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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 quarterly period ended September 30, 2013

 

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE EXCHANGE ACT

 

For the transition period from ____________ to____________

 

Commission File No. 000-54152  

 

RadTek, Inc.

(Exact name of Registrant as specified in its charter)

 

Nevada

 

27-2039490

(State or Other Jurisdiction of

 

(I.R.S. Employer Identification No.)

incorporation or organization)

 

 

 

 

9900 Corporate Campus Drive, Ste 3000, c/o PEG

 

 

Louisville, Kentucky  40223

 

 

(Address of Principal Executive Offices)

 


 

(502) 657-6005

 

 

(Registrant’s telephone number, including area code)

 


Indicate by check mark whether the Registrant has (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) 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 [  ]

 

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405) of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]

 

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “non-accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 



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Large accelerated filer          [  ]

 

Non-accelerated filer             [  ]

Accelerated filer                   [  ]

 

Smaller reporting company   [x]


Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

 

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date: November 18, 2013 – 1,234,236 shares of common stock.




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RADTEK, INC.

(Formerly USChina Taiwan Inc.)

FORM 10-Q

TABLE OF CONTENTS

 

PART 1 – FINANCIAL INFORMATION

 

 

 

 

 

Page

Item 1.  Consolidated Financial Statements (Unaudited)

 

4

Item 2.  Management's Discussion and Analysis of

  Financial Condition and Results of Operations

 

9

Item 3.  Quantitative and Qualitative Disclosure

  About Market Risk

 

10

Item 4.  Controls and Procedures

 

10


PART II – OTHER INFORMATION



 

 

 

Item 1.  Legal Proceedings

 

12

Item 1A.  Risk Factors

 

12

Item 2.  Unregistered Sales of Equity Securities and

  Use of Proceeds

 

12

Item 3.  Defaults upon Senior Securities

 

12

Item 4.  Mine Safety Disclosures

 

12

Item 5.  Other Information

 

12

Item 6.  Exhibits

 

12

 

 

 

SIGNATURES

 

13





PART I

 

Item 1. Financial Statements

 

The Financial Statements of the Registrant required to be filed with this 10-Q Quarterly Report were prepared by management and commence below, together with related notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant.

 



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RADTEK, INC

(Formerly USChina Taiwan Inc.)

Balance Sheets

As of September 30, 2013 and March 31, 2013 

 

 

 

September 30, 2013

 

March 31, 2013

 

 

 

(Unaudited)

 

(Audited)

Assets

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash

 

$

                  100

 $

           100

Prepaid Expenses

 

 

                  632

 

                -

Total Current Asset

 

                  732

 

  100

Total Assets

$

                  732

 $

  100

 

 

 

 

 

 

Liabilities and Shareholders' equity

 

 

 

 

Current Liabilities

 

 

 

 

Accounts Payable

 

$

                       -

 $

                -

Loan from Related Party

 

             37,859

 

        2,901

Total Current Liabilities

 

 

             37,859

 

        2,901

 

 

 

 

 

 

Total Liabilities

 

             37,859

 

        2,901

 

 

 

 

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

Shareholders' Equity

 

 

 

 

Preferred Stock:

 

 

                       -

 

                -

   Authorized: 10,000,000 shares, $0.001 par value

 

 

 

 

 

   Issued and outstanding: 0 shares

 

 

 

 

Common Stock:

 

               1,234

 

        1,234

   Authorized: 60,000,000 shares, $0.001 par value

 

 

 

 

   Issued and outstanding: 1,234,236 shares

 

 

 

 

 

   (March 31, 2013: 1,234,236 shares)

 

 

 

 

 

 

 

             30,251

 

      30,251

Deficit during Development Stage

 

 (68,612)

 

 (34,286)

Total Shareholders' Equity

 

 (37,127)

 

   (2,801)

Total Liabilities and Shareholders' Equity

 $

                  732

 $

           100


The accompanying notes are an integral part of these financial statements.




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 RADTEK, INC

(Formerly USChina Taiwan Inc.)

Statement of Operations

For the Three Months and Six Months Ended September 30, 2013 and 2012, and

From December 18, 2009 (Inception) Through September 30, 2013

 

Three Months Ended September 30, 2013

Three Months Ended September 30, 2013

Six Months Ended September 30, 2013

Six Months Ended September 30, 2012

Accumulated from December 18, 2009 (Inception) to September 30, 2013

Revenue

$          -

           $     -

     $          -

          $       -

  $          -

Cost of Revenue

        -

                 -

 

 

          -

Gross Profit

          -

                 -

                 -

                 -

         -

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

Selling Expenses

        -

                 -

 

                 -

 

General and Administration Expenses

 28,448

                 -

       34,326

                 -

     68,640

Total Operating Expenses

 28,448

                 -

       34,326

                 -

     68,640

 

 

 

 

 

 

Income (Loss) from Operation

(28,448)

      -

   (34,326)

                 -

(68,640)

 

 

 

 

 

 

Other Income (Loss):

 

 

 

 

 

Interest Income (Expenses)

    -

       1

                 -

                1

     28

Total Other Income (Loss)

      -

       1

                 -

                1

 28

 

 

 

 

 

 

Net Loss

$(28,448)

      $      1

   $(34,326)

       $      1

$(68,612)

 

 

 

 

 

 

Net Loss per Share-Basic and Diluted

$      ( 0.02)

$ 0.00

$   ( 0.03)

$ 0.00

 

 

 

 

 

 

 

Weighted Average Number of Common Stock Outstanding

  1,234,236

  1,229,945

  1,234,236

  1,229,945

 



  The accompanying notes are an integral part of these financial statements.




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RADTEK, INC

(Formerly USChina Taiwan Inc.)

Statement of Cash Flows (Unaudited)

For the Six Months Ended September 30, 2013 and 2012, and

From December 18, 2009 (Inception) Through September 30, 2013


 

 

Six Months Ended September 30, 2013

Six Months Ended September 30, 2012

Accumulated from December 18, 2009 (Inception) to September 30, 2013

Cash Flow from operating activities:

 

 

 

     Net Income (Loss)

$(34,326)

  $       1

$(68,612)

Changes in operating assets and liabilities

 

 

 

 

   Decrease (Increase) in Prepaid Expenses

 

     (632)

          -

     (632)

 Net cash provided by operating activities

(34,958)

         1

(69,244)

 

 

 

 

 

Cash flows from investing activities:

            -

          -

            -

 

 

 

 

 

Cash flows from financing activities:

 

 

 

    Proceeds from Loan from Related Party

  34,958

          -

  37,859

   Proceeds from sale of common stock

            -

          -

  31,485

Net cash provided by financing activities

  34,958

          -

  69,344

 

 

 

 

 

Increase (decrease) in cash

            -

         1

       100

    Cash, beginning at the period

100

  7,213

            -

    Cash, end at the period

$       100

  $7,214

 $      100

 

 

 

 

 

Supplemental Cash Flow Information:

 

 

 

    Interests paid:

$            -

  $        -

 $           -

    Tax paid

 

$            -

  $        -

 $           -


The accompanying notes are an integral part of these financial statements.

 



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RadTek, Inc.

Notes to the Financial Statements

September 30, 2013


NOTE 1 BASIS OF FINANCIAL STATEMENT PRESENTATION

 

The accompanying unaudited financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its Form 10-K for the year ended March 31, 2013 filed on July 2, 2013. Operating results for the six months ended September 30, 2013 are not necessarily indicative of the results to be expected for the year ending March 31, 2014.

 

NOTE 2 RELATED PARTY TRANSACTIONS

 

The Company has been dependent upon certain related parties to provide working capital in the development of the Company’s business. The related parties have generally provided services and/or incurred expenses on behalf of the Company or have provided the necessary operating capital to continue pursuing its business. At March 31, 2013 and September 30, 2013 the Company had loan payable to related parties of $2,901 and $37,859. These amounts are payable to stockholders of the Company and are without terms.

 

NOTE 3 GOING CONCERN CONSIDERATIONS

 

The accompanying financial statements have been prepared using generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. As reported in its Annual Report on Form 10-K for the year ended March 31, 2013, the Company has an accumulated deficit of $(34,286) from inception of the Company through March 31, 2013. The accumulated deficit as of September 30, 2013 was $(68,612) and the total stockholders’ equity at September 30, 2013 was $(37,127) and had continued losses, and no revenue from operations. These factors combined, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans to address and alleviate these concerns are as follows:

 

The Company has a strong business plan and continues to develop a strategy of exploring all options available to it so that it can develop successful operations and partnerships and to insure that it has sufficient funds, therefore, as to be able to operate over the next twelve months. The Company is attempting to improve these conditions by way of financial assistance through issuances of additional equity and by generating revenues through sales of products and services. No assurance can be given that funds will be available, or, if available, that it will be on terms deemed satisfactory to management.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of these uncertainties.




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NOTE 4 SUBSEQUENT EVENTS


On July 3, 2013, the registrant entered into a definitive agreement with the shareholders of RadTek Co., Ltd.  Pursuant to the agreement, the registrant shall purchase all of the outstanding securities of RadTek Co., Ltd. in exchange for 1,300,000 common shares of the registrant.   RadTek Co., Ltd. shall be a wholly owned subsidiary of the registrant. RadTek Co., Ltd. was incorporated under the laws of Republic of Korea in May 2001, and is engaged in developing and marketing radiation-imaging system and equipment that employ digital radiography technology. The systems offered are primarily in the line of radiation scanning and related engineering services for users in various fields such as biotechnology, medical, product quality control, and security system. The specific product line includes food inspection systems, X-ray diagnosis related systems, baggage and container inspection systems, and radiation safety engineering. As the market in this field is dominated by high-priced systems for large users, RadTek Co., Ltd. aims to focus on the niche market of small users by offering low-cost models.


On September 13, 2013, the registrant and the shareholders of RadTek Co., Ltd. mutually agreed to terminate the definitive agreement to purchase all of the outstanding securities of RadTek Co., Ltd.  The termination was due to reconfigured considerations in business structure and other business considerations of the selling shareholders.  The selling shareholders are officers and directors of both RadTek Co., Ltd. and of the registrant.  




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Item 2.  Management’s Discussions and Analysis of Financial Condition and Results of Operations.

 

Forward-looking Statements

 

Statements made in this Quarterly Report which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and our business, including, without limitation, (i) our ability to raise capital, and (ii) statements preceded by, followed by or that include the words “may,” “would,” “could,” “should,” “expects,” “projects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “targets” or similar expressions.

 

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond our control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, general economic or industry conditions, nationally and/or in the communities in which we may conduct business, changes in the interest rate environment, legislation or regulatory requirements, conditions of the securities markets, our ability to raise capital, changes in accounting principles, policies or guidelines, financial or political instability, acts of war or terrorism, other economic, competitive, governmental, regulatory and technical factors affecting our current or potential business and related matters.

 

Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. We do not undertake, and specifically disclaim, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

 

Plan of Operation

 

Our plan of operation for the next 12 months is to: (i) Expand our customer base in industries in which we may have an interest, to include X-Ray technology and construction consultation services related to x-ray technology facilities; (ii) Continue reconfiguring our business plans for engaging in the business of our selected industry; and (iii) to expand our contract capacity while completing our expansion of operations through funding and/or our announced acquisition of a going concern engaged in the industry selected.

 

Other than standard operations associated with business operations mentioned in subsequent events, during the next 12 months, one of our only foreseeable cash requirements, which may be advanced by our management or principal stockholders as loans to us, will relate to maintaining our good standing or the payment of expenses associated with legal, accounting and other fees related to our compliance with the Exchange Act requirements of being a reporting issuer and reviewing or investigating any potential acquisition or business combination candidate. With our business and industry in which our operations have commenced, and other potential acquisitions have not been identified and any prospective acquisition or business combination candidate as of the date of this Quarterly Report, it is impossible to predict the amount of any such costs or required advances. Any such loan will be on terms no less favorable to us than would have been made available to us from a commercial lender in an arm's length transaction.

 

Results of Operations

 

Six Months Ended September 30, 2013 Compared to Six Months Ended September 30, 2012

 

For the three months ended September 30, 2013, we did not earn any revenues.  We had general and administrative expenses of $28,488.  As a result, we had a net loss of $28,448 for the three months ended September 30, 2013.




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Comparatively, for the three months ended September 30, 2012, we did not earn any revenues.  We had interest income of $1, resulting in a net income of $1 for the three months ended September 30, 2012.


The $28,449 difference in net loss is a result of the increased outsourcing of compliance costs during the three months ended September 30, 2013 compared to the three months ended September 30, 2012.


For the six months ended September 30, 2013, we did not earn any revenues.  We had general and administrative expenses of $34,326.  As a result, we had a net loss of $34,326 for the six months ended September 30, 2013.


Comparatively, for the six months ended September 30, 2012, we did not earn any revenues.  We had interest income of $1.  As a result, we had a net income of $1 for the six months ended September 30, 2012.


The $34,327 difference in net loss is a result of the increased outsourcing of compliance costs during the six months ended September 30, 2013 compared to the three months ended September 30, 2012.


Liquidity and Capital Resources


We did not pursue any investing activities during the six months ended September 30, 2013 and 2012.


During the six months ended September 30, 2013, we received $34,958 as proceeds from loans from related parties.  As a result, we had net cash provided by financing activities of $34,958 for the six months ended September 30, 2013.


We did not pursue any financing activities during the six months ended September 30, 2012.


We had cash or cash equivalents of $100 and $100 on hand at September 30, 2013 and at March 31, 2013 respectively. If additional funds are required in connection with our present planned business operations of seeking an acquisition or business combination candidate or for Exchange Act filings or other expenses, such funds may be advanced by management or principal stockholders.


Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable for a smaller reporting company.

 

Item 4. Controls and Procedures.


During the nine months ended September 30, 2013, there were no changes in our internal controls over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our chief executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended, as of September 30, 2013.  Based on this evaluation, our chief executive officer and principal financial officers were not able to conclude that the Company’s disclosure controls and procedures are effective to ensure that information required to be included in the Company’s periodic Securities and Exchange Commission filings is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms.  Therefore, under Section 404 of the Sarbannes-Oxley Act of 2002, the Company must conclude that these controls and procedures are not effective.




10



Off-Balance Sheet Arrangements; Commitments and Contractual Obligations


As of September 30, 2013, we did not have any off-balance sheet arrangements and did not have any commitments or contractual obligations.




11



PART II - OTHER INFORMATION


Item 1.   Legal Proceedings

None


Item 1A.  Risk Factors  

Not applicable for smaller reporting companies


Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds

None


Item 3.   Defaults Upon Senior Securities.

None


Item 4.   Mine Safety Disclosures

Not Applicable


Item 5.   Other Information

None


Item 6.   Exhibits


Exhibit 31* - Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

Exhibit 32* - Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS**   XBRL Instance Document

101.SCH**   XBRL Taxonomy Extension Schema Document

101.CAL**   XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF**.  XBRL Taxonomy Extension Definition Linkbase Document

101.LAB**   XBRL Taxonomy Extension Label Linkbase Document

101.PRE**   XBRL Taxonomy Extension Presentation Linkbase Document

*  Filed herewith

**XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.




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SIGNATURES

 

RADTEK, INC.

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized

 

 Date: November 18, 2013

RadTek, Inc.

 

By

/s/ KwangHyun Kim

 

 

Name: KwangHyun Kim
Title: President

 

 Date: November 18, 2013

RadTek, Inc.

 

By

/s/ JaeChan Kim

 

 

Name: JaeChan Kim
Title: Treasurer (Chief Financial Officer)




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