SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 KSB/A2
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended September 30, 2000
Commission File No. 0-27175
ADVANCE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Nevada 95-475536
(State or other (I.R.S. Employer
Jurisdiction of Incorporation Identification No.)
or organization)
716 Yarmouth Road # 215
Palos Verdes Estates, CA 90275
(Address of principal executive offices)
Registrant's telephone number, including area code:
(310) 265-7776
Securities Registered Pursuant to Section 12(b) of the Act:
Title of each class
Common
Name of Each exchange on which registered
National Association of Securities Dealers
Securities registered pursuant to Section 12(g) of the Act:
_________________________________
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
Advance Technologies, Inc. Form 10KSB/A2
Indicate by check mark if disclosure of delinquent
filers pursuant to item 405 of 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-KSB or any amendment to this
Form 10-KSB. [X]
The aggregate market value of voting stock held by
non-affiliates of the Registrant as of September 30,
2000 was approximately $3,859,384.50
On September 30, 2000, approximately 2,572,923
Shares of the Registrant's Common Stock, $0.001 par
value, were outstanding.
Documents Incorporated by Reference
(1) Financial Statements for September 30, 2000
(2) Except for the historical information presented,
the matters discussed in this Form 10 KSB include
forward-looking statements that involve risks and
uncertainties. The Company's actual results could
differ materially from those discussed herein.
Factors that could cause or contribute to such
differences include, but are not limited to, those
discussed under the caption "Factors That May Affect
Future Results" under "Management's Discussion and
Analysis of Financial Condition and Results of
Operations" in the Company's 2000 Financial
Statements, which is incorporated by reference in this
Form 10-KSB.
Advance Technologies, Inc. Form 10KSB/A2 2
ADVANCE TECHNOLOGIES, INC.
TABLE OF CONTENTS
Page
PART I
Item 1. BUSINESS 4
Item 2. PROPERTIES 6
Item 3. LEGAL PROCEEDINGS 6
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS 6
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS 7
Item 6. SELECTED FINANCIAL DATA 8
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 10
Item 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE. 10
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE
REGISTRANT 11
Item 11. EXECUTIVE COMPENSATION 12
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT 13
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
13
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
REPORT 13
SIGNATURES FIN 16
Advance Technologies, Inc. Form 10KSB/A2 3
PART I
Item 1. Business
Introduction
Advance Technologies, Inc. ("the Company") The Company
was organized under the laws of the State of Delaware under
the name PWB Industries, Inc., the articles of
incorporation were issued June 16, 1969. The name was
changed to Sun Energy, Inc. ("The Company"), which merged
with Sto Med, Inc. on February 22, 1996 changing its name
to Sto Med, Inc. ("The Company") and domicile to the State
of Nevada. On February 23, 1996, Sto Med, Inc., a
privately held California corporation, was acquired by Sto
Med, Inc. ("The Company") the California Corporation
acquisition was rescinded on August 23rd 1997. Sto Med
Inc. ("The Company") the Nevada corporation changed its
name to Advance Technologies, Inc., ("The Company") on
August 23rd 1997. On September 27, 1999 the "Company"
acquired Seacrest Industries of Nevada, also known as
Infrared Systems International.
The Company
The Registrant through its wholly owned subsidiary
SEACREST INDUSTRIES, INC., and through its president and
director Mr. Gary Ball was granted an exclusive world-wide
license agreement for the use of US patent number 5,534,694
by Hughes Aircraft Company, for a key optical element of
the Infrared Aircraft Landing System. Gary Ball founder
and CEO of Infrared Systems International (ISI) a/k/a
Seacrest Industries International, Inc. in 1992 formed the
company for the singular purpose of providing manufacturing
and sales support for the unique Infrared System called
Enhanced Vision System (EVS). While employed by Electro-
Optical Systems, a segment of Hughes Aircraft Company, as
senior Program Manager and engineer, he led the research
and development team responsible for the development of the
Enhanced Vision System (EVS). This technology was designed
to allow aircraft pilots to actually "see" the airport
environment through cloud ceiling or surface fog. The
factor of enhanced safety, alone, is generating an enormous
demand for this type of system, which, in the future, could
become part of the Minimum Equipment List (MEL) required
Advance Technologies, Inc. Form 10KSB/A2 4
for commercial aircraft carrying more than a designated
number of passengers (FAA Part-91, -121, & -135 markets).
Millions of dollars have been expended in the development
of this technology by many major Corporations.
In June of 1992, Gary E Ball was employed as the Program
Manager of EVS at Hughes Aircraft Company where he
developed the technology, including the principal patent,
licensed to the Company. In October of 1995, in connection
with certain strategic business decisions being made by
Hughes Aircraft, Hughes Aircraft offered Mr. Gary E. Ball a
license of the EVS technology. The license included the
patent submitted by Mr. Gary E. Ball and others, together
with proprietary data related to the technology,
proprietary business agreements, and unrestricted use of
the licensed information and EVS knowledge acquired while
Mr. Gary Ball was at Hughes Aircraft.
The license agreement with Hughes required prepayment of
($25,000) and a royalty on each licensed product sold. The
license is exclusive and limited to the use of the
technology relating to commercial aircraft licensed to
operate by the United States Federal Aviation
Administration or equivalent regulatory agency elsewhere.
This agreement requires the consent of Hughes Aircraft to
sublicense the technology, which consent will not be
unreasonably withheld.
In July of 1997, ISI entered into a license agreement with
Kollsman, Inc. which contemplates the payment of a royalty
to ISI based upon the number of licensed products sold by
Kollsman and requires the personal consulting services of
Mr. Gary E. Ball for which the Company will receive
compensation. This agreement entitles ISI to an advanced
royalty of $5,000 per month plus time and expenses for
consulting service as well as an initial $20,000 advance
payment. The royalty based upon sales increases, as the
number of systems sold increases.
Kollsman, Inc. is a commercial avionics and electronics
company that designs, develops and manufactures flight
instruments. It is a leading developer of Forward Looking
Advance Technologies, Inc. Form 10KSB/A2 5
Infrared Systems. These systems have primarily been
utilized in military applications. The system designed by
Kollsman that utilizes the Company's technology is based
upon an infrared sensor unit placed in the nose of the
aircraft. Output from the sensor unit is transmitted
through a video interface onto a heads-up-display located
on the aircraft's flight deck. The image displays the
approach on a high quality black and white television image
projected onto a combining glass in front of the Captain.
The result is that night vision is enhanced and a pilot has
the ability to see through fog, smoke, haze, rain and snow.
In addition to improved situational awareness of the
airport, traffic and surrounding terrain, the takeoff and
landing "Minima" results in fewer diversions, cancellations
and delays.
In October of 1997, Gulfstream, the leading manufacturer of
large business aircraft, and Kollsman announced the signing
of a memorandum of understanding to utilize the Company's
technology on Gulfstream IV-SP and Gulfstream V aircraft.
Gulfstream announced it is preparing for pre-prototype
flight tests whose goal is to utilize the technology where
the visual ceiling is no more than 50 feet and the runway
visual range is no more than 700 feet.
While the Company's primary efforts are directed toward
supporting the Kollsman license, the Company is pursuing
other areas of development for the Enhanced Vision System
(EVS) Technology. Not only can the technology be used in a
variety of cameras to reveal images through clouds or smoke
but also to reveal critical characteristics that would
otherwise not be seen in paintings and livestock. There are
a multitude of medical applications, applications for
preventive maintenance, uses in underwater imaging systems
and emergency vehicle warning systems, ground
transportation (commercial and recreational), fire
fighting, vehicle, airborne and man-portable, and all types
of maritime transportation.
Item 2. Properties
The Company's executive offices are located in
Palos Verdes Estates, California.
Advance Technologies, Inc. Form 10KSB/A2 6
Item 3. Legal Proceedings
There are no legal proceedings known or pending against
the Registrant or its subsidiary
Item 4. Submission of Matters to a Vote of Security
Holders
There were no shareholders meetings held in the period
ending September 30, 2000.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters
The Company is currently trading, OTC, on the Nationals
Association of Securities Dealers "Pink Sheets" with the
high bid at $1.75 per share and the low bid of $1.375 per
share during the last quarter. Additional information
required by this item may be found in the Company's 2000
Financial Statements..
On October 4, 1999 there was an escrow established by the
Company at Pacific Stock Transfer Company for 50,204,102
Shares of preferred stock for the exchange of Seacrest
Industries, Inc. common stock in conjunction with its
acquisition. As of September 30, 2000 43,123,202 shares of
Seacrest had been exchanged.
Our Company's authorized capital stock as of December 31,
2000 consists of 52,770,025 shares divided into 2,572,923
shares of Common Stock, par value $0.001 per share, and
50,204,102 shares of Preferred Stock, par value, $0.001 per
share.
Common Stock has equal voting rights and, when validly
issued and outstanding are entitled to one vote per share
in all matters to be voted upon by shareholders. The shares
of Common Stock have no preemptive, subscription,
conversion or redemption rights and may be issued only as
fully-paid and non-assessable shares. Cumulative voting in
Advance Technologies, Inc. Form 10KSB/A2 7
the election of directors is not permitted, which means
that the holders of a majority of the issued and
outstanding shares of Common Stock represented at any
meeting at which a quorum is present will be able to elect
the entire Board of Directors if they so choose and, in
such event, the holders of the remaining shares of Common
Stock will not be able to elect any directors. In the event
of liquidation of the Company, each shareholder is entitled
to receive a proportionate share of the Company's assets
available for distribution to shareholders after the
payment of liabilities and after distribution in full of
preferential amounts, if any. All shares of the Company's
Common Stock issued and outstanding are fully-paid and
nonassessable. Holders of the Common Stock are entitled to
share pro rata in dividends and distributions with respect
to the Common Stock, as may be declared by the Board of
Directors out of funds legally available therefore. The
Preferred Stock has no voting rights and is convertible to
common upon direction of the Board of Directors. A majority
of the Preferred Shareholders govern the convertible ratio
to common.
Item 6. Selected Financial Data
The following summary financial data should be read
together with this "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and the
Financial Statements included herein.
Statement of Operations
For the year ended
September 30, 2000
Revenues: $ -0-
Expenses:
Depreciation & Amortization 14,665
Interest 2,816
Organization Costs
Research & Development 11,250
General and administrative 73,068
Total Expenses 101,799
Net (Loss) $( 101,799)
Net Loss Per Share $ (0.03) $ (0.07) $ (1.85)
Advance Technologies, Inc. Form 10KSB/A2 8
Balance Sheet of September 30, 2000
Current assets
Cash $ 1,646
Prepaid License 12,500
Total Current Assets 14,146
Property & Equipment 23,835
(net of accumulated depreciation)
Total Assets $ 37,981
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable $ 27,291
Accrued wages 7,000
Accrued interest 2,816
Note Payable-Officer 49,500
Advance Royalties 25,000
Total Current Liabilities 111,607
Long Term Debt
Line of Credit 79,500
Total Liabilities 191,107
Stockholders' Equity
Common Stock, authorized 100,000,000 shares
of $.001 par value, issued and outstanding
2,572,923 shares 2,573
Preferred Stock, Series A authorized
100,000,000 shares of $.001 par value,
issued and outstanding 50,204,102 shares 50,204
Additional Paid in Capital 446,496
Deficit Accumulated During the
Development Stage (652,399)
Stockholders' Equity (153,126)
Advance Technologies, Inc. Form 10KSB/A2 9
Item 7. Management's Discussion and Analysis of Financial
Condition and Reports of Operation
The Company has not had any revenues for the last two
fiscal years, namely, for the periods ending September 30,
1999 and September 30, 2000. During fiscal 2000, research
and development on the vision system continued and tests
were performed with respect to the enhancement and
development of the Company's night vision system for
aircraft. In addition, the Company continued its R&D into
night vision systems for other land and sea motorized
vehicles. The Company's cash needs continue and when
cash is required, an Officer of the Company provides same.
The Company will attempt to raise additional funds in the
near future (fiscal, 2001)
In October 2000, the Company did receive $49,000 from a
Taiwanese corporation to jointly develop a night vision
system to be utilized in Class A coaches (cf Note No. 10
to the Notes to Financial Statements)
The Company does not anticipate purchasing or selling any
significant equipment during the next twelve months and the
Company does not expect any significant changes in the
number of employees.
Item 8. Changes in and Disagreements with Accountants on
Accounting Financial Disclosure.
The Registrant had employed the accounting firm of
Crouch, Bierwolf & Chisholm, 50 West B'way, Suite 1130,
Salt Lake City, UT 84101 for its Filings Form 10-SB (August
30, 1999) and Form 10-K (period ending September 30, 1999),
The Certified Public Accountant at the Crouch firm who
handled Registrant's account was Mr. Todd G. Chisholm.
Prior to the filing of Form 10-K for the period ending
September 30, 2000, Mr. Chisholm left the Crouch, Bierwolf
& Chisholm firm and started his own practice as a Certified
Public Accountant. The name of Mr. Chisholm's public
accounting firm is now referred to as Chisholm &
Associates, PO Box 540216, North Salt Lake, UT 84054.
Advance Technologies, Inc. Form 10KSB/A2 10
Accordingly, Mr. Todd G. Chisholm while resigning from
the Crouch, Bierwolf & Chisholm firm, continues to act as
Registrant's Independent Accountant through the firm of
Chisholm & Associates. Mr. Chisholm did not resign, decline
to stand for reelection nor did Registrant dismiss Mr.
Chisholm.
The decision to retain Mr. Chisholm as its Certified
Public Accountant with the firm of Chisholm and Associates
was approved by Registrant's Board of Directors.
During the Registrants two most recent fiscal years
(for the periods ending September 30, 1999 and September
30, 2000) there were no disagreements with Mr. Chisholm on
any matters of accounting principals, financial statement
disclosures or auditing scope or procedure.
PART III
Item 10. Directors and Executive Officers of the Registrant
GARY E. BALL Age 63, residing in Beverly Hills, California
is married. He attended California State University at Long
Beach graduating in 1967 BSEE and MSEE, went on to perform
Graduate Studies at University of Southern California. He
has specialized in product design, development, and
management for North American Aviation, Autonetics
Division. Technical Manager in charge of the Pave Track
program for Ford Aerospace. Program Manager for Northrop
Electro-Mechanical in charge of business development on
several classified DOD programs, including the AMRAAM
effort. Program Manager for Hughes Aircraft where he
developed the Infrared Enhanced Vision System, reporting to
the President of EDSG as directed by General Motors and
directed all non-core business. He is a member of NATO NIAG
study group on Aircraft Integration. He has authored
several articles for trade publications, the last 4 years
he has provided consulting services to 10 U.S. and foreign
corporations in the field of IR technology.
Advance Technologies, Inc. Form 10KSB/A2 11
GARY L. BANE Age 63, residing in Santa Barbara, California
is married. He attended University of Southern California
attaining BS Mechanical and Aeronautical (1960) MS Control
Systems and Instrumentation (1966) MS Systems Management
(1968). University of California, Los Angeles studying Deep
Submergence Vehicle, Oceanography and Offshore Systems
Engineering. Stanford University Executive Institute of
Management of High Technology Companies. Mr. Bane is a
specialist in the development and management of Deep Ocean
and offshore technology projects. He recently retired from
Rockwell after 30 years as director of Ocean Systems. While
at Rockwell he successfully managed significant technical
solutions and advanced state-of-the-art programs for a
number of classified programs. He was General Manager of
Interstate Electronics; Oceanic Division where he was
responsible for profit and loss and R and D for offshore
oil drilling and recovery projects.
WENDY BALL Age 54, residing in Beverly Hills, California is
married. She graduated from University of Southern
California, BS cum Laude. Her career has been focused on
retail merchandising, where she has demonstrated
exceptional skills in management, team building and
communications. She was a key employee at Neiman Marcus
Beverly Hills where she increased sales 400% in the
Christian Lacroix Boutique and was a key buyer in New York.
She was an account executive for Carolee Jewelry for
Southern California, Arizona and Utah increasing sales 84%.
She was co-owner Brava Specialty Clothing Store in Redondo
Beach, California.
Item 11. Executive Compensation
Other than information provided in the Company's 1999
Financial Statements incorporated herein, executive
officers and directors have received no other compensation.
Advance Technologies, Inc. Form 10KSB/A2 12
Item 12. Security Ownership of Certain
Beneficial Owners and Management
Title (1)Name & (2)Amount & Percent of
Of Class Address of Nature of Class
Beneficial Owner Beneficial Ownership
Preferred Gary E. Ball 9,240,000 Issued Shares 18.4
28 Santa Cruz Court
Manhattan Beach, CA 90266
Preferred Gary L. Bane 364,000 Issue Shares 1.0
2015 Edgewater
Santa Barbara, CA 93109
Preferred Wendy Ball 9,240,000 Issued Shares 18.4
28 Santa Cruz Court
Manhattan Beach, CA 90266
Item 13. Certain Relationships and Related Transactions
Gary E. Ball and Wendy Ball are married.
The consideration exchanged under the Plan was negotiated
between the directors and executive officers of the
Registrant, the Board of Directors of SEACREST INDUSTRIES,
INC. (the board of directors of the Registrant, are the
same board of directors as that of SEACREST INDUSTRIES,
INC.) and the SEACREST INDUSTRIES, INC. Stockholders, and
the Board of Directors of the Registrant used criteria used
in similar proposals involving the Registrant in the past,
including the relative value of the assets of the
Registrant; its present and past business operations;
future potential of SEACREST INDUSTRIES, INC.; its
management; and the potential benefit to the stockholders
of the Registrant. The members of the Board of Directors
determined in their good faith that the consideration for
the exchange was reasonable, under these circumstances.
Advance Technologies, Inc. Form 10KSB/A2 13
PART IV
Item 14. Exhibits, Financial Statement
Schedules, and Reports on Form 8-K
The following documents are filed as part of this
Form 10-KSB Annual Report:
1) Financial Statements
Advance Technologies, Inc. Form 10KSB/A2 14
Advance Technologies, Inc.
(a Development Stage Company)
Consolidated Financial Statements
September 30, 2000
C O N T E N T S
Independent Auditor's Report 2
Consolidated Balance Sheets 4
Consolidated Statements of Operations 5
Consolidated Statements of Stockholders' Equity 6
Consolidated Statements of Cash Flows 9
Notes to the Consolidated Financial Statements 11
FIN 1
Chesholm & Associates
Certified Public Accounts
A Professional PO Box 540216 Office(801)292-8756
Corporation North Salt Lake, Fax (801) 292-8809
Utah 84054
INDEPENDENT AUDITOR'S REPORT
To the Board of Directors and Stockholders of
Advance Technologies, Inc.
We have audited the accompanying consolidated balance sheet
of Advance Technologies, Inc. (a Development Stage Company)
as of September 30, 2000 and the related statements of
operations, stockholders' equity and cash flows for the
years ended September 30, 2000 and 1999 and from inception
on October 1, 1985 though September 30, 2000. These
financial statements are the responsibility of the
Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
The financial statements for the period October 1, 1985
through September 30, 1995 were audited by other
accountants, who expressed an unqualified opinion on their
report dated February 12, 1996.
We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that
we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on
a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also
includes assessing the accounting principles used and
significant estimates made by management, as well as
evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for
our opinion.
Fin 2
In our opinion, the consolidated financial statements
referred to above present fairly, in all material respects,
the financial position of Advance Technologies, Inc. (a
Development Stage Company) as of September 30, 2000 and the
results of its operations and cash flows for the years
ended September 30, 2000 and 1999 and are in conformity
with generally accepted accounting principles.
The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern.
As discussed in Note 2 to the financial statements, the
Company has minimal assets and is dependent upon financing
to continue operations. These factors raise substantial
doubt about its ability to continue as a going concern.
Management's plans in regard to these matters are also
described in the Note 2. The financial statements do not
include any adjustments that might result from the outcome
of this uncertainty.
/s/ Chisholm & Associates
Salt Lake City, Utah
December 27, 2000
Fin 3
Advance Technologies, Inc.
(a Development Stage Company)
Consolidated Balance Sheets
Assets
September 30, 2000
Current assets
Cash $ 1,646
Prepaid License (Note 4) 12,500
----------
Total Current Assets 14,146
----------
Property & Equipment 23,835
(net of accumulated depreciation)(Note 8)
Total Assets $ 37,981
----------
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable $ 27,291
Accrued wages 7,000
Accrued interest 2,816
Note Payable-Officer (Note 7) 49,500
Advance Royalties (Note 5) 25,000
----------
Total Current Liabilities 111,607
----------
Long Term Debt
Line of Credit (Note 9) 79,500
Total Liabilities 191,107
----------
Stockholders' Equity
Common Stock, authorized 100,000,000 shares of $.001
par value, issued and outstanding 2,572,923 shares 2,573
Preferred Stock, Series A authorized 100,000,000
shares of $.001 par value, issued and outstanding
50,204,102 shares 50,204
Additional Paid in Capital 446,496
Deficit Accumulated During the Development Stage (652,399)
----------
Total Stockholders' Equity (153,126)
----------
Total Liabilities and Stockholders' Equity $ 37,981
----------
The accompanying notes are an integral part of these
financial statements FIN 4
Advance Technologies, Inc.
(a Development Stage Company)
Consolidated Statements of Operations
Cumulative
For the Total since
Years ended inception of
September 30, development
2000 1999 stage
------- ------- -------
Revenues: $ - $ - $ -
Expenses:
Depreciation & Amortization 14,665 - 14,665
Interest 2,816 - 2,816
Organization Costs - 11,331 11,331
Research & Development 11,250 - 11,250
General and administrative 73,068 78,795 551,638
------- ------- -------
Total Expenses 101,799 91,126 591,700
------- ------- -------
Net (Loss) $ (101,799) $(90,126) (591,700)
------- ------- -------
Net Loss Per Share $ (0.03) $ (0.07) (1.85)
------- ------- -------
Weighted average shares outstanding
2,572,923 1,322,924 319,374
------- ------- -------
The accompanying notes are an
integral part of these financial statements
FIN 5
Advance Technologies, Inc.
(a Development Stage Company)
Consolidated Statement of Stockholders' Equity
Deficit
Accumulated
Additional During the
Common Stock paid-in Preferred Stock Development
Shares Amount capital Shares Amount Stage
------ ------ ------- ------ ------ -----------
Balance, October 1, 1985
(beginning of the development stage)
6,487 $ 7 $58,161 $ - $ - $ (60,701)
Shares issued for coal royalties at $0.01
4,369 4 1,525 - - -
Shares issued for services at $0.25
554 1 4,849 - - -
Shares issued for services at $0.03
1,601 2 1,680 - - -
Shares issued for services at $0.25
1,274 1 11,145 - - -
Shares issued for services at $0.01
2,290 2 798 - - -
Shares issued for services at $0.25
37,203 37 325,487 - - -
Preferred shares issued for services
- - - 10,048 1,004 -
Expiration of preferred shares
- - 1,004 (10,048) 1,004) -
Net loss since the beginning of the development
stage at October 1, 1985
- - - - - (344,001)
------ ------ ------- ------ ------ -----------
Balance, September 30, 1995
53,778 54 404,649 - - (404,702)
FIN 6
Shares issued for services at $0.25
5,714 6 49,994 - - -
Fractional shares adjustment
(6) (1) - - - -
Net loss for the year ended September 30, 1996
- - - - - (50,000)
------ ------ ------- ------ ------ ---------
Balance September 30, 1996
59,486 59 454,643 - - (454,702)
Shares issued for services at $0.25
609 1 5,324 - - -
Net loss for the year ended September 30, 1997
- - - - - (5,325)
------ ------ ------- ------ ------ -----------
Balance September 30, 1997
60,095 60 459,967 - - (460,027)
Shares issued for services at $0.001
12,828 13 436 - - -
Net loss for the year ended September 30, 1998
- - - - - (447)
------ ------ ------- ------ ------ -----------
Balance September 30, 1998
72,923 73 460,403 - - (460,474)
Shares issued for cash at $0.01
2,500,000 2,500 22,500 - - -
Shares issued for common stock of SeaCrest
Industries Corporation at $0.001
- - (36,407)50,204,102 50,204 -
Net loss for the year ended September 30, 1999
- - - - - (90,126)
------ ------ ------- ------ ------ -----------
Balance September 30, 1999
2,572,923 2,573 446,496 50,204,102 50,204 (550,600)
FIN 7
Net loss for the year ended September 30, 2000
- - - - - (101,799)
------ ------ ------- ------ ------ -----------
Balance September 30, 2000
2,572,923 $2,573 $446,496 50,204,102$50,204 $ (652,399)
------ ------ ------- ------ ------ -----------
The accompanying notes are an
integral part of these financial statements
FIN 8
Advance Technologies, Inc.
(a Development Stage Company)
Consolidated Statement of Cash Flows
October 1,
(inception of
For the development
year ended stage) to
September 30, September 30,
2000 1999 2000
------ ------ -------
Cash Flows from Operating
Activities
Net loss $(101,799)$(90,126) $(591,700)
Adjustments to reconcile
net loss to net cash
provided by operations:
Depreciation &
Amortization 14,665 - 14,665
Decrease in Prepaids 2,180 - 2,180
Increase in Accounts Payable
& accrued expenses 31,045 6,064 37,109
Stock issued for services - - 399,775
Organization Costs - 11,331 11,331
------- ------- -------
Net cash flows provided
(used) by operating activities
(53,909) (72,731) (126,640)
------- ------- -------
Cash Flows from Investment
Activities:
Purchase of Equipment(26,000) - (26,000)
Investment in Subsidiary - 286 286
------- ------- -------
Net cash flows provided
(used) by investing activities
(26,000) 286 (25,714)
Fin 9
Cash Flows from Financing
Activities:
Cash paid on officer loan - (12,000) (12,000)
Proceeds from
Loan from officer 1,500 60,000 61,500
Proceeds from
Line of Credit 79,500 - 79,500
Net proceeds
from issuance of stock - 25,000 25,000
------- ------- -------
Net cash flows provided
(used) by operating activities
81,000 73,000 154,000
------- ------- -------
Net increase
(decrease) in cash 1,091 555 1,646
Cash, beginning of year 555 - -
------- ------- -------
Cash, end of year $ 1,646 $ 555 $ 1,646
------- ------- -------
The accompanying notes are an
integral part of these financial statements
FIN 10
Advance Technologies, Inc.
(a Development Stage Company)
Notes to the Consolidated Financial Statements
September 30, 2000
NOTE 1 - Summary of Significant Accounting Policies
a. Organization
The Company was organized under the laws of the state
of Delaware on June 16, 1969 as PWB Industries, Inc. On
November 10, 1975, the Company changed its name to Sun
Energy, Inc. At that time the Company began operations in
the oil and gas lease industry. By 1985 the Company
discontinued its operations and became dormant. On March
6, 1996 the Company attempted a merger that eventually
failed. On August 23, 1997 the Company changed its name to
Advance Technologies, Inc. and moved its state of domicile
to the state of Nevada.
On September 27, 1999 pursuant to a plan of
acquisition, the Company exchanged 50,204,102 shares of its
Series "A" preferred stock for SeaCrest Industries
Corporation's 50,204,102 shares of common stock. This
acquisition has been accounted for using the purchase
method of a business combination.
The company is currently engaged in the development of a
night vision system with applications in the military as
well as civil. The company has an agreement with a Taiwan
company wherein they are jointly developing the night
vision system for use in Class A coaches. The company is
also involved in the development of other Electro-optical
mechanical devices.
b. Accounting Method
The Company recognizes income and expense on the
accrual basis of accounting.
FIN 11
c. Consolidation
The consolidated financial statements include the
accounts of Advanced Technologies, Inc. and SeaCrest
Industries Corporation, a wholly owned subsidiary.
Intercompany transactions have been eliminated.
d. Earnings (Loss) Per Share
The computation of earnings per share of common stock
is based on the weighted average number of shares
outstanding at the date of the financial statements.
e. Cash and Cash Equivalents
The Company considers all highly liquid investments
with maturities of three months or less to
be cash equivalents.
f. Provision for Income Taxes
No provision for income taxes has been recorded due
to net operating loss carryforwards totaling approximately
$(636,000) that will be offset against future taxable
income. These NOL carryforwards begin to expire in the
year 2004 No tax benefit has been reported in the financial
statements because the Company believes there is a 50% or
greater chance the carryforward will expire unused.
Deferred tax assets and the valuation account is as
follows:
September 30,
2000
Deferred tax asset: --------
NOL carrryforward $ 216,000
Valuation allowance (216,000)
--------
Total $ -
--------
FIN 12
g. Use of Estimates in the Preparation of Financial
Statements
The preparation of financial statements in conformity
with generally accepted accounting principles requires
management to make estimates and assumptions that affect
reported amounts of assets and liabilities, disclosure of
contingent assets and liabilities at the date of the
financial statements and expenses during the reporting
period. In these financial statements, assets and
liabilities involve extensive reliance on management's
estimates. Actual result could differ from those estimates.
NOTE 2 - Going Concern
The accompanying financial statements have been
prepared assuming that the Company will continue as a going
concern. The Company has few assets and has had recurring
operating losses and is dependent upon financing to
continue operations. The financial statements do not
include any adjustments that might result from the outcome
of this uncertainty. It is management's plan to finish
development of its night vision technology and begin to
market their product to generate the necessary revenue.
NOTE 3 - Development Stage Company
The Company is a development stage company as defined
in Financial Accounting Standards Board Statement No. 7.
It is concentrating substantially all of its efforts in
raising capital and developing its business operations in
order to generate significant revenues.
NOTE 4 - Prepaid License Agreement
SeaCrest Industries Corporation, formerly Infrared
Systems International, Inc., entered into a licensing
agreement with Hughes Aircraft Company for an infrared
landing aid system. Hughes Aircraft Company was paid
$25,000 on October 25, 1995 upon commencement of the
FIN 13
agreement. There is also a $1,000 royalty payment due to
Hughes Aircraft Company for each unit sold. The first
twenty units sold, $20,000, will be deducted from the
original $25,000 deposit. There were no units sold during
the 2000 fiscal year and the project is currently on hold
status, but is yet a viable project, therefore management
has amortized $12,500 of the original $25,000 prepaid
expense.
NOTE 5 - Advanced Royalties
SeaCrest Industries Corporation, formerly Infrared
Systems International, Inc., entered into a licensing
agreement for marketing and distributing of infrared
aircraft landing systems. Seacrest received $25,000 in
advances. These royalty revenues have been deferred until
future revenue streams, if any occur, and has been recorded
as a liability.
NOTE 6 - Stock Transactions
On December 2, 1998 and August 23, 1997, the Company's
board of directors authorized a reverse stock split, 1
share for 35 shares and 1 share for 10 shares,
respectively. The financial statements have been
retroactively restated to show the effects of the reverse
stock split.
NOTE 7 - Related Party Transactions
Since the Company does not have the necessary operating
revenue to sustain operations, stock has been issued for
service. Some of the parties receiving stock are related
parties, including officers of the Company.
During 1999, an officer of the Company advanced $60,000
to cover expenses. $12,000 was subsequently paid back
leaving a note payable of $48,000 at September 30, 1999.
During the fiscal year 2000, this officer advanced $1,500
to the company and the balance of the note payable is
FIN 14
$49,500. The note payable-officer is considered a current
liability with no provisions for interest.
During 1999, the officers of the Company paid their
own travel expenses. The amount payable to the officers at
September 30, 1999 is $4,846, which was subsequently paid
in fiscal 2000, leaving a balance of $0.
NOTE 8 - Property & Equipment
Property & Equipment consists of the following at September
30, 2000:
Equipment-Lens $26,000
Accumulated Depreciation (2,165)
----------
Net Property & Equipment $23,835
----------
Expenditures for property and equipment and for
renewals and betterments, which extend the originally
estimated economic life of assets or convert the assets to
a new use, are capitalized at cost. Expenditures for
maintenance, repairs and other renewals of items are
charged to expense. When items are disposed of the cost and
accumulated depreciation are eliminated from the accounts,
and an gain or loss is included in the results of
operations.
The provision for depreciation is calculated using the
straight-line method over the estimated useful lives of the
assets. The useful lives of equipment are 5 years.
Depreciation expense for the year ended September 30, 2000
is $2,165.
NOTE 9 - Line of Credit
The Company has negotiated a Line of Credit with a
corporation, wherein the Company has a credit limit of
$125,000.
FIN 15
The Company received advances of $79,500 as of September
30, 2000, and has recorded accrued interest of $2,816 in
connection with the advances. The principal and interest is
due January 1, 2004.
NOTE 10 - Subsequent Events
In October 2000, the Company received $49,000 from a
Taiwan corporation pursuant to an agreement to jointly
develop a night vision system to be used by Class A
coaches. The agreement provides for the receipt of $96,000
in working capital and equipment to be provided from the
Taiwan company valued at $100,000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities and Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Advance Technologies, Inc.
Date: 6/14/2001 By: /s/ Gary E. Ball
Gary E. Ball
President, Director