UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(x) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended December 31, 2002
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES ACT OF
1934
For the transition period from to
Commission file number 2-80891-NY
Modern Technology Corp.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 11-2620387
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(State or other jurisdiction of (I.R.S. Employer
incorporation or Organization) Identification Number)
P.O. Box 940007, Belle Harbor, N.Y. 11694-0007
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(Address of principal executive office) (Zip Code)
Issuer's telephone number (718) 318-0994
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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 twelve 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 ninety days
[X ] Yes [ ] No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15 (d) of the Exchange
Act subsequent to the distribution of securities under a plan confirmed by
a court [ ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. 20,150,000
MODERN TECHNNOLOGY CORP.
FINANCIAL STATEMENTS
DECEMBER 31, 2002
I N D E X
Page
CONSOLIDATED BALANCE SHEETS 1
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY 2
CONSOLIDATED STATEMENTS OF OPERATIONS 3-4
CONSOLIDATED STATEMENTS OF CASH FLOWS 5
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 6-11
MODERN TECHNOLOGY CORP.
CONSOLIDATED BALANCE SHEETS
Dec. 31, June 30,
2002 2002
----------- ----------
(Unaudited)
A S S E T S
CURRENT ASSETS
Cash and Cash Equivalents $344,582 $378,556
Investments, Trading Securities -0- 20,739
Other Receivable 715 -0-
-------- --------
345,297 399,295
-------- --------
EQUIPMENT - At Cost 15,660 15,660
Less: Accumulated Depreciation (13,708) (13,136)
-------- --------
1,952 2,524
-------- --------
OTHER ASSETS
Investments, at Cost, Net of $100,000 and
$-0- Valuation Allowance as of December 31,
2002 and June 30, 2002, respectively 84,406 184,406
-------- --------
84,406 184,406
-------- --------
TOTAL ASSETS $431,655 $586,225
======== ========
L I A B I L I T I E S A N D S T O C K H O L D E R S' E Q U I T Y
CURRENT LIABILITIES
Accrued Expenses $ 3,200 $ 3,200
-------- --------
Total Current Liabilities 3,200 3,200
-------- --------
STOCKHOLDERS' EQUITY
Common Stock Par Value $.0001
Authorized: 150,000,000 Shares
Issued and Outstanding: 20,150,000
Shares 2,015 2,015
Paid-In Capital 495,161 495,161
Retained Earnings (Deficit) (68,721) 85,849
-------- --------
428,455 583,025
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $431,655 $586,225
======== ========
See accompanying summary of accounting policies and notes to financial
statements.
Page 1 of 11
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD JULY 1, 2001 TO DECEMBER 31, 2002
Common Stock Total
Par Retained Stock-
# of Value Paid-In Earnings holders'
Shares $.0001 Capital (Deficit) Equity
---------- ---------- ---------- ---------- ----------
BALANCES AT
JULY 1, 2001 20,150,000 $ 2,015 $ 495,161 $ 252,634 $ 749,810
Dividends of Equity
Investment Stock (178,864) (178,864)
Net Income (Loss)
for the Year Ended
June 30, 2002 12,079 12,079
---------- ---------- ---------- ---------- ----------
BALANCES AT
JUNE 30, 2002 20,150,000 2,015 495,161 85,849 583,025
Net Income (Loss)
for the Six
Months Ended
December 31, 2002
(Unaudited) (154,570) (154,570)
---------- ---------- ---------- ---------- ----------
BALANCE AT
DECEMBER 31, 2002
(Unaudited) 20,150,000 $ 2,015 $ 495,161 $ (68,721) $ 428,455
========== ========== ========== ========== ==========
See accompanying summary of accounting policies and notes to financial
statements.
Page 2 of 11
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For The Three Months
Ended December 31,
2002 2001
---------- ----------
REVENUES
Interest Income $ 1,281 $ 2,117
Realized Gain - Trading Securities -0- 14,343
Unrealized Gains - Trading Securities -0- 511,782
---------- ----------
1,281 528,242
---------- ----------
EXPENSES
Officers' Salaries 8,305 8,300
General and Administrative
Expenses 27,323 27,741
Realized Loss - Trading Securities 459 -0-
---------- ----------
36,087 36,041
---------- ----------
INCOME (LOSS) BEFORE TAXES (34,806) 492,201
Income Tax Expense (Benefit) (7,219) 213,043
---------- ----------
NET INCOME (LOSS) $ (27,587) $ 279,158
========== ==========
INCOME (LOSS) PER SHARE - BASIC
AND DILUTED NIL .01
========== ==========
NUMBER OF WEIGHTED AVERAGE
SHARES OUTSTANDING 20,150,000 20,150,000
========== ==========
See accompanying summary of accounting policies and notes to financial
statements.
Page 3 of 11
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For The Six Months
Ended December 31,
2002 2001
---------- ----------
REVENUES
Interest Income $ 2,585 $ 5,502
Realized Gain - Trading Securities -0- 14,343
Unrealized Gains - Trading Securities -0- 511,782
---------- ----------
2,585 531,627
---------- ----------
EXPENSES
Officers' Salaries 18,859 16,395
General and Administrative
Expenses 35,684 37,638
Realized Loss - Trading Securities 9,831 -0-
Unrealized Loss - Investment, at Cost 100,000 -0-
Goodwill Amortization -0- 15,279
---------- ----------
164,374 69,312
---------- ----------
INCOME (LOSS) BEFORE TAXES (161,789) 462,315
Income Tax Expense (Benefit) (7,219) 214,424
---------- ----------
NET INCOME (LOSS) $ (154,570) $ 247,891
========== ==========
INCOME (LOSS) PER SHARE - BASIC
AND DILUTED (.01) .01
========== ==========
NUMBER OF WEIGHTED AVERAGE
SHARES OUTSTANDING 20,150,000 20,150,000
========== ==========
See accompanying summary of accounting policies and notes to financial
statements.
Page 4 of 11
MODERN TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For The Six Months
Ended December 31,
2002 2001
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $ (154,570) $ 247,891
Adjustments to Reconcile Net Income
to Net Cash Provided By (Used In)
Operating Activities:
Depreciation & Amortization 572 15,946
Realized Gain on Investment -0- (14,343)
Unrealized Gains -0- (511,782)
Realized Loss - Trading Securities 9,831 -0-
Unrealized Loss - Investment at Cost 100,000 -0-
Changes in Assets and Liabilities:
Decrease (Increase) in Other Current
Assets -0- (4,325)
Decrease (Increase) in Deferred Tax Assets -0- (22,212)
Decrease (Increase) in Other Assets (715) (9,335)
Increase (Decrease) in Accrued
Expenses and Taxes -0- (3,272)
Increase (Decrease) in Deferred Income
Tax Liability -0- 234,299
---------- ----------
Net Cash Provided By (Used In)
Operating Activities (44,882) (67,133)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from Sales of Investment -0- 14,721
Capital Expenditures -0- (255)
(Purchase) Sale of Securities 10,908 -0-
Purchase of Investment -0- (28,230)
---------- ----------
Net Cash (Used In) Provided By
Investing Activities 10,908 (13,764)
---------- ----------
Net Increase (Decrease) in Cash
and Cash Equivalents (33,974) (80,897)
Cash and Cash Equivalents,
Beginning of Year 378,556 472,617
---------- ----------
CASH AND CASH EQUIVALENTS,
END OF YEAR $ 344,582 $ 391,720
========== ==========
Supplemental Disclosures Of Cash Flow Information
Cash Paid During The Period For:
Taxes $ -0- $ 1,301
Interest $ -0- $ -0-
Noncash Investing and Financial Transactions:
Dividend of Equity Investment Stock -0- 178,864
See accompanying summary of accounting policies and notes to financial
statements.
Page 5 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS
Modern Technology Corp. (Modern) is a Nevada corporation. Modern
is engaged in aiding prospective clients in obtaining financing
and in providing managerial services to client companies.
Modern's office is located in New York.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ACCOUNTING POLICIES
Modern Technology Corp.'s accounting policies conform to U.S.
generally accepted accounting principles. Significant policies
followed are described below.
BASIS OF PRESENTATION
In April 1999 the Company formed a subsidiary named Excess
Materials Inc. (Excess). Excess accounts are included in the
consolidated financial statements at September 30, 2001 and June
30, 2002. Modern owns 70% of Excess. Arthur Seidenfeld
(Modern's president) owns 10% of Excess, Anne Seidenfeld
(Arthur's mother and secretary/treasurer of Modern) owns 10% of
Excess and a relative of Mr. Seidenfeld owns 10% of Excess.
Excess was dissolved during March 2002. All income and expenses
through dissolution have been incorporated into Modern's books.
As of March 31, 2002, $1,425 net assets of Excess were
transferred to Modern and Modern recognized a $354 loss upon
dissolution.
RECLASSIFICATIONS
Certain items from prior periods within the financial statements
have been reclassified to conform to current period
classifications.
CASH AND CASH EQUIVALENTS
Cash equivalents consist of highly liquid, short-term investments
with maturities of 90 days or less. The carrying amount reported
in the accompanying balance sheets approximates fair value.
Page 6 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
(Continued)
PROPERTY AND EQUIPMENT
Renewals and betterments are capitalized; maintenance and repairs
are expensed as incurred. Depreciation is calculated using the
straight line method over the asset's estimated useful life,
which generally approximates 5 years.
ESTIMATES IN FINANCIAL STATEMENTS
The preparation of financial statements in conformity with U.S.
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those
estimates.
INCOME TAXES
The Company accounts for income taxes in accordance with
Statement of Financial Accounting Standards ("SFAS") No. 109,
"Accounting for Income Taxes." SFAS 109 has as its basic
objective the recognition of current and deferred income tax
assets and liabilities based upon all events that have been
recognized in the financial statements as measured by the
provisions of the enacted tax laws.
Valuation allowances are established when necessary to reduce
deferred tax assets to the estimated amount to be realized.
Income tax expense represents the tax payable for the current
period and the change during the period in the deferred tax
assets and liabilities.
ADVERTISING
Advertising costs are expensed as incurred. Advertising expense
for the six months ended December 31, 2002 and 2001 was $-0-, and
$-0-, respectively.
Page 7 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
(Continued)
NOTE 3: CONCENTRATIONS OF CREDIT RISK
The Company's financial instruments that are exposed to
concentrations of credit risk consist primarily of cash.
At December 31, 2002 and June 30, 2002, the Company had deposits
in various financial institutions totaling a bank balance of
$344,787 and $400,937, respectively. Of the bank balance, up to
$1,729 and $2,955 was covered by federal depository insurance.
The remaining balance was uninsured and uncollateralized. At
times during the six months ended December 31, 2002 and year
ended June 30, 2002, the Company had funds on deposit with banks
that were uninsured and uncollateralized, as a result, funds are
at risk of loss. The Company has not experienced any losses in
such accounts and believes they are not exposed to any
significant credit risk on cash and cash equivalents. The
carrying amount of these deposits in the accompanying financial
statements was $344,582 ad $378,556 at December 31, 2002 and June
30, 2002 respectively.
NOTE 4: MARKETABLE SECURITIES
During the quarter ended December 31, 2001, the investment in
701,071 shares of common stock of Lite King Corp. (LKC) was
considered a trading security in accordance with Financial
Accounting Standard (FAS) 115. LKC shares are traded on the NASD
over the counter bulletin board system. The cost of these shares
is $14,021. During the year ended June 30, 2002, 423,693 shares
of LKC stock were sold generating a realized gain of $102,430.
The total unrealized gain on LKC stock was $14,814 at June 30,
2002. During the six months ended December 31, 2002, 296,278
shares of LKC stock were sold generating a realized loss of
$9,831. As of December 31, 2002, the Company held no LKC stock.
Page 8 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
(Continued)
NOTE 5: INVESTMENT IN EQUITY SECURITIES (At Cost)
Investments in Non Marketable Equity Securities consist of the
following:
Dec. 31, June 30,
2002 2002
-------- --------
Investment in 360,000
restricted shares in
Daine Industries, Inc. $ 1,431 $ 1,431
Investment in 117,250 (18%)
restricted shares in
Scientio Inc. 82,075 82,075
Investment in 5% of
total shares in Interactive
Medicine Inc. net of
$100,000, and $-0- valuation
allowance as of December 31,
2002 and June 30, 2002,
respectively -0- 100,000
Investments in other
restricted securities 900 900
-------- --------
$ 84,406 $184,406
======== ========
The Company has established a valuation allowance of $100,000,
and $-0- against its investment in Interactive Medicine Inc. to
reflect the uncertainty of the fair market value of the
investment as of December 31, 2002 and June 30, 2002,
respectively.
NOTE 6: INCOME TAX EXPENSE (BENEFIT)
The provision for income taxes is comprised of the following:
12/31/02 12/31/01
-------- --------
Current $ -0- $ 2,337
Deferred -0- 212,087
-------- --------
$ -0- $214,424
======== ========
The provision for income taxes differs from the amount computed
by applying the statutory federal income rate as follows:
12/31/02 12/31/01
-------- --------
Expected statutory amount $ -0- $ -0-
Net operating loss -0- (22,212)
Unrealized gains -0- 234,299
State income taxes, net
of federal benefit -0- 2,337
-------- --------
$ -0- $214,424
======== ========
Page 9 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
(Continued)
Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and
liabilities for financial reporting purposes and amounts used for
income tax purposes and the impact of available net operating
loss carryforwards.
The tax effect of significant temporary differences, which
comprise the deferred tax assets are as follows:
12/31/02 6/30/02
-------- --------
Deferred tax assets:
Net operating loss
carry forwards $ 88,800 $ 18,000
Amortization of Intangibles -0- 8,412
Investment loss -0- 4,620
-------- --------
Gross deferred tax assets 88,800 31,032
Valuation allowance (88,800) (31,032)
-------- --------
Net deferred tax assets $ -0- $ -0-
======== ========
The accumulated net operating loss of approximately $209,000
expires in the year ended June 30, 2021. The tax benefit has
been fully reserved due to a lack of consistent operating
profitability.
NOTE 7: POSTRETIREMENT BENEFITS
The company does not maintain any employee benefits currently.
The company does not maintain a plan for any postretirement
employee benefits, therefore, no provision was made under FAS's
106 and 112.
NOTE 8: RELATED PARTY TRANSACTIONS
Arthur Seidenfeld, President and a director of the Company, owns
47.9% of the outstanding shares of Modern Technology Corp. Anne
Seidenfeld, Treasurer, Secretary and a director of the Company,
owns approximately 12% of the outstanding shares of Modern
Technology Corp. Anne Seidenfeld is Arthur Seidenfeld's mother.
There were no related party transactions.
Page 10 of 11
MODERN TECHNOLOGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2002
(Unaudited)
(Continued)
NOTE 9: INTERIM FINANCIAL REPORTING
The unaudited financial statements of the Company for the period
July 1, 2002 to December 31, 2002 have been prepared by
management from the books and records of the Company, and
reflect, in the opinion of management, all adjustments necessary
for a fair presentation of the financial position and operations
of the Company as of the period indicated herein, and are of a
normal recurring nature.
Page 11 of 11
Part 1. Financial Information.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Modern Technology Corp. ("The Registrant") is engaged in aiding
prospective clients in obtaining financing and in providing management
services to client companies. Presently, the Registrant is seeking out
joint venture candidates and companies for which it can aid in providing
financing and managerial services although no assurances can be given that
the Registrant will be successful in gaining new clients in the near
future.
During March 1999, the Registrant established a subsidiary entitled
Excess Materials, Inc. ("Excess Materials"). Excess Materials was an
electronic internet marketplace for corporate buyers and sellers of food
commodities, equipment, metals, industrial supplies, animal hides and
textile items. Excess Materials was to derive revenues from commissions
paid by the seller on completed transactions. During the fiscal year ended
June 30, 2002, the Registrant closed down the operations of Excess and
liquidated the company. Excess did not generate any revenues during its
approximate 3 year history. At the time of its termination, Excess had
approximately 620 registered members.
During the six months ended December 31, 2002, the Registrant had a
net loss of $154,570, as compared with net income of $247,891 for the six
months ended December 31, 2001. For the six months ended December 30,
2002, the Registrant had total revenues of $2,585 as compared with
revenues of $531,627 for the six month period ended December 31, 2001.
The net loss for the six months ended December 31, 2002 can be
attributed to the following: a realized loss of $9,831 reflecting sale of
the shares the Registrant owned in Lite King Corp, whose shares traded on
the OTC Bulletin Board and an unrealized loss of $100,000 reflecting a
valuation allowance against its investment in shares of Interactive
Medicine Inc. to reflect the uncertainty of the fair market value of the
investment as of December 31, 2002. During the six months ended December
31, 2002, the Registrant's revenues were attributed to the following item:
interest income of $2,585.
During the six months ended December 31, 2002, expenses amounted to
$54,543, attributable to the following items: Officers' salaries of
$18,859 and general and administrative expenses of $35,684. For the six
months ended December 31, 2001, officers salaries amounted to $16,395,
general and administrative expenses of $37,638, and goodwill amortization
of $15,279 in connection with the Registrant's 20% ownership interest in
Scientio, Inc. General and administrative expenses can be attributed
primarily to legal and accounting fees.
During the six months ended December 31, 2002, the Registrant's
president, Arthur Seidenfeld received a salary of $17,059; during the six
months ended December 31, 2001 he received a salary of $12,795. Anne
Seidenfeld, the Registrant's treasury-secretary did not receive a salary
for the three months ended December 31, 2002 and received a salary of
$1,800 for the three months ended September 30, 2002. For the six months
ended December 31, 2001, she received a salary of $3,600. She has also
declared that she will not take any additional salary for the fiscal year
ended June 30, 2003. The cash and cash equivalent balances along with
holdings of U.S. treasury obligations of the Registrant as of December 31,
2002 and June 30, 2002 were $344,582 and $378,556 respectively.
The Registrant signed a consulting agreement on December 8, 2000 to
invest $238,500 in exchange for 403,000 shares of Scientio Inc.,
("Scientio"), a United Kingdom based development stage company engaged in
developing a line of software products (XML products). The shares received
by the Registrant represented a 20% ownership interest in Scientio.
Scientio was a newly formed U.S. company established in the state of
Delaware with operations conducted in the United Kingdom. Scientio
generated revenues of $2,700 during the quarter ended June 30, 2002.
Before the quarter ended June 30, 2002, Scientio did not generate any
revenues.
Scientio registered the shares owned by the Registrant under the
Securities Act, for distribution and trading. During the first week of
October 2001, the Registrant distributed its 403,000 share position in
Scientio to its shareholders in a dividend spin off transaction. The
Registrant covered registration costs and expenses in connection with the
preparation and filing of the proposed registration statement of the
Scientio shares.
An investment of $188,500 by the Registrant was used by Scientio to
complete and test its initial XML software products and enable Scientio to
begin a marketing program. Scientio's XML Miner and XML Rule products have
been targeted to software developers as they relate to the field of data
mining. In the consolidated statement of operations for the year ended
June 30, 2001, the Registrant had recorded goodwill amortized amounting to
$27,881 and has recorded its share of Scientio's loss amounting to
$15,314. On the consolidated balance sheet at June 30, 2001, part of the
Registrant's investment in Scientio has been carried as Goodwill-
$139,406.
On May 29, 2002, a form 8-K was filed by Scientio. As a result of
Scientio's inability to raise additional funds for operations and to
generate a material amount of licensing revenues, the board of directors
of Scientio took the following actions:
Scientio transferred all assets and its software business to a British
Virgin Island private company entitled Scientio Inc. (BVI). All software
improvements and new products related to the software business will also
be transferred into this private BVI company and Andrew Edmonds, former
president of Scientio and its current secretary and director has agreed
not to compete with this private BVI company in the field of datamining
for the next 3 years. BVI hopes to raise capital from private sources.
Scientio has received a 27% ownership interest in Scientio Inc BVI with
the family of Andrew Edmonds receiving a 73% ownership interest. Anneke
Edmonds, Andrew Edmonds' wife returned 1,541,850 shares of Scientio,
retaining a 50,000 share ownership interest in Scientio. As a result, the
outstanding shares of Scientio was reduced to 661,900 shares from
approximately 2.2 million shares. Scientio is presently offering itself as
a reporting trading public company for merger with a private company.
During the six month period ended June 30, 2002, the Registrant purchased
117,250 shares of Scientio for $82,075 (70 cents per share). The
Registrant presently owns 17.7% of the outstanding shares of Scientio.
On January 28, 2003, Scientio signed an agreement of merger with
International Integrated Incorporated, ("III") a company in the breast
implant business which calls for a closing on February 7, 2003. At the
time of closing, Scientio intends to issue approximately 15 million
restricted shares to the owners of III with the present shareholders of
Scientio owning approximately 4.25% of the outstanding shares of the
merged company after merger.
The Registrant signed a consulting agreement on March 19, 2001 with
Interactive Medicine, Inc. ("Interactive"), a Florida based development
stage company engaged in the healthcare Internet business. The Registrant
invested $100,000 and received 790,604 shares of Interactive, represented
a 5% ownership interest in Interactive. Interactive aggregates medical
opinion leaders, physician peer groups, shared content and commerce into
specific web based communities, each a Healthcare Channel. With its
proprietary technology, consisting of a set of Internet-based connectivity
tools and solutions, it intended to become a medical specialty network
used by doctors and other healthcare providers.
Interactive, on February 11, 2002, filed a form SB-2 registration
statement to register the shares owned by the Registrant under the
Securities Act, for distribution and trading. Upon the effective date of
the filed Registration Statement, the Registrant intends to distribute its
790,604 share position in Interactive to its shareholders in a transaction
similar to the Scientio distribution discussed earlier in this
management's discussion. Interactive received a comment letter related to
its registration statement some months ago.
To date, Interactive has not filed an amendment to its registration
statement. Management of the Registrant has no knowledge as to whether
Interactive intends to complete the registration process. During the
quarter ended September 30, 2002, the Registrant established a valuation
allowance of $100,000 against its investment in Interactive shares to
reflect the uncertainty of the fair market value of its investment. No
assurance can be given that Interactive's Registration Statement will be
declared effective and the Registrant will be able to distribute its
shares in Interactive to the Registrant's shareholders.
On December 20, 2002, Daine Industries Inc. ("Daine") completed a
merger with Westport Cruise Corp, ("Westport Cruise") whereby Daine issued
11,181,366 restricted shares to the owners of Westport Cruise and Westport
Cruise merged into Daine. Upon signing the merger agreement, the officers
and directors of Daine resigned (the same officers and directors of the
Registrant), and were replaced by officers and directors of Westport
Cruise Corp. Westport Cruise Corp operates a travel agency business in
Canada. As a result of the merger, the owners of Westport Cruise own 90%
of the outstanding shares of Daine. The Registrant owns 360,000 shares of
Daine's common stock.
On March 9, 2001, Lite King Corp ("Lite King") through a wholly owned
subsidiary acquired all of the assets and subsidiaries of National Cabling
Services, Inc. ("National Cabling"). At the completion of the merger,
shareholders of National Cabling received 5,149,029 shares of Lite King.
Upon signing the merger agreement, the officers and directors of Lite King
resigned (the same officers and directors of the Registrant), and were
replaced by officers and directors of National Cabling. National Cabling's
principal business activity is the design and installation of cabling for
computer networks (fiber optic).
The Item 4. Controls and Procedures.
The Registrant's president, who is also chief executive and chief
financial officer of the Registrant, has concluded based on his evaluation
as of a date within 90 days prior to the date of the filing of this
Report, that the Registrant's disclosure controls and procedures are
effective to ensure that information required to be disclosed by the
Registrant in the reports filed or submitted by it under the Securities
Act of 1934, as amended, is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange
Commission's rules and forms, and include controls and procedures designed
to ensure that information required to be disclosed by the Registrant in
such reports is accumulated and communicated to the Registrant's
management, including the president, as appropriate to allow timely
decisions regarding required disclosure.
There was no significant changes in the Company's internal controls
or in other factors that could significantly effect these controls
subsequent to the date of such evaluation.
Part 2. Other Information
Item 1. Legal Proceedings. None.
Item 2. Changes in Securities. None.
Item 3. Defaults upon Senior Securities. None.
Item 4. Submission of Matters to a Vote of Security Holders. None.
Item 5. Other Materially Important Events. None.
Item 6. Exhibits and Reports on Form 8-K. None.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MODERN TECHNOLOGY CORP.
By: Arthur J. Seidenfeld
President, Chief Executive and
Chief Financial Officer
February 4, 2003
CERTIFICATIONS
I, Arthur J. Seidenfeld certify that:
1. I have reviewed this quarterly report on Form 10-Q of Modern
Technology, Corp.
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report.
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the registrant, as of, and for, the periods presented in
this quarterly report.
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rule 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons
performing the equivalent function);
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls: and
b) any fraud whether or not material, that involves management or
other employees who have a significant role in the Registrant's
internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
Date: February 4, 2003
/s/ Arthur J. Seidenfeld
------------------------
Arthur J. Seidenfeld
President and Chief Executive Officer
CERTIFICATIONS
I, Arthur J. Seidenfeld certify that:
1. I have reviewed the quarterly report on Form 10-Q of Modern
Technology, Corp.
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to
the period covered by this quarterly report.
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and
cash flows of the registrant, as of, and for, the periods presented in
this quarterly report.
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rule 13a-14 and 15d-14) for the registrant and
we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons
performing the equivalent function);
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls: and
b) any fraud whether or not material, that involves management or
other employees who have a significant role in the Registrant's
internal controls; and
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes in
internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
Date: February 4, 2003
/s/ Arthur J. Seidenfeld
------------------------
Arthur J. Seidenfeld
President and Chief Financial Officer