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EX-32.2 - Generation Alpha, Inc.ex32-2.htm
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EX-31.2 - Generation Alpha, Inc.ex31-2.htm
EX-31.1 - Generation Alpha, Inc.ex31-1.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 10-Q

 

(Mark One)

 

  [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE QUARTERLY PERIOD ENDED: JUNE 30, 2017

 

  [  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from __________ to __________

 

Commission File Number: ________________

 

SOLIS TEK INC.

(Exact name of registrant as specified in its charter)

 

Nevada   20-8609439
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification No.)

 

16926 S. Keegan Ave Suite A

Carson, CA 90746

(Address of principal executive offices, Zip Code)

 

(888) 998-8881

(Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 [  ]

 

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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ] Accelerated filer [  ]
Non-accelerated filer [  ] Smaller reporting company [X]

Emerging growth company [X] 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [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]

 

The number of shares of registrant’s common stock outstanding as of August 4, 2017 was 37,522,577. The registrant had no outstanding preferred stock as of that date.

 

 

 

   
   

 

FORM 10-Q

SOLIS TEK INC. AND SUBSIDIARIES

JUNE 30, 2017

TABLE OF CONTENTS

 

    Page
PART I - FINANCIAL INFORMATION  
     
Item 1. Condensed Consolidated Financial Statements 3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 13
Item 3. Quantitative and Qualitative Disclosures About Market Risk 17
Item 4. Controls and Procedures 18
Item 1. Legal Proceedings 19
Item 1A. Risk Factors 19
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 19
Item 3. Defaults Upon Senior Securities 19
Item 4. Mine Safety Disclosures 19
Item 5. Other Information 19
Item 6. Exhibits 19
     
SIGNATURES 20

 

 2 
 

 

PART I - FINANCIAL INFORMATION

 

Item 1. Condensed Consolidated Financial Statements.

 

Solis Tek Inc.

Condensed Consolidated Balance Sheets

 

   June 30, 2017   December 31, 2016 
   (Unaudited)     
ASSETS          
CURRENT ASSETS          
Cash  $427,580   $275,783 
Accounts Receivable, net of allowance for doubtful accounts of $398,168 and $359,395   1,221,349    628,691 
Inventories   1,550,761    2,880,804 
Prepaid expenses and other current assets   79,309    75,109 
Total current assets   3,278,999    3,860,387 
           
Property and equipment, net   172,505    204,936 
Other assets   32,072    32,071 
TOTAL ASSETS  $3,483,576   $4,097,394 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
CURRENT LIABILITIES          
Accounts payable and accrued expenses  $672,283   $552,057 
Due to related party vendor   124,715    1,083,764 
Note payable - related parties   545,000    265,000 
Amount due to related parties   150,795    134,086 
Capital lease obligations, current portion   14,723    13,711 
Loans payable, current portion   8,102    8,262 
Total Current Liabilities   1,515,618    2,056,880 
           
Capital lease obligations, net of current portion   1,883    9,665 
Loans payable, net of current portion   22,021    25,958 
Notes payable related parties, net of current portion   600,000    600,000 
Total liabilities   2,139,522    2,692,503 
           
Commitments and contingencies          
           
Shareholders’ Equity          
Preferred stock, no par value, 20,000,000 shares authorized; no shares issued and outstanding   -    - 
Common stock, $0.001 par value, 100,000,000 shares authorized; 37,472,577 and 29,721,998 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively   37,472    29,722 
Additional paid-in-capital   8,067,943    2,795,842 
Accumulated deficit   (6,761,361)   (1,420,673)
Total Shareholders’ Equity   1,344,054    1,404,891 
           
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY  $3,483,576   $4,097,394 

 

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

 

 3 
 

 

Solis Tek Inc.

Condensed Consolidated Statements of Operations

 

   Three months ended June 30,   Six months ended June 30, 
   2017   2016   2017   2016 
   (Unaudited)   (Unaudited) 
Sales  $2,441,289   $2,125,830   $5,343,115   $4,710,498 
Cost of goods sold (1)   1,521,410    1,324,165    3,302,714    2,982,876 
Gross profit   919,879    801,665    2,040,401    1,727,622 
                     
Operating expenses                    
Selling, general and administrative expenses   2,391,231    765,531    7,155,886    1,519,225 
Research and development   82,500    58,000    165,270    115,000 
Total operating expenses   2,473,731    823,531    7,321,156    1,634,225 
                     
Income (loss) from operations   (1,553,852)   (21,866)   (5,280,755)   93,397 
                     
Interest expense, net of interest income   (31,649)   (23,620)   (55,820)   (50,394)
Interest income   -    4,500    -    4,500 
Income (loss) before income taxes   (1,585,501)   (40,986)   (5,336,575)   47,503 
                     
Provision (benefit) for income taxes   3,200    (5,829)   4,113    37,700 
                     
NET INCOME (LOSS)  $(1,588,701)  $(35,157)  $(5,340,688)  $9,803 
                     
BASIC AND DILUTED INCOME (LOSS) PER SHARE  $(0.04)  $(0.00)  $(0.15)  $0.00 
                     
WEIGHTED - AVERAGE COMMON SHARES OUTSTANDING BASIC AND DILUTED   37,011,893    29,596,998    36,807,540    29,595,789 
                     
(1) Related party costs included in cost of goods sold  $1,247,897   $1,003,379   $2,688,893   $2,400,764 

 

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

 

 4 
 

 

 Solis Tek Inc.

Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) 

 

       Additional         
   Common Stock   Paid-in   Accumulated     
   Shares   Amount   Capital   Deficit   Total 
                     
Balance, December 31, 2016   29,721,998   $29,722   $2,795,842   $(1,420,673)  $1,404,891 
                          
Net proceeds from the sale of common stock   375,000    375    299,625         300,000 
                          
Fair value of common stock issued for services   1,117,000    1,117    1,633,933         1,635,050 
                          
Fair value of common stock issued to employees   5,474,265    5,474    2,804,526         2,810,000 
                          
Fair value of common stock purchased by officer   784,314    784    399,216         400,000 
                          
Fair value of vested options             134,801         134,801 
                          
Net loss                  (5,340,688)   (5,340,688)
                          
Balance, June 30, 2017   37,472,577   $37,472   $8,067,943   $(6,761,361)  $1,344,054 

 

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

 

 5 
 

 

Solis Tek, Inc.

Condensed Consolidated Statements of Cash Flows

 

 

 

   Six months ended June 30, 
   2017   2016 
   (Unaudited) 
Cash Flows from Operating Activities          
Net income (loss)  $(5,340,688)  $9,803 
           
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities          
           
Provision for bad debt expense   77,808    41,114 
Depreciation and amortization   35,631    35,102 
Amortization of loan fees   -    20,000 
Interest expense on loans payable - related parties   16,709    21,036 
Fair value of common stock issued for services   4,445,050    61,000 

Fair value of vested stock options

   

134,801

      
Common shares purchased by officer at discount   

300,000

      
           
Changes in Assets and Liabilities          
(Increase) Decrease in:          
Accounts receivable   (670,466)   (238,997)
Inventories   1,330,043    1,199,286 
Advances to suppliers   -    (16,404)
Prepaid expenses and other   (4,200)   (15,489)
(Decrease) Increase in:          
Accounts payable and accrued expenses   120,226    (189,103)
Due to related party vendor   (959,049)   (388,398)
Income taxes payable   -    37,700 
Net cash (used in) provided by operating activities   (514,137)   576,650 
           
Cash Flows from Investing Activities          
Purchase of property and equipment   (3,200)   (4,433)
Net cash used in investing activities   (3,200)   (4,433)
           
Cash Flows from Financing Activities          
Proceeds from sale of common stock   300,000    - 
Proceeds from sale of common stock to officer   100,000      
Repayment of line of credit   -    (600,000)
Payments on capital lease obligations   (6,770)   (6,309)
Payments on loans payable   (4,096)   (100,000)
Proceeds from notes payable related parties   300,000    710,000 
Payments on notes payable related parties   (20,000)   - 
Payments on notes payable   -    (361,958)
Payments on amounts due to officers   -    (3,384)
Net cash (used in) provided by financing activities   669,134    (361,651)
           
Net increase in cash   151,797    210,566 
           
Cash beginning of period   275,783    106,316 
Cash end of period  $427,580   $316,882 
           
Interest paid  $10,999   $32,449 
Taxes paid  $3,200   $7,276 

 

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

 

 6 
 

 

SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2017 AND 2016

 

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

 

The accompanying unaudited condensed consolidated financial statements of Solis Tek Inc. and Subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included. Interim operating results are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements as of and for the years ended December 31, 2016 and 2015, which are included in the Company’s Annual Report on Form 10-K filed with SEC on March 31, 2017.

 

History and Organization

 

Solis Tek Inc. (the “Company”) was originally incorporated under the laws of the State of Nevada on March 2, 2007 as Cinjet, Inc. (“Cinjet”). Effective September 1, 2015, Cinjet changed its corporate name to Solis Tek Inc. On June 23, 2015, the Company entered into an Agreement of Merger and Plan of Reorganization (the “Agreement”) with Solis Tek Inc., a California corporation (“STI”), and CJA Acquisition Corp., a California corporation and a wholly owned subsidiary of the Company (“Merger Sub”), providing for the merger of Merger Sub with and into STI (the “Merger”), with STI surviving the Merger as a wholly-owned subsidiary of the Company. The Merger was accounted for as a recapitalization of the Company with STI being deemed the accounting acquirer.

 

Overview of Business

 

Solis Tek Inc. is focused on the research, design, development and manufacturing of advanced, energy efficient indoor horticulture lighting and ancillary equipment. Our vision is to apply the latest advances in high efficiency lighting and controls technology as well as effective manufacturing techniques to deliver highly differentiated products with clear benefits at competitive prices to the greenhouse and indoor horticulture markets.

 

The Solis Tek, Inc. launched an organic solutions and nutrient line in 2016 through its newly formed subsidiary Zelda Horticulture, Inc., (f.k.a. GrowPro Solutions, Inc.). Zelda’s in-house Research and Development department formulates unique plant nutrient additives designed to create healthier plants which yield greater plant aroma, volume, and oil production and intensity in the growing cycle. The end users of the new nutrient additive products are the same existing Solis Tek lighting clients, hence, the company will leverage its existing sales and distribution channels to gain maximum efficiencies with this new subsidiary division. Zelda’s nutrient products are trademark protected, formulated and produced in our own facility in Carson, CA.

 

Basis of Consolidation

 

The consolidated financial statements include the accounts of the Company and three of its wholly owned subsidiaries; Solis Tek Inc., a California corporation, Solis Tek East Corporation (“STE”), an entity incorporated under the laws of the State of New Jersey; and Zelda Horticulture, Inc, (“Zelda”) (f.k.a. GrowPro Solutions, Inc)., an entity incorporated under the laws of the State of California. Intercompany transactions and balances have been eliminated in consolidation.

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Income (Loss) Per Share Calculations

 

Basic earnings (loss) per share are computed by dividing income (loss) available to common shareholders by the weighted-average number of common shares available. Shares of restricted stock subject to vesting are included in basic weighted average common shares outstanding from the time they vest. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Weighted average number of shares outstanding has been retroactively restated for the equivalent number of shares received by the accounting acquirer as a result of the reverse merger as if these shares had been outstanding as of the beginning of the earliest period presented. Options to acquire 3,000,000 shares of common stock have been excluded from the calculation of weighted average common shares outstanding at June 30, 2017 as their effect would have been anti-dilutive.

 

 7 
 

 

SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2017 AND 2016

 

Use of Estimates

 

The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the U.S requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the financial statement date, and reported amounts of revenue and expenses during the reporting period. Significant estimates are used in valuing our allowances for doubtful accounts and inventory valuations, among others. Actual results could differ from these estimates.

 

Revenue Recognition

 

The Company recognizes revenue upon shipment of the Company’s products to its customers, provided that evidence of an arrangement exists, title and risk of loss have passed to the customer, fees are fixed or determinable, and collection of the related receivable is reasonably assured. Title to the Company’s products primarily is transferred to the customer once the product is shipped from the Company’s warehouses. Products are not shipped until there is a written agreement with the customer with a specified payment arrangement. Any discounts that are offered are done as a reduction of the invoiced amount at the time of billing. Payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as customer deposits.

 

The Company does not offer a general right of return on any of its sales and considers all sales as final. The Company generally provides a three-year warranty on its ballasts. However, the Company does not maintain a warranty reserve as the Company is able to chargeback its vendors for all warranty claims. As of June 30, 2017 and December 31, 2016, the Company recorded a reserve for returned product in the amount of $45,410 and $45,410, respectively, which is included in the allowance for doubtful accounts as of those dates.

 

Concentration Risks

 

The Company’s products require specific components that currently are available from a limited number of sources. The Company purchases its key products and components from single vendors. During the three and six months ended June 30, 2017 and 2016, its ballasts, lamps and reflectors, which comprised the vast majority of the Company’s purchases during those periods, were each only purchased from one separate vendor. The ballast vendor is a related party (see Note 4).

 

The Company performs a regular review of customer activity and associated credit risks and does not require collateral or other arrangements. There were no customers that accounted for more than 10% of the Company’s revenue for the three and six months ended June 30, 2017 and 2016. Shipments to customers outside the United States comprised 6% and 2.0% for the three months ended June 30, 2017 and 2016, respectively. Shipments to customers outside the United States comprised 4% and 4% for the six months ended June 30, 2017 and 2016, respectively.

 

As of June 30, 2017, one customer accounted for 11% of the Company’s trade accounts receivable balance and as of December 31, 2016, a different customer accounted for 13% of the Company’s trade accounts receivable balance.

 

 8 
 

 

SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2017 AND 2016

 

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

Recently Issued Accounting Pronouncements

 

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 is a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. ASU 2014-09 will require that companies recognize revenue based on the value of transferred goods or services as they occur in the contract. The ASU also will require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted only in annual reporting periods beginning after December 15, 2016, including interim periods therein. Entities will be able to transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. The Company is in the process of evaluating the impact of ASU 2014-09 on the Company’s financial statements and disclosures.

 

In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases. ASU 2016-02 requires a lessee to record a right of use asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months. ASU 2016-02 is effective for all interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is in the process of evaluating the impact of ASU 2016-02 on the Company’s financial statements and disclosures.

 

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

 

NOTE 3 - PROPERTY AND EQUIPMENT

 

Property and equipment consists of the following at June 30, 2017 and December 31, 2016:

 

   June 30, 2017   December 31, 2016 
         
Machinery and equipment  $234,706   $231,506 
Computer equipment   12,448    12,448 
Furniture and fixtures   97,451    97,451 
Leasehold improvements   7,000    7,000 
    351,605    348,405 
Less: accumulated depreciation and amortization   (179,100)   (143,469)
Property and equipment, net  $172,505   $204,936 

 

Depreciation and amortization expense for the six months ended June 30, 2017 and 2016 was $35,631 and $35,102, respectively.

 

Property and equipment include assets acquired under capital leases of $64,632 and $64,632 at June 30, 2017 and December 31, 2016, respectively.

 

 9 
 

 

SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2017 AND 2016

 

NOTE 4 - RELATED PARTY TRANSACTIONS

 

Supplier

 

A family member of an officer/shareholder owns a minority interest in a company in China, which is the sole supplier of ballasts to the Company. Purchases from the related party for the three months ended June 30, 2017 and 2016 totaled approximately $708,000 and $602,000, respectively. Purchases from the related party for the six months ended June 30, 2017 and 2016 totaled approximately $1,596,000 and $1,504,000, respectively. At June 30, 2017 and December 31, 2016, the Company owed the related party $124,715 and $1,083,764, respectively.

 

Amounts Due to Related Parties

 

As of June 30, 2017 and December 31, 2016, the Company owed related parties $150,795 and $134,086, respectively. Included in the balances were short-term loans from the two officers/shareholders to the Company totaling $3,297 as of June 30, 2017 and December 31, 2016, respectively. The balances are payable on demand, noninterest bearing and are unsecured. The balances also included interest owed on the notes payable to related parties, which totaled to $105,179 and $68,470 at June 30, 2017 and December 31, 2016, respectively. Also included is $42,319 and $62,319 of unpaid compensation, which was owed to the officers/shareholders at June 30, 2017 and December 31, 2016, respectively.

 

NOTE 5 – NOTES PAYABLE TO RELATED PARTIES

 

Notes payable to related parties consists of the following at June 30, 2017 and December 31, 2016:

 

   June 30, 2017   December 31, 2016 
         
Notes payable to officers/shareholders (a)  $195,000   $195,000 
Notes payable to officers/shareholders (b)   600,000    600,000 
Notes payable to related parties (c)   300,000    - 
Notes payable to related parties (d)   50,000    70,000 
    1,145,000    865,000 
Less: current portion   (545,000)   (265,000)
Non-current portion  $600,000   $600,000 

 

  a. On July 1, 2012, the Company entered into unsecured notes payable agreements with two of its officers/shareholders. The maximum borrowings allowed under each individual note are $200,000. Through December 31, 2013, each note bore interest at 20% per annum. Beginning on January 1, 2014, the interest rate on the notes was reduced to 8% per annum. The notes are due 30 days after demand. Amounts owed on the combined note balances were $195,000 at June 30, 2017 and December 31, 2016, respectively.
     
  b. In May 2016, the Company entered into two separate notes payable agreements with the aforementioned two officers/shareholders. Under each of the agreements, the Company borrowed $300,000 from each of the officers/shareholders. The notes accrue interest at 8% per annum, are unsecured and are due on or before May 31, 2018. A total of $600,000 was outstanding on the combined notes at June 30, 2017, and December 31, 2016.
     
  c. In February 2017, the Company executed two separate promissory notes and borrowed $300,000 from the relatives of one of the directors of the Company. The notes are unsecured, payable on demand and carry an interest of 14% per annum. A total of $300,000 was outstanding on the combined notes at June 30, 2017.
     
  d. The Company entered into note agreements with the parents of one of the Company’s officer/shareholders. The loans accrue interest at 10% per annum, are unsecured and were due on or before December 31, 2016. A total of $50,000 and $70,000 was due on the loans as of June 30, 2017 and December 31, 2016, respectively. These loans were extended with the mutual consent.

 

 10 
 

 

SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE MONTHS ENDED JUNE 30, 2017 AND 2016

 

NOTE 5 – NOTES PAYABLE TO RELATED PARTIES (CONTINUED)

 

Interest expense on the notes to related parties for the three months ended June 30, 2017 and 2016 was $30,487 and $17,147, respectively. Interest expense on the notes to related parties for the six months ended June 30, 2017 and 2016 was $54,109 and $21,037, respectively. Accrued interest included in Amounts due to related parties at June 30, 2017 and December 31, 2016 was $93,299 and $68,471, respectively.

 

NOTE 6 – LOANS PAYABLE

 

Loans payable consist of the following at June 30, 2017 and December 31, 2016:

 

   June 30, 2017   December 31,2016 
         
Automobile loans   30,123    34,220 
Less: current portion   (8,102)   (8,262)
Non-current portion  $22,021   $25,958 

 

In 2015, the Company entered into two loan agreements to purchase automobiles. The combined principal amount of the loans was $44,093 and they mature by November 2021. The loans require a combined monthly payment of principal and interest of $747. A total of $30,123 and $34,220 was owed on the loans as of June 30, 2017 and December 31, 2016, respectively.

 

NOTE 7 – SHAREHOLDERS’ EQUITY

 

Agreement with Chief Executive Officer

 

On January 6, 2017, the company extended an offer to Dennis G. Forchic to become CEO. Mr. Forchic accepted the offer and contracts were executed on March 27, 2017. As part of the Employment Agreement, the Company issued a total of 5,411,765 shares valued at $2,760,000, the purchase of an additional 784,314 shares valued at $400,000 for a consideration of $100,000. The fair value of the shares on the date of grant over consideration received was $3,060,000, which was recorded as stock compensation expense.

 

In addition Mr. Forchic was granted an option to purchase 3,000,000 shares at $0.60 per share, with 33.3% of these shares vesting on the one year anniversary of the date of grant and the remainder vesting in equal installments at the end of each month over the next three years. The options were valued at $835,767 using a Black Scholes options pricing model and will be amortized as an expense over the vesting period. The amount amortized as stock based compensation during the three and six months ended June 30, 2017 were $69,647 and $134,801, respectively. The fair value of the options of $835,767 was based on a probability effected Black-Scholes option pricing model with a stock price of $0.51, volatility of 198.3% and risk-free rates of 0.83% - 1.03%. As of June 30, 2017, there was $700,966 of unvested stock compensation that will be amortized over the next two and a half years. During the six months ended June 30, 2017, $134,801 of this cost was amortized.

 

Other issuances

 

During 2017, the Company entered into various consulting agreements with a third parties (“Consultants”) pursuant to which these Consultants will provide services including but not limited to business development, sales promotion, introduction to new business opportunities, strategic analysis, and, sales and marketing activities. In accordance with these agreements, the Company agreed to issue an aggregate of 1,117,000 shares to the Consultants for the services rendered. The Company accounted for the aggregate fair value of the shares of common stock issued to Consultants in accordance with current accounting guidelines, and determined the aggregate fair value of these shares to be $1,635,050 based on the trading prices per share of the Company’s stock at every issuance date. As there were no performance commitment and shares issued were nonrefundable, the Company recognized the full amount of the fair value of the common stock issued as stock compensation expense on its statement of Operations for the period ended June 30, 2017.

 

In November 2015, the Company entered into a four year employment agreement with one of its employees in which the employee was granted 500,000 shares of the Company's common stock. The shares vest equally in six month periods over the four years. The fair value of the shares on the date of grant was $400,000, which is being amortized ratably over the four year service period. The amount amortized as stock based compensation in each of the six month periods ended June 30, 2017 and 2016 was $50,000.

 

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SOLIS TEK INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

FOR THE THREE MONTHS ENDED JUNE 30, 2017 AND 2016

 

NOTE 7 – SHAREHOLDERS’ EQUITY (CONTINUED)

 

Shares issued for cash

 

During the six months ended June 30, 2017, the Company issued 375,000 shares for a total of $300,000 in a Private Placement Offerings per Reg. D.

 

NOTE – 8 TECHNOLOGY LICENSE AGREEMENT

 

The Company entered into a Technology License Agreement with a third party vendor for consulting services. Under the agreement, the Company will pay the vendor a minimum consulting amount of $100,000 per year, plus a royalty of 7% of all net sales of the vendor’s products above $1,428,571 per calendar year. For each of the three months ended June, 2017 and 2016, $25,000 was recorded as research and development expense under the agreement on the consolidated Statements of Operations related to the minimum annual fee. For each of six months ended June 30, 2017 and 2017, $50,000 was recorded as research and development expense under the agreement on the consolidated Statement of Operations related to minimum annual fee. A total of $21,034 of royalty fees were owed under the amended agreement for the six months ended June 30, 2017 and were recorded in cost of goods sold on the consolidated Statements of Operations. No royalty fees were owed under the agreement for the six months ended June 30, 2016. A total of $186,587 and $165,553 was owed under the amended agreement at June 30, 2017 and December 31, 2016, respectively.

 

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

 

This Form 10-Q contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about our:

 

  business strategy;
     
  financial strategy;
     
  future operating results; and
     
  Plans, objectives, expectations and intentions contained in this report that are not historical.

 

All statements, other than statements of historical fact included in this report, regarding our strategy, intellectual property, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this report, the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. All forward-looking statements speak only as of the date of this report. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, intentions and expectations reflected in or suggested by the forward-looking statements we make in this report are reasonable, we can give no assurance that these plans, intentions or expectations will be achieved. These statements may be found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as in this report generally. Actual events or results may differ materially from those discussed in forward-looking statements as a result of various factors. In light of these risks and uncertainties, there can be no assurance that the forward-looking statements contained in this filing will in fact occur.

 

Organizational History

 

Solis Tek Inc. (the “Company”) was originally incorporated under the laws of the State of Nevada on March 2, 2007 as Cinjet, Inc. (“Cinjet”). Effective September 1, 2015, Cinjet changed its corporate name to Solis Tek Inc. On June 23, 2015, the Company entered into an Agreement of Merger and Plan of Reorganization (the “Agreement”) with Solis Tek Inc., a California corporation (“STI”), and CJA Acquisition Corp., a California corporation and a wholly owned subsidiary of the Company (“Merger Sub”), providing for the merger of Merger Sub with and into STI (the “Merger”), with STI surviving the Merger as a wholly-owned subsidiary of the Company. The Merger Agreement was approved by the Company’s Board of Directors and the sole Director of the Company, effective June 23, 2015. The Merger closed on June 23, 2015.

 

At the effective time of the Merger, each share of STI common stock issued and outstanding was converted automatically into the right to receive. 166 shares of the common stock of the Company, with an aggregate of 26,187,000 shares of the Company’s common stock issued to the former shareholders of STI.

 

Upon the closing of the Merger, STI paid a total of $22,500 to four shareholders of the Company for the cancellation of a total of 61,297,002 shares of the Company’s common stock. Also at the closing of the Merger, STI paid $198,100 to the Company to settle and pay liabilities of $405,932, which represented all of the then current liabilities of the Company. After the closing, a total of 29,551,998 shares of the Company were outstanding.

 

Upon completion of the Merger, the former stockholders of STI owned approximately 89% of the outstanding shares of the Company’s common stock and the holders of the outstanding shares of the Company’s common stock prior to the Merger owned the balance. As the former owners and management of STI have voting and operating control of the Company after the Merger, the transaction has been accounted for as a recapitalization with the STI deemed the acquiring companies for accounting purposes, and the Company deemed the legal acquirer. Due to the change in control, the consolidated financial statements reflect the historical results of STI prior to the Merger, and that of the combined company following the Merger. Common stock and the corresponding capital amounts of the Company pre-Merger have been retroactively restated as capital stock shares reflecting the exchange ratio in the Merger. No step-up in basis or intangible assets or goodwill will be recorded in this transaction and the cash paid by the Company of $248,980 (including $28,380 of transaction costs) has been reflected as a cost of the transaction.

 

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Overview of Business

 

The Company is focused on the research, design, development and manufacturing of advanced, energy efficient indoor horticulture lighting and ancillary equipment. Our vision is to apply the latest advances in high efficiency lighting and controls technology as well as effective manufacturing techniques to deliver highly differentiated products with clear benefits at competitive prices to the greenhouse and indoor horticulture markets.

 

The Company, through its two wholly owned subsidiaries, Solis Tek Inc. a California corporation and Solis Tek East, Corporation, an entity incorporated under the laws of the State of New Jersey, are in the operations of designing, developing and sourcing a line of Solis Tek Digital Ballasts intended for use in high intensity lighting systems used for horticulture. An electrical ballast is a device intended to limit the amount of current in an electric circuit. A familiar and widely used example is the inductive ballast used in fluorescent lamps, to limit the current through the tube, which would otherwise rise to destructive levels due to the tube’s negative resistance characteristic. Since the commencement of operations, our product line has evolved from digital ballasts to a line of lighting products including a line of specialty ballasts ranging from 400 watts to 1,000 watts with various features, a line of specialty metal halide digital lamps, a line of reflectors, high intensity lighting accessories.

 

The Company, through its third wholly owned subsidiary, Zelda Horticulture, Inc. a California corporation, introduced an organic solutions and nutrient line which was launched in 2016. Zelda’s in-house Research and Development department formulates unique plant nutrient additives designed to create healthier plants which yield greater plant aroma, volume, and oil production and intensity in the growing cycle. The end users of the new nutrient additive products are the same existing Solis Tek Inc. lighting clients, hence, the company will leverage its existing sales and distribution channels to gain maximum efficiencies with this new subsidiary division. Zelda’s nutrient products are trademark protected, created with 100% organic compounds, contain proprietary ingredients, formulated and produced in our own facility in Carson, CA, and have been thoroughly vetted by our customers and tested by outside independent third-party labs, consultants and growers. The nutrient additive products are typically used by our customers as a part of their daily plant nutrient feed program, creating a much tighter transaction interval relationship with our client base than the lighting division realizes due to those product lifecycles.

 

Critical Accounting Policies

 

The Securities and Exchange Commission (“SEC”) defines “critical accounting policies” as those that require application of management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain and may change in subsequent periods. Not all of the accounting policies require management to make difficult, subjective or complex judgments or estimates. However, the following policies could be deemed to be critical within the SEC definition.

 

Allowance for Doubtful Accounts

 

The allowance for doubtful accounts is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, the age of the accounts receivable balances, credit quality, economic conditions that may affect a customer’s ability to pay and expected default frequency rates. Trade receivables are written off at the point when they are considered uncollectible.

 

Inventories

 

The Company provides inventory reserves based on excess and obsolete inventories determined primarily by future demand forecasts. The write down amount is measured as the difference between the cost of the inventory and market based upon assumptions about future demand and charged to the provision for inventory, which is a component of cost of sales. At the point of the loss recognition, a new, lower cost basis for that inventory is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis.

 

Recent Accounting Pronouncements

 

See Note 2 of the condensed financial statements for management’s discussion of recent accounting pronouncements.

 

Results of Operations

 

Results of Operations for the three months ended June 30, 2017 compared to the three months ended June 30, 2016.

 

Revenue and Cost of Goods Sold

 

Revenue for the three months ended June 30, 2017 and 2016 was $2,441,289 and $2,125,830, respectively, an increase of $315,459 or 15%. The increase was primarily due to more market penetration within our hydroponic customers and commercial facilities during the second quarter of 2017, as compared to the second quarter of 2016.

 

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Cost of sales for the three months ended June 30, 2017 and 2016, was $1,521,410 and $1,324,165, respectively. Gross profit for the three months ended June 30, 2017 and 2016, was $919,879 and $801,665, respectively. The increase in gross profit of $118,214, or 15% was primarily due to increase in revenue. As a percentage of revenue, gross profit for the three months ended June 30, 2017 remained unchanged at 37.7% compared to the three months ended June 30, 2016.

 

Selling, General and Administrative Expenses

 

Selling, general and administrative (“SG&A”) expenses for the three months ended June 30, 2017 and 2016 was $2,391,231 and $765,531, respectively, an increase of $1,625,700 or 212%. The increase in SG&A expenses was due to increase in payroll, marketing, travel, trade shows, outbound freight, and sales commission to support the increase in revenues and stock compensation costs and increase in bad debt expenses. For the three months ended June 30, 2017 stock compensation expense was $1,191,697 compared to $25,000 for the three months ended June 30, 2016.

 

Research and Development Expenses

 

Research and development (“R&D”) expenses for the three months ended June 30, 2017 and 2016 was $82,500 and $58,000, respectively, an increase of $24,500 or 42%. The increase in R&D expenses was primarily due to fair value of common stock ($25,000) issued to an employee. The R&D expense was incurred for the improvement in existing products and development of new products.

 

Net Income (Loss)

 

Net loss for the three months ended June 30, 2017 was $1,588,701 compared to net loss of $35,157 for the three months ended June 30, 2016. The increase in net loss for the three months ended June 30, 2017 was due to noncash stock compensation costs, and increased selling, general and administrative costs compared to the three months ended June 30, 2016. Noncash stock compensation costs for three months ended June 30, 2017 was $1,216,697 compared to $25,000 for the three months ended June 30, 2016.

 

Results of Operations for the six months ended June 30, 2017 compared to the three months ended June 30, 2016.

 

Revenue and Cost of Goods Sold

 

Revenue for the six months ended June 30, 2017 and 2016 was $5,343,115 and $4,710,498, respectively, an increase of $632,617 or 13%. The increase was primarily due to more market penetration within our hydroponic customers and commercial facilities.

 

Cost of sales for the six months ended June 30, 2017 and 2016, was $3,302,714 and $2,982,876, respectively. Gross profit for the six months ended June 30, 2017 and 2016, was $2,040,401 and $1,727,622, respectively. The increase in gross profit of $312,779 or 18% was primarily due to increase in revenue. As a percentage of revenue, gross profit for the six months ended June 30, 2017 was 38.2% compared to 36.7% for the six months ended June 30, 2016. The increase in gross profit percentage was due to higher revenue and product mix.

 

Selling, General and Administrative Expenses

 

Selling, general and administrative (“SG&A”) expenses for the six months ended June 30, 2017 and 2016 was $7,155,886 and $1,519,225, respectively, an increase of $5,636,661 or 371%. The increase in SG&A expenses was due to increase in payroll, marketing, travel, trade shows, outbound freight, and sales commission to support the increase in revenues and stock compensation costs and increase in bad debt expenses For the six months ended June 30, 2017 stock compensation expense was $4,829,851 compared to $61,000 for the three months ended June 30, 2016.

 

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Research and Development Expenses

 

Research and development (“R&D”) expenses for the six months ended June 30, 2017 and 2016 was $165,270 and $115,000, respectively, an increase of $50,270 or 44%. The increase in R&D expenses was primarily due to fair value of common stock ($50,000) issued to an employee. The R&D expense was incurred for the improvement in existing products and development of new products.

 

Net Income (Loss)

 

Net loss for the six months ended June 30, 2017 was $5,340,688 compared to net profit of $9,803 for the six months ended June 30, 2016. The net loss for the six months ended June 30, 2017 was due to noncash stock compensation costs, and increased selling, general, and administrative costs compared to the six months ended June 30, 2016. Noncash stock compensation costs for six months ended June 30, 2017 was $4,879,851 compared to $61,000 for the six months ended June 30, 2016.

 

Liquidity and Capital Resources

 

Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. Significant factors in the management of liquidity are funds generated by operations, levels of accounts receivable and accounts payable and capital expenditures.

 

Cash flows (used in) provided by operating activities

 

During the six months ended June 30, 2017, the Company used $514,137 in operating activities, compared to cash provided by operating activities of $576,650 during the six months ended June 30, 2016. During the six months ended June 30, 2017, cash was primarily used in increase in accounts receivable to support higher revenue, reduction in related party vendor for inventory purchases and was offset in part with reduction in inventory and increase in accounts payable and accrued expenses.

 

Cash flows used in investing activities

 

During the six months ended June 30, 2017, the Company used $3,200 in the property and equipment for purchase of certain molds.

 

Cash flows provided by financing activities

 

During the six months ended June 30, 2017, the Company generated $669,134 from financing activities compared to cash used in financing activities of $361,651for the six months ended June 30, 2016. For the six months ended June 30, 2017, the Company raised a $400,000 through an issuance of common stock, and proceeds from notes payable to related parties of $300,000 and part of the proceeds were used to pay notes payable-related party of $20,000 and payments on loans payable and capital lease obligation.

 

We estimate the Company currently has sufficient cash and liquidity to meet its anticipated working capital for the next twelve months.

 

Historically, we have financed our operations primarily through private sales of common stock, a line of credit and loans from a third party financial institution related parties, and operations. We anticipate that our primary capital source will be positive cash flow from operations. If our sales goals do not materialize as planned, we believe that the Company can reduce its operating costs and achieve positive cash flow from operations. However, we may not generate sufficient revenues from product sales in the future to achieve profitable operations. If we are not able to achieve profitable operations at some point in the future, we may have insufficient working capital to maintain our operations as we presently intend to conduct them or to fund our expansion, marketing, and product development plans. There can be no assurance that we will be able to obtain such financing on acceptable terms, or at all.

 

During the six months ended June 30, 2017, the Company has raised a total of $300,000 through an issuance of 375,000 shares under Private Placement Offering per Reg. D.

 

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Non-GAAP Measure – Adjusted EBITDA

 

In addition to our GAAP results, we present Adjusted EBITDA as a supplemental measure of our performance. However, Adjusted EBITDA is not a recognized measurement under GAAP and should not be considered as an alternative to net income, income from operations or any other performance measure derived in accordance with GAAP or as an alternative to cash flow from operating activities as a measure of liquidity. We define Adjusted EBITDA as net income (loss), plus interest expense, provision for income taxes, depreciation and amortization, and stock-based compensation. Non-GAAP adjustments to our results prepared in accordance with GAAP are itemized below. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

 

Set forth below is a reconciliation of Adjusted EBITDA to net income (loss) for the three and six months ended June 30, 2017 and 2016.

 

   Three months ended   Six months ended 
   June 30, 2017   June 30, 2016   June 30, 2017   June 30, 2016 
                 
Net income (loss)  $(1,588,701)  $(35,157)  $5,340,688   $9,803 
Add (subtract) :                    
Interest expense   31,649    23,620    55,820    50,394 
Provision for income taxes   3,200    (5,829)   4,113    37,700 
Depreciation and amortization   17,886    17,587    35,631    35,102 
Stock-based compensation  1,216,697    25,000    4,879,851    61,000 
Adjusted EBITDA  $(319,269)  $25,221   $(365,273)  $193,999 

 

We present Adjusted EBITDA because we believe it assists investors and analysts in comparing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Adjusted EBITDA has limitations as an analytical tool, which includes, among others, the following:

 

  Adjusted EBITDA does not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
     
  Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
     
  Adjusted EBITDA does not reflect interest expense, or the cash requirements necessary to service interest or principal payments, on our debts; and
     
  although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements

 

Off-Balance Sheet Arrangements

 

We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, and results of operations, liquidity or capital expenditures.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

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Item 4. Controls and Procedures.

 

Evaluation of disclosure controls and procedures

 

Based upon an evaluation of the effectiveness of our disclosure controls and procedures performed by our Chief Executive Officer and Chief Financial Officer as of the end of the period covered by this report, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures have not been effective as a result of a weakness in the design of internal control over financial reporting identified below.

 

As used herein, “disclosure controls and procedures” mean controls and other procedures of our company that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

Management’s Report on Internal Control over Financial Reporting

 

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f) under the Securities Exchange Act of 1934. Our Chief Executive Officer/Chief Accounting Officer conducted an evaluation of the effectiveness of our control over financial reporting based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on management’s evaluation under the framework, management has concluded that our internal control over financial reporting was not effective as of September 30, 2016.

 

We identified material weaknesses in our internal control over financial reporting primarily attributable to (i) lack of segregation of incompatible duties; and (ii) insufficient Board of Directors representation. These weaknesses are due to our inadequate staffing during the period covered by this report and our lack of working capital to hire additional staff. Management has retained an outside, independent financial consultant to record and review all financial data, as well as prepare our financial reports, in order to mitigate this weakness. Although management will periodically re-evaluate this situation, at this point it considers that the risk associated with such lack of segregation of duties and the potential benefits of adding employees to segregate such duties are not cost justified. We intend to hire additional accounting personnel to assist with financial reporting as soon as our finances will allow.

 

This quarterly report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

 

Changes in Internal Control Over Financial Reporting

 

No changes in our internal control over financial reporting occurred during the six months ended June 30, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

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PART II

 

Item 1. Legal Proceedings.

 

The Company is, from time to time, involved in legal proceedings, regulatory actions, claims and litigation arising in the ordinary course of business. These matters are not expected to have a material adverse effect upon the Company’s financial condition.

 

Item 1A. Risk Factors.

 

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

 

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
Number
  Description of Exhibit
     
31.1   Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
     
31.2   Certification by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
     
32.1   Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code.
     
32.2   Certification by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code.
     
101.INS   XBRL Instance Document.*
     
101.SCH   XBRL Taxonomy Extension Schema.*
     
101.CAL   XBRL Taxonomy Extension Calculation Linkbase.*
     
101.DEF   XBRL Taxonomy Extension Definition Linkbase.*
     
101.LAB   XBRL Taxonomy Extension Label Linkbase.*
     
101.PRE   XBRL Extension Presentation Linkbase.*

 

* Attached as Exhibit 101 to this report are the following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017 formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets, (ii) the Statement of Operations, (iii) the Statement of Shareholders’ Equity, (iv) the Statement of Cash Flow, and (v) Notes to Financial Statements.

 

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SIGNATURES

 

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  SOLIS TEK INC. AND SUBSIDIARIES
     
  By: /s/ Dennis G. Forchic
    Dennis G. Forchic
    Chief Executive Officer
    August 11, 2017

 

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