenues. The Company incurred $48,821 and $86,578 in cost of revenues for the three and six months ended June 30, 2001, respectively, versus $0 for the same periods in 2000. These cost of revenues were 35% and 42% of revenues for the three and six month periods ended June 30, 2001. General and Administrative Expenses. During the three and six months ended June 30, 2001, the Company incurred $134,103 and $315,749, respectively, in general and administrative expenses, a decrease of 26% and 17% from the same periods in 2000. These decreases are primarily due to lower salary expenses and reflect a reduction in the ongoing costs of developing and maintaining the Company's operations. Interest Income. Interest income was $9,989 and $23,444 for the three and six month periods ended June 30, 2001 and 2000, respectively, a decrease of $12,270, or 55%, and $22,662, or 49% from the same periods in 2000. The decrease in interest income is a direct result of the Company maintaining lower cash balances and changes in interest rates. Interest earned in the future will be dependent on Company funding cycles and prevailing interest rates. Provision for Income Taxes. As of June 30, 2001, the Company's accumulated deficit was $2,397,733 and as a result, there has been no provision for income taxes to date. Net Loss. For the three and six months ended June 30, 2001, the Company recorded net losses of $31,631 and $172,738, respectively, compared to net losses of $158,514 and $335,052, for the same periods in 2000. During the three and six months ended June 30, 2001, the Company's net losses decreased by $126,883, or 80%, and $162,314, or 48%, when compared to the same periods in 2000. These decreases in net losses are a result of the Company's ongoing efforts to reduce operating expenses. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- As at June 30, 2001, the Company had a cash balance of $865,049, compared to $938,147 as at December 31, 2000. The Company has financed its operations primarily through cash on hand during the three and six month periods ending June 30, 2001. Net cash used by operating activities was $73,098 for the six month period ending June30, 2001, compared to net cash used of $332,747 for the same period in 2000. This change was primarily due to a $162,314 decrease in net losses, an increase in depreciation of $25,166, decrease in accounts receivable of $12,407 and an increase in accounts payable of $43,713. The Company's future funding requirements will depend on numerous factors. These factors include the Company's ability to operate its business profitably in the future, recruit and train qualified management, technical and sales personnel, and the Company's ability to compete against other, better capitalized corporations. The Company has adequate cash to satisfy its cash requirements over the next twelve months. The Company may raise additional funds through private or public equity investment in order to expand the range and scope of its business operations. There is no assurance that such additional funds will be available for the Company to finance its operations on acceptable terms, if at all. PART II - Other Information Item 1 Legal Proceedings None Item 2 Changes in Securities On July 12, 2001, the shareholders approved a 25:1 reverse split of the company's outstanding shares of common stock, effective July 31, 2001. The common stock's par value of $0.00001 per share remain the same. Item 3 Defaults Upon Senior Securities None Item 4 Submission of Matters to a Vote of Security Holders At a shareholder's meeting held on July 12, 2001, a majority of the shareholders approved a 25:1 reverse split of the company's outstanding shares of common stock, to be effective as of July 31, 2001. The common stock's par value of $0.00001 per share will remain the same. The shareholders also approved and adopted the 2001 stock option plan with 20,000,000 shares reserved for issuance. Item 5 Other Information None Item 6 Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K On April 18, 2001, the Company filed an 8-K regarding the resignation of Mr. Gursh Kundan, effective April 10th, 2001, from the Board of Directors of Entheos Technologies, Inc. and as the Company's Secretary and Treasurer. Mr. Kundan resigned from the Board for personal reasons. Replacing Mr. Kundan as a Director, as well as being appointed as the Company's Secretary Treasurer is Mr. Herdev S. Rayat. Since 1994, Mr. Rayat has served as President of Thor West Management Group, a privately held management and consulting services company. On July 23, 2001, the Company filed an 8-K detailing the shareholder's approval of a 25:1 reverse split of the company's outstanding shares of common stock, to be effective as of July 31, 2001. The common stock's par value of $0.00001 per share will remain the same and the 2001 Stock Option Plan. Signature Page Pursuant to the requirements of section 13 or 15(d) 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. ENTHEOS TECHNOLOGIES, INC /s/ Kesar S. Dhaliwal --------------------- Kesar S. Dhaliwal CEO and President /s/ Harmel S. Rayat ------------------- Harmel S. Rayat Director /s/ Herdev S. Rayat ------------------- Herdev S. Rayat Director, Secretary & Treasurer Dated: August 6, 2001 -----END PRIVACY-ENHANCED MESSAGE-----