UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 10-Q

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2018

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

ENERGY & TECHNOLOGY, CORP.

(Exact name of registrant as specified in Charter)

 

DELAWARE		333-143215		26-0198662
(State or other jurisdiction of incorporation or organization)		(Commission File No.)		(IRS Employee Identification No.)

 

Petroleum Towers, Suite 530

3639 Ambassador Caffery Blvd

Mail to: P.O. Box 52523

Lafayette, LA 70505

(Address of Principal Executive Offices)

 

 

+ 1-337- 984-2000

(Issuer Telephone number)

 

+ 1-337- 988-1777

Issuer Fax Number

 

 

www.engt.com 

www.energyntechnology.com

 

Securities registered under Section 12(b) of the Exchange Act:	None.
Securities registered under Section 12(g) of the Exchange Act:	Common stock, par value $0.001 per share.
	(Title of class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 the Securities Act. Yes ☐   No ☒ 

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐   No ☒ 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months (or 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 ☒  No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

	Large accelerated filer	☐	Accelerated filer	☐
	Non-accelerated filer	☐	Smaller reporting company	☒
	(Do not check if a smaller reporting company)		Emerging growth company	☐

 

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. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐  No ☒

 

According to the Company’s transfer agent of record, Olde Monmoth Stock Transfer Agent’s latest records, the number of shares outstanding of each of the Company’s classes of common equity, as of the end of the fiscal quarter covered by this report, is 165,560,766 shares of common stock. The company has issued no stock since that date.

 

 

ENERGY & TECHNOLOGY, CORP.

 

FORM 10-Q

 

September 30, 2018

 

INDEX

 

PART I—FINANCIAL INFORMATION				1
Item 1.		Financial Statements		1
Item 2.		Management’s Discussion and Analysis of Financial Condition		10
Item 3.		Quantitative and Qualitative Disclosures About Market Risk		14
Item 4.		Control and Procedures		14
PART II—OTHER INFORMATION
Item 1.		Legal Proceedings		15
Item 2.		Risk Factors		15
Item 3.		Unregistered Sales of Equity Securities and Use of Proceeds		15
Item 4.		Defaults Upon Senior Securities		15
Item 5.		Submission of Matters to a Vote of Security Holders		15
Item 6.		Other Information		15
Item 7.		Exhibits and Reports on Form 8-K		15
SIGNATURE				16

 

 

INTRODUCTORY NOTE

 

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 about Energy & Technology, Corp. (the “Company”) and our subsidiaries, Technical Industries, Inc. (TII), Energy Pipe, LLC (EP), (a variable interest entity), and Energy Technology Manufacturing & Threading, LLC (ETMT), (a variable interest entity), that are subject to risks and uncertainties. Forward-looking statements include information concerning future financial performance, business strategy, projected plans and objectives. Statements preceded by, followed by or that otherwise include the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “may increase,” “may fluctuate” and similar expressions of future or conditional verbs such as “will,” “should,” “would,” and “could” are generally forward-looking in nature and not historical facts. Actual results may differ materially from those projected, implied, anticipated or expected in the forward-looking statements. Readers of this quarterly report should not rely solely on the forward-looking statements and should consider all uncertainties and risks throughout this report. The statements are representative only as of the date they are made. The Company, Technical Industries, Inc. (TII), Energy Pipe, LLC (EP), and Energy Technology Manufacturing & Threading, LLC (ETMT), (sometimes referred to herein on a consolidated basis as the Company, we, us, or similar phrasing) undertakes no obligation to update any forward-looking statement.

 

These forward-looking statements, implicitly and explicitly, include the assumptions underlying the statements and other information with respect to the Company’s beliefs, plans, objectives, goals, expectations, anticipations, estimates, financial condition, results of operations, future performance and business, including management’s expectations and estimates with respect to revenues, expenses, return on equity, return on assets, efficiency ratio, asset quality and other financial data and capital and performance ratios.

 

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, these statements involve risks and uncertainties that are subject to change based on various important factors, some of which are beyond the control of the Company. The following factors, among others, could cause the Company’s results or financial performance to differ materially from its goals, plans, objectives, intentions, expectations and other forward-looking statements:

 

●

general economic and industry conditions;

●

our capital requirements and dependence on the sale of our equity securities;

●

the liquidity of the Company’s common stock will be affected by the lack of a trading market;

●

industry competition;

●

shortages in availability of qualified personnel;

●

legal and financial implications of unexpected catastrophic events;

●

regulatory or legislative changes effecting the industries we serve; and

●

reliance on, and the ability to attract, key personnel.

 

For a discussion of these and other risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s S-1 Report filed with the SEC, which is available on the SEC’s website at www.sec.gov. All forward-looking statements are qualified in their entirety by this cautionary statement, and the Company undertakes no obligation to revise or update this Quarterly Report on Form 10-Q to reflect events or circumstances after the date hereof. New factors emerge from time to time, and it is not possible for us to predict which factors, if any, will arise. In addition, the Company cannot assess the impact of each factor on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

 

 

PART I - Financial Information

 

Item 1. Financial Statements

 

ENERGY & TECHNOLOGY, CORP.

Consolidated Balance Sheets

As of September 30, 2018 and December 31, 2017

 

		June 30,				December 31,
		2018				2017
		(Unaudited)				(Unaudited)
Assets
Current Assets
Cash and Cash Equivalents		$	117,106			$	36,168
Investments			2,332				2,289
Accounts Receivable
Trade, Net			393,571				273,183
Inventory, Net			903,373				903,373
Prepaid Expenses			74,422				50,835
Other Current Assets			178,366				126,168
Total Current Assets			1,669,170				1,392,016
Property and Equipment, Net
Held for Operations, Net			1,933,949				2,099,840
Construction in Progress			350,418				350,418
			2,284,366				2,450,258
Total Assets		$	3,953,537			$	3,842,274
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts Payable		$	1,077,806			$	978,740
Accrued Liabilities			79,601				82,035
Accrued Rent			2,520,000				2,407,500
Current Maturities of Notes Payable			4,580,873				4,425,147
Due to Affiliates			739,271				856,687
Income Taxes Payable			25,287				25,287
Total Current Liabilities			9,022,838				8,775,396
Long-Term Liabilities
Notes Payable		$	6,427			$	13,142
Total Liabilities		$	9,029,265			$	8,788,538
Stockholders’ Equity
Preferred Stock - $.001 Par Value; 10,000,000 Shares Authorized,  None Issued			-				-
Common Stock - $.001 Par Value; 250,000,000 Shares Authorized, 169,198,117 Shares Issued at September 30, 2018 and December 31, 2017, respectively			169,198				169,198
Paid-In Capital			4,209,592				4,209,592
Treasury Stock, at cost (3,637,351 Shares)			(4,076,441	)			(4,076,441	)
Retained Earnings			(5,378,078	)			(5,248,612	)
Total Stockholders’ Equity			(5,075,728	)			(4,946,263	)
Total Liabilities and Stockholders’ Equity		$	3,953,537			$	3,842,274

 

See notes to consolidated financial statements.

 

 

ENERGY & TECHNOLOGY, CORP.

Consolidated Statements of Operations (Unaudited)

For the Three Months Ended September 30, 2018 and September 30, 2017

For the Nine Months Ended September 30, 2018 and September 30, 2017

 

		Three Months Ended								Nine Months Ended
		September 30,				September 30,				September 30,				September 30,
		2018				2017				2018				2017
Revenues		$	758,745			$	733,091			$	2,592,772				2,112,773
Cost of Revenues
Materials and Supplies			24,320				72,960				158,100				262,008
Subcontractor Costs			132,393				191,767				429,599				475,575
Depreciation			36,247				64,463				92,191				193,389
Employees and Related Costs			203,026				102,501				489,410				325,448
Repairs and Maintenance			39,549				74,097				109,516				150,504
Insurance			6,328				13,666				71,250				45,928
Other Costs			101,634				113,340				370,655				374,299
Total Cost of Revenues			543,496				632,795				1,720,720				1,827,151
Gross Profit			215,248				100,296				872,052				285,622
Operating Expenses
Selling, General, and Administration			279,705				376,812				840,700				1,056,683
Depreciation			27,054				27,525				81,161				82,576
Total Operating Expenses			306,759				404,337				921,861				1,139,259
Loss from Operations			(91,510	)			(304,042	)			(49,809	)			(853,637	)
Income from Claim Settlement							61,397				78,281				61,397
Income from Lawsuit Settlement															105,816
Investment Income (Expense)			0				(53	)			43				(1,514	)
Interest Expense			(50,434	)			(127,809	)			(157,980	)			(139,509	)
Total Other Income (Expense)			(50,434	)			(66,465	)			(79,656	)			26,190
Loss Before Provision for Income Taxes			(141,944	)			(370,506	)			(129,466	)			(827,447	)
Benefit for Income Taxes			0				0				0				0
Income/(Loss)		$	(141,944	)		$	(370,506	)		$	(129,466	)		$	(827,447	)
Loss per Share - Basic		$	NM			$	NM			$	NM			$	NM
Loss per Share - Diluted		$	NM			$	NM			$	NM			$	NM

 

See notes to consolidated financial statements.

 

 

ENERGY & TECHNOLOGY CORP.

Consolidated Statements of Changes in Stockholders’ Equity

For the Years Ended December 31, 2017 and the Nine Months Ended September 30, 2018

 

		Common Stock								Treasury Stock								Additional Paid-In				Retained				Total Stockholders'
		Shares				Amount				Shares				Amount				Capital				Earnings				Equity
Balance at January 1, 2017			169,198,117			$	169,198				(3,637,351	)		$	(4,076,441	)		$	4,209,591				(3,940,586	)		$	(3,638,238	)
Net (Loss)			-				-								-				-				(1,308,025	)		$	(1,308,025	)
Balance at December 31, 2017			169,198,117			$	169,198				(3,637,351	)		$	(4,076,441	)		$	4,209,591			$	(5,248,611	)		$	(4,946,263	)
Balance at January 1, 2018			169,198,117				169,198				(3,637,351	)			(4,076,441	)			4,209,591				(5,248,611	)			(4,946,263	)
Net Income (Loss)			-				-												-				(129,466	)		$	(129,466	)
Balance at September 30, 2018			169,198,117			$	169,198			$	(3,637,351	)		$	(4,076,441	)		$	4,209,591			$	(5,378,077	)		$	(5,075,728	)

 

See notes to consolidated financial statements.

 

 

ENERGY & TECHNOLOGY, CORP.

Consolidated Statements of Cash Flows

For the Nine Months Ended September 30, 2018 and 2017

 

		Nine Months Ended
		September 30,				September 30,
		2018				2017
Cash Flows from Operating Activities
Net Income (Loss)			(127,608	)			(827,447	)
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities
Depreciation			173,353				275,965
Accrued Interest							118,057
Fair Value of Investments			(43	)			1,632
Changes in Assets and Liabilities
Trade Receivables			(120,388	)			(153,651	)
Inventory			-				104,748
Prepaid Expenses			(23,587	)			(15,623	)
Accounts Payable			99,066				250,643
Accrued Payroll and Payroll Liabilities			(2,434	)			(99,791	)
Accrued Rent			112,500				112,500
Net Cash Provided by Operating Activities			110,859				(232,967	)
Cash Flows from Investing Activities
Other Assets			(52,198	)			(38,732	)
Purchase of Property and Equipment			(7,461	)			(35,501	)
Net Cash Provided by (Used in) Investing Activities			(59,659	)			(74,233	)
Cash Flows from Financing Activities
Borrowings (Principal Repayments) to Affiliates			(119,273	)			319,186
Borrowings (Principal Repayments) on Notes Payable			149,011				(4,647	)
Net Cash Provided by (Used in) Financing Activities			29,738				314,539
Net Increase (Decrease) in Cash and Cash Equivalents			80,938				7,339
Cash and Cash Equivalents, Beginning of Year			36,168				158,068
Cash and Cash Equivalents, End of Year			117,106				165,407
Supplemental Disclosure of Cash Flow Information
Cash Paid During the Period for Interest			11,098				21,452
Cash Paid During the Period for Income Taxes			-				-

 

See notes to consolidated financial statements.

 

 

ENERGY & TECHNOLOGY, CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

 

Note 1.

Organization

 

This Financial statement is unaudited.

 

Energy and Technology, Corp. (the Company) was formed November 29, 2006 under the laws of the State of Delaware in order to acquire and to take over the assets and business of Technical Industries, Inc. (TII).  On that date, the Company issued 125,000,000 shares of common stock to American Interest, LLC, in exchange for founder services rendered.  The fair value of these services was considered immaterial, and no amounts were recognized in the financial statements.  At the time the shares were issued to American Interest, LLC, the Company had no assets, operations, or cash flows.  As such, the stock had no value at the time the Company was established.  The par value was arbitrarily established in order to comply with the State of Delaware laws.  In order to reflect the par value of the shares issued, the Company recognized a discount on capital stock as a contra-equity account within the equity section of the consolidated balance sheets. 

 

On January 3, 2007, the Company entered into a Stock Exchange Agreement and Share Exchange (the Agreement) whereby the sole shareholder of TII exchanged all of the outstanding shares of TII to the Company in exchange for 50,000,000 shares of Company stock.  Accordingly, TII became a wholly-owned subsidiary of the Company.  The assets acquired and liabilities assumed were recorded at the carrying value to TII since TII and the Company were under common control prior to the acquisition.  

 

TII specializes in the non-destructive testing of structures, vessels, oilfield equipment and pipe, including magnetic and ultrasonic testing, utilizing the latest technologies.  These technologies enable TII to (i) provide detailed information to customers regarding each pipe tested, and (ii) reach energy reserves present technology cannot reach without extra cost to the oil and gas companies.  Because of the intense scrutiny applied to each section of pipe, TII is able to generate data which allows the pipe to be used in the most extreme conditions, and has been proven especially useful in critical and deep water drilling operations in the Gulf of Mexico.

 

On August 29, 2009, the Company effected a name change from Technical Industries & Energy Corp. to Energy & Technology, Corp. to better reflect the nature of the Company’s business.

 

Note 2.

Summary of Significant Accounting Policies

 

Basis of Presentation and Consolidation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Technical Industries, Inc., the accounts of Energy Pipe, LLC (a variable interest entity), and the accounts of Energy Technology Manufacturing & Threading, LLC (a variable interest entity).  All significant intercompany balances and transactions have been eliminated.

 

The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of financial information for the interim periods presented.  These adjustments are of a normal recurring nature and include appropriate estimated provisions.

 

Basis of Accounting

Assets, liabilities, revenues and expenses are recognized on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.

 

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect amounts reported in the financial statements.  Accordingly, actual results could differ from those estimates due to information that becomes available subsequent to the issuance of the financial statements or for other reasons.

 

Revenue Recognition

Revenue for inspection services and manufacturing and threading services is recognized upon completion of the services rendered.  Revenue for the sales of pipe is recognized when pipe is delivered and the customer takes ownership and assumes the risks of loss, collection of the relevant receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable.

 

Trade Receivables

Trade accounts receivable are carried at their estimated collectible amounts.  Trade credit is generally extended on a short-term basis; thus receivables do not bear interest, although a finance charge may be applied to amounts past due. Trade accounts receivable are periodically evaluated for collectability based on past credit.

 

Allowance for Doubtful Accounts

The company calculates the allowance based on the history with customers and their current financial condition. Provisions of uncollectible amounts are determined based on management’s estimate of collectability. Allowance for doubtful accounts was $3,078 and $3,078 at September 30, 2018 and at December 31, 2017, respectively.

 

 

ENERGY & TECHNOLOGY, CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

 

Note 2.

Summary of Significant Accounting Policies (Continued)

 

Inventory

Inventory is stated at the lower of cost determined by the specific identification method or market.  At September 30, 2018 and at December 31, 2017, inventory consisted of pipe available for sale.

 

Property and Equipment

Property and equipment are stated at cost.  Expenditures for property and equipment and items that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred.  The cost and related accumulated depreciation of property and equipment disposed of are eliminated from the accounts, and any resulting gain or loss is recognized. Depreciation is provided utilizing the straight-line method over the estimated useful lives of the assets capitalized.

 

Valuation of Long-Lived Assets

In the event facts and circumstances indicate that carrying amounts of long-lived assets may be impaired, the Company evaluates the recoverability of its long-lived assets using the estimated future undiscounted cash flows associated with the asset compared to the asset’s carrying amount to determine if a write-down is required, pursuant to the provisions of Financial Accounting Standards Board (FASB) ASC 360-10-35.  Any impairment loss is measured as the difference between the carrying amount and the fair value of the impaired asset.

 

Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of temporary cash investments and trade receivables. Concentration of credit risk with respect to trade receivables is limited due to the Company’s large number of customers. At the end of the fiscal quarter covered by this report, the balance due from three customers represented 56.1 % of receivables, and sales to four customers represented 74.6% of revenues.

 

The Company maintains cash balances at several financial institutions, and periodically maintains cash in bank accounts in excess of insured limits.  The Company has not experienced any losses and does not believe that significant credit risk exists as a result of this practice.

 

Advertising

The Company charges the costs of advertising to expense as incurred. Advertising expense was $2,598 and $8,052, for the nine months ended September 30, 2018 and 2017, respectively.

 

Cash Flows

For purposes of the consolidated statement of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

 

Income Taxes

The Company recognizes income taxes in accordance with FASB ASC 740, “Income Taxes” (formerly Statement of Financial Accounting Standards (SFAS) No. 109, Accounting for Income Taxes). ASC 740 uses the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized for the tax consequences of “temporary differences” by applying enacted statutory tax rates applicable to future years to the difference between financial statement carrying amounts and the tax basis of existing assets and liabilities. Deferred taxes are also recognized for operating losses and tax credits that are available to offset future income taxes.

 

When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained.  The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any.

 

Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above would be reflected as a liability for unrecognized tax benefits in the consolidated balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest and penalties associated with unrecognized tax benefits would be classified as additional income taxes in the statement of operations.

 

Emerging Growth Company Critical Accounting Policy Disclosure

The Company qualifies as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, the Company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company may elect to take advantage of the benefits of this extended transition period in the future.

 

 

ENERGY & TECHNOLOGY, CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

 

Note 2.

Summary of Significant Accounting Policies (Continued)

 

Recent Accounting Pronouncements

Management does not expect any impact from the adoption of new accounting pronouncements.

 

Comprehensive Income

The Company had no components of comprehensive income. Therefore, net income (loss) equals comprehensive income (loss) for the periods presented.

 

Note 3.

Patent

 

On August 6, 2018, the company patent protection was voided which was previously awarded by the United States Patent and Trademark Office when its Patent Nos.  7,263,887, 7,401,518, 7,552,640, and 7,997,138 were challenged by National Oilwell Varco, LP, (NOV) as un-patentable under the obviousness doctrine in response to a patent infringement suit filed by the Company against NOV. Due to high expense of litigation costs to defend its patents and the uncertainty of success, the company has decided not to appeal these decisions.

 

Note 4.

Property and Equipment

 

Property and equipment consists of the following at September 30, 2018 and December 31, 2017, respectively:

 

			2018				2017
	Buildings and Improvements		$	3,157,937			$	3,157,937
	Equipment			5,982,669				5,975,208
	Autos and Trucks			276,682				276,682
	Office Furniture			34,025				34,025
	Construction in Progress			350,418				350,418
				9,801,731				9,794,270
	Less: Accumulated Depreciation			(7,517,365	)			(7,344,013	)
	Total		$	2,284,367			$	2,450,258

 

Depreciation expense amounted to $173,352 and $275,965 for the nine months ended September 30, 2018 and 2017, respectively.

 

Note 5.

Related Party Transactions

 

Energy & Technology, Corp is a holding company. Its subsidiaries include: Technical Industries, Inc. (NDT Inspection Services, maintenance, and storage are done in this company), Energy Technology Manufacturing & Threading, LLC (threading and manufacturing services are done in this company), and Energy Pipe, LLC (pipe sales are done in this company). All significant intercompany transactions are eliminated in consolidation.

 

Additionally, St. Charles Real Estate Corp LLC owns the land in Houston, Texas where the Company maintains its pipe inventory, as well as the Houston facility. The Company has a month to month lease for $12,500 with St. Charles Real Estate but is accruing rent instead of paying. As of September 30, 2018 and December 31, 2017 the total owed is $2,520,000 and $2,407,500, respectively. St. Charles Real Estate Corp LLC is owned by various members of the Sfeir family.

 

 

ENERGY & TECHNOLOGY, CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

 

Note 6.

Notes Payable

 

Notes payable at September 30, 2018 and December 31, 2017 consist of the following:

 

			2018				2017
	Secured fixed term note of $48,601.50 due November 2020; fixed interest rate of 3.39%			15,342				22,057
	Unsecured variable term note of $3,935,217 ; fixed interest rate of 4.0%			4,534,288				4,416,232
	Secured fixed term note of $47,181 due December 2019; fixed interest rate of 6.95%			37,669				-
			$	4,587,300			$	4,438,289
	Less: Current Portion			4,580,873				4,425,147
	Long-Term Portion		$	6,427			$	13,142

 

Following are maturities of long-term debt at December 31, 2017:

 

	Fiscal Year Ending December 31,		Amount
	2018		$	8,280
	2019			4,862
	Total		$	13,142

 

Note 7.

Equity

 

The Company is authorized to issue 250,000,000 shares of common stock at a par value of $.001 per share. The number of shares issued and outstanding are 165,560,766 as of June 30, 2018 and December 31, 2017. The Company is authorized to issue 10,000,000 shares of preferred stock. As of September 30, 2018 and December 31, 2017, there were no shares issued and outstanding. In 2014, the company attempted to exchange debt for 3,617,075 shares of common stock now in Treasury, However, due to the company’s failure to obtain the approval of the shareholders of the 3,617,075 shares to exchange for debt the transaction did not happen.

 

Note 8.

Earnings per Share

 

Earnings (loss) per share are calculated in accordance with ASC 260 “Earnings per Share”. The weighted average number of common shares outstanding during each period is used to compute basic earnings (loss) per share. Diluted earnings per share are computed using the weighted average number of shares and potentially dilutive common shares outstanding. Dilutive potential common shares are additional common shares assumed to be exercised. Potentially dilutive common shares consist of stock options and are excluded from the diluted earnings per share computation in periods where the Company has incurred a net loss, as their effect would be considered anti-dilutive.

 

There were no potentially dilutive common stock equivalents as of the end of the fiscal quarter covered by this report, therefore basic earnings per share equals diluted earnings per share for the fiscal quarter covered by this report. As the Company incurred a net loss during the fiscal quarter covered by this report, the basic and diluted loss per common share is the same amount, as any common stock equivalents would be considered anti-dilutive.

 

The weighted average common shares outstanding were 165,560,766 for the fiscal quarter covered by this report and the year ended December 31, 2017.

 

Note 9.

Commitments

 

The Company leases office premises, operating facilities, and equipment under operating leases expiring in various years through 2030. The Company also leases land for operating purposes on a month to month basis.

 

Note 10.

Litigation and Contingent Liabilities

 

In the ordinary course of our business, we are, from time to time, subject to various legal proceedings, including matters involving employees, customers, and suppliers. We may enter into discussions regarding settlement of claims or lawsuits, and may enter into settlement agreements, if we believe settlement is in the best interest of our stockholders. We do not believe that any existing legal proceedings or settlements, individually or in the aggregate, will have a material effect on our financial condition, results of operations, or liquidity.

 

Note 11.

Major Customers

 

For the end of the fiscal quarter covered by this report, the Company had four customers which generated revenues in excess of 10% of the Company’s total revenues. Revenues for these customers were approximately 74.6% of total revenues, and total balance due from these customers at the end of the fiscal quarter covered by this report was $265,924.

 

ENERGY & TECHNOLOGY, CORP.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

 

Note 12.

Estimated Fair Value of Financial Instruments

 

The following disclosure is made in accordance with the requirements of FASB ASC 825, Financial Instruments. Financial instruments are defined as cash and contractual rights and obligations that require settlement, directly or indirectly, in cash. In cases where quoted market prices are not available, fair values have been estimated using the present value of future cash flows or other valuation techniques.

 

The result of these techniques are highly sensitive to the assumptions used, such as those concerning appropriate discount rates and estimates of future cash flows, which require considerable judgment. Accordingly, estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current settlement of the underlying financial instruments. ASC 825 excludes certain financial instruments and all non-financial instruments from its disclosure requirements. These disclosures should not be interpreted as representing an aggregate measure of the underlying value of the Company.

 

While these estimates of fair value are based on management’s judgment of appropriate factors, there is no assurance that if the Company had disposed of such items at September 30, 2018 or December 31, 2017, the estimated fair values would have been achieved. Market values may differ depending on various circumstances not taken into consideration in this methodology. The estimated fair values at September 30, 2018 and December 31, 2017, should not necessarily be considered to apply at subsequent dates.

 

			September 30,								December 31,
			2018								2017
			Carrying				Fair				Carrying				Fair
			Amount				Value				Amount				Value
	Financial Assets
	Investments		$	2,332			$	2,332			$	2,289			$	2,289
			$	2,332			$	2,332			$	2,289			$	2,289

  

The following methods and assumptions were used by the Company in estimating fair values for financial instruments:

 

Cash and cash equivalents: The carrying amount reported in the balance sheet approximates fair value.

 

Notes Payable: The fair value of notes payable approximates the carrying amount reported in the balance sheet.

 

Due to Affiliates: The carrying amount of due to affiliates approximates fair values.

 

Note 13.

Subsequent Events

 

In accordance with the subsequent events topic of the FASB ASC, Topic No. 855, Subsequent Events, the Company evaluates events and transactions that occur after the balance sheet date for potential recognition in the financial statements. The effects of all subsequent events that provide additional evidence of conditions that existed at the balance sheet date are recognized in the financial statements at the end of the fiscal quarter covered by this report. In preparing these financial statements, the Company evaluated the events and transactions through the date these financial statements were issued.

 

 

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

 

General

Headquartered in Lafayette, Louisiana, with production facilities in Houston, Texas and Abbeville, Louisiana, Energy & Technology, Corp. provides non-destructive testing (NDT) services, OCTG and oilfield pipe sales, service and storage, and rig and equipment sales. Originally founded on May 11, 1971 as an inspection company, Energy & Technology, Corp. currently serves customers throughout the oil patch of Louisiana and Texas as well as in Canada, Mexico, and in the Gulf of Mexico. The Company’s customer base of over 130 accounts consists of major oil companies, steel mills, material suppliers, drilling companies, tool rental companies, and natural gas storage operators. As noted in Note 11, the company is dependent on a few customers, mainly from the U.S. Government and D.O.T. sub-contracts, due to the oil industry decline. The company’s customers base has slowed down and many closed or bankrupt. Due to the nature of its technology, the Company maintains competitive advantages in offshore deep water and other onshore critical projects. In order to increase revenue and add services and product in the current depressed energy industry, the company is now involved in project management, contracting, engineering, manufacturing, procurement, rentals, equipment and supplies providers, coating, storage, maintenance, drilling completion, and logistics.

 

Technical Industries, Inc., a wholly owned subsidiary of Energy & Technology, Corp., manufactures its own proprietary NDT equipment. The Company’s patented ultrasonic systems have some of the largest OD and pipe length capabilities in the industry and the deepest penetration capability offered for wall thickness measurement. The Company holds patents on certain exclusive inspection technology that allows oil and gas companies to use their current drill strings and other equipment to reach depths that were previously unreachable. This technology can make wells safer, increase the success rate for critical wells, and greatly reduce the chances of a failure. As the industry moves to ever deeper reserves and makes advances in horizontal drilling, oil and gas wells are becoming more and more expensive and difficult to drill, making this technology more of a necessity.

 

In the oilfield pipe sales and storage segment, Energy & Technology, Corp utilizes a state-of-the-art web based inventory management system that allows each client to view and track projects during processing, to locate inventory throughout the plant, and access reports, bill of ladings, tally sheets, logs and other required information.

 

Key Ongoing Operational Processes:

 

Update ISO Certification

Energy & Technology, Corp. recognizes that quality is every bit as important as price and prompt service. This is even truer of the Company’s typical client, who often contracts for services that other companies are not able to provide. In response to our clients’ requirements, the Company has obtained the latest ISO: 9001 certification by Moody’s, recognized in the industry as representing the highest quality control available. As the Company’s business lines are very synergistic, management feels that it can leverage this dominant position to increase share in the markets in which it competes, and likely more in the critical service arena.

 

Increased Sales and Marketing Effort

Energy & Technology, Corp. hired three qualified personnel in order to help the marketing and sales effort. New business was generated from referrals, technical sessions given to oil and gas and industry related companies, the Company website, and through the use of a marketing company on a limited basis. Recently, several new deep water well permits were issued in the Gulf of Mexico. As a result, ENGT has experienced significant new interest from major oil and gas companies - including site visits and evaluations - for its VisonArray™ deep water and critical well technologies, and ENGT Manufacturing facilities.   Currently, there are several employees whose duties are focused on sales, and one marketing and promotional activity director.  Management believes revenue can be greatly increased by expanding the Company’s sales force.  

 

Diversification

Energy & Technology, Corp. has diligently worked to diversify its business model by adding sales, service, and storage of OCTG and all types of oilfield pipe, as well as equipment leasing and sales. Additional growth will come domestically, but management feels that overseas expansion is critical to the ultimate success of the business plan.

 

Critical Accounting Policies

The Company has identified the following accounting policies to be the critical accounting policies of the Company:

 

Revenue Recognition. Revenue for inspection services and manufacturing and threading services are recognized upon completion of the services rendered. Revenue for the sales of pipe is recognized when pipe is delivered and the customer takes ownership and assumes the risks of loss, collection of the relevant receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable.

 

Inventory. Inventory is stated at the lower of cost determined by the specific identification method or market. At the end of the fiscal quarter covered by this report, inventory consisted of pipe available for sale.

 

 

Property and Equipment. Property and equipment are stated at cost. Expenditures for property and equipment and items that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. The cost and related accumulated depreciation of property and equipment disposed of are eliminated from the accounts, and any resulting gain or loss is recognized. Depreciation is provided utilizing the straight-line method over the estimated useful lives of the assets capitalized.

 

Valuation of Long-Lived Assets. In the event facts and circumstances indicate that carrying amounts of long-lived assets may be impaired, the Company evaluates the recoverability of its long-lived assets using the estimated future undiscounted cash flows associated with the asset compared to the asset’s carrying amount to determine if a write-down is required, pursuant to the provisions of SFAS Financial Accounting Standards Board (FASB) ASC 360-10-35. Any impairment loss is measured as the difference between the carrying amount and the fair value of the impaired asset.

 

Discussion of Changes in Financial Condition from December 31, 2017 to September 30, 2018

 

At September 30, 2018, total assets amounted to $3,953,537 compared to $3,842,274 at December 31, 2017, an increase of $111,263, or 2.9%. The increase is primarily due to an increase in cash and cash equivalents of $80,938 and by an increase in net accounts receivable of $120,388, partially offset by a decrease in net property plant and equipment of $165,892

 

Our liabilities at September 30, 2018, totaled $9,029,265 compared to $8,788,538 at December 31, 2017, an increase of $240,727, or 2.74%. The increase is primarily due to an increase in accrued rent of $112,500 and an increase in notes payable of $155,726.

 

Total stockholder’s equity decreased from ($4,948,121) at December 31, 2017, to ($5,075,728) at September 30, 2018. This decrease was due to our net loss for the end of the period covered by this report.

  

Cash and Cash Equivalents

Cash and Cash Equivalents totaled $117,106 at September 30, 2018, an increase of $80,938 from the balance of $36,168 at December 31, 2017. The increase in cash and cash equivalents was primarily due to the cash generated from operating activities partially offset by the amounts used to reduce debt for the end of the fiscal quarter covered by this report.

 

Inventory

Inventory consists primarily of pipe held for sale to our customers. We began purchasing pipe for sale to customers in December, 2007. This was an opportunity for us to expand our services to our customers. It is anticipated that the Company will continue its efforts to expand its sales of pipe.

 

Property and Equipment

The decrease in property and equipment is primarily due to depreciation for the end of the fiscal quarter covered by this report of $173,352.

 

Accounts Payable

Accounts payable at September 30, 2018 totaled $1,077,806 compared to $978,740 at December 31, 2017, an increase of $99,066. The increase is primarily due to the accounts owed in the course of operations.

 

Discussion of Results of Operations for the Three Months Ended September 30, 2018 compared to the Three Months Ended September 30, 2017

 

Revenues

Our revenue for the three months ended September 30, 2018, was $758,745, compared to $733,091, for the three months ended September 30, 2017 an increase of $25,654, or 3.5%. The increase is attributable primarily to an increase in exploration technologies.

 

The following table presents the composition of revenue for the three months ended September 30, 2018 and 2017:

 

		2018								2017								Variance
Revenue:		Dollars				Percentage				Dollars				Percentage				Dollars
Exploration Technologies		$	482,221				63.6	%		$	422,372				55.7	%		$	59,849
Drilling, OCTG, & Equipment Sales							0.0	%		$	-				0.0	%		$	-
Warehouse & Storage Fees		$	75,399				9.9	%		$	71,651				9.4	%		$	3,748
Rebillable Income		$	99,835				13.2	%		$	112,784				14.9	%		$	(12,949	)
Manufacturing		$	101,290				13.3	%		$	126,284				16.6	%		$	(24,994	)
Total Revenue		$	758,745				100.0	%		$	733,091				100.0	%		$	25,654

 

Cost of Revenue and Gross Profit

Our cost of revenue for the three months ended September 30, 2018, was $543,496, or 71.7% of revenues, compared to $632,794, or 86.4% of revenues, for the three months ended September 30, 2017. The overall decrease in our cost of revenue is primarily due to a decrease in Subcontractor Costs, as Employee and Related Costs increased.

 

 

The following table presents the composition of cost of revenue for the three months ended September 30, 2018 and 2017:

 

		2018								2017								Variance
Cost of Revenue:		Dollars				Percentage				Dollars				Percentage				Dollars
Employee and Related Costs		$	203,026				37.4	%		$	102,501				18.9	%		$	100,525
Materials and Supplies			24,320				4.5	%			72,960				13.4	%		$	(48,640	)
Subcontractor Costs			132,393				24.4	%			191,767				35.3	%		$	(59,374	)
Depreciation and Amortization			36,247				6.7	%			64,463				11.9	%		$	(28,216	)
Repairs and Maintenance			39,549				7.3	%			74,097				13.6	%		$	(34,548	)
Insurance			6,328				1.2	%			13,666				2.5	%		$	(7,338	)
Other Costs			101,634				18.7	%			113,340				20.9	%		$	(11,706	)
Total Cost of Revenues		$	543,496				100.0	%		$	632,794				116.4	%		$	(89,298	)

 

Operating Expenses

For the three months ended September 30, 2018, our operating expenses totaled $306,759 as compared to $404,337 in 2017, representing a decrease of $97,578, or 24.13%. The largest components of our operating expense for 2018 consist of salaries and wages and professional services. Salaries and wages for general and administrative personnel was $155,589.40 for the three months ended September 30, 2018, compared to $163,823 for the three months ended September 30, 2017, a decrease of $8,234, or 5.1%. The decrease is primarily attributable to the company managing labor more efficiently. Professional services expense decreased from $29,723 for the three months ended September 30, 2017, to $15,652 for the three months ended September 30, 2018, a decrease of $14,071, or 47.4%. The decrease is primarily a result of a decrease in consulting fees.

 

Other Income and Expense

Other income and expense consists of investment income, interest expense, and gains and losses from the sale and disposal of assets. Other Income, net, totaled $66,465 for the three months ended September 30, 2017, compared to other Income, net, of $50,434, for the three months ended September 30, 2018, a decrease of $16,031 or 24.12%. This decrease is primarily due to the decrease of interest expense.

 

Interest expense totaled $50,434 for the three months ended September 30, 2017, as compared to $127,809 for the three months ended September 30, 2018, a decrease of $77,375, or 60.54%.  Interest expense pertains primarily to amounts due to affiliates as well as to our notes payable with third parties

 

Discussion of Results of Operations for the Nine Months Ended September 30, 2018 compared to the Nine Months Ended September 30, 2017

 

Revenues

Our revenue for the nine months ended September 30, 2018, was $2,592,772, compared to $2,112,773, for the nine months ended September 30, 2017, an increase of $479,999, or 22.8%. The increase is attributable primarily to an increase in exploration technologies.

 

The following table presents the composition of revenue for the nine months ended September 30, 2018 and 2017:

 

		2018								2017								Variance
Revenue:		Dollars				Percentage				Dollars				Percentage				Dollars
Exploration Technologies		$	1,583,328				208.7	%		$	1,149,853				151.5	%		$	433,475
Drilling, OCTG, & Equipment Sales		$	91,538				12.1	%		$	95,712				12.6	%		$	(4,174	)
Warehouse & Storage Fees		$	218,967				28.9	%		$	224,269				29.6	%		$	(5,302	)
Rebillable Income		$	315,536				41.6	%		$	231,742				30.5	%		$	83,794
Manufacturing		$	383,403				50.5	%		$	411,197				54.2	%		$	(27,794	)
Total Revenue		$	2,592,772				100.0	%		$	2,112,773				100.0	%		$	479,999

 

 

Cost of Revenue and Gross Profit

Our cost of revenue for the nine months ended September 30, 2018, was $1,718,753, or 66.3% of revenues, compared to $1,827,151, or 86.5% of revenues, for the nine months ended September 30, 2017. The overall decrease in our cost of revenue is primarily due to a decrease in Depreciation.

 

The following table presents the composition of cost of revenue for the nine months ended September 30, 2018 and 2017:

 

		2018								2017								Variance
Cost of Revenue:		Dollars				Percentage				Dollars				Percentage				Dollars
Employee and Related Costs		$	489,410				28.5	%		$	325,448				18.9	%		$	163,962
Materials and Supplies			158,100				9.2	%			262,008				15.2	%		$	(103,908	)
Subcontractor Costs			429,599				25.0	%			475,575				27.7	%		$	(45,976	)
Depreciation and Amortization			92,191				5.4	%			193,389				11.3	%		$	(101,198	)
Repairs and Maintenance			109,516				6.4	%			150,504				8.8	%		$	(40,988	)
Insurance			71,250				4.1	%			45,928				2.7	%		$	25,322
Other Costs			368,688				21.5	%			374,299				21.8	%		$	(5,611	)
Total Cost of Revenues		$	1,718,753				100.0	%		$	1,827,151				106.3	%		$	(108,398	)

 

Operating Expenses

For the nine months ended September 30, 2018, our operating expenses totaled $921,861 as compared to $1,139,259 in 2017, representing a decrease of $97,578, or 24.13%. The largest components of our operating expense for 2018 consist of salaries and wages and Professional Services. Salaries and wages for general and administrative personnel was $421,124 for the nine months ended September 30, 2018, compared to $460,610 for the nine months ended September 30, 2017, a decrease of $39,486, or 8.6%. Professional Services decreased from $162,099 for the nine months ended September 30, 2017, to $43,318 for the nine months ended September 30, 2018, a decrease of $118,781, or 73.3%.

 

 

Other Income and Expense

Other income and expense consists of investment income, interest expense, and gains and losses from the sale and disposal of assets. Other Income, net, totaled $26,190 for the nine months ended September 30, 2017, compared to other expense, net, of $79,656, for the nine months ended September 30, 2018, a decrease of $176,078 or 221.05%. This is primarily the result from Income from Lawsuits settled. Interest expense totaled $139,509 for the nine months ended September 30, 2017, as compared to $157,980 for the nine months ended September 30, 2018, an increase of $146,280, or 92.59%.  Interest expense pertains primarily to amounts due to affiliates as well as to our notes payable with third parties.

 

Capital Resources and Liquidity

As of the end of the fiscal quarter covered by this report, we had $117,106 in cash and cash equivalents. Our cash outflows have consisted primarily of expenses associated with our operations. These outflows have been offset by the timely inflows of cash from our customers for sales that have been made. We have been able to utilize our relationships with affiliated entities to stabilize our liquidity needs.

 

We believe we can satisfy our cash requirements for the next twelve months only with our current cash and additional loans. However, completion of our plan of operation is subject to attaining adequate revenue. We cannot assure investors that adequate revenues will be generated. In the absence of our projected revenues, we may be unable to proceed with our plan of operations. Even without adequate revenues within the next twelve months, we still anticipate being able to continue with our present activities, but we will require financing to potentially achieve our growth goals.

 

In the event we are not successful in reaching our initial revenue targets, additional funds may be required, and we may not be able to proceed with our business plan for the development and marketing of our core services.  Should this occur, we would likely seek additional financing to support the continued operation of our business.

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

 

We do not hold any derivative instruments and do not engage in any hedging activities.

 

Item 4. Controls and Procedures

 

(a) Evaluation of Disclosure Controls. The Company maintains a set of disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports filed or submitted under the Securities Exchange Act of 1934, as amended (“Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely discussion regarding required disclosure. Management, with the participation of the CEO and CFO, evaluated the effectiveness of disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on this evaluation, the CEO and CFO concluded that the disclosure controls and procedures were effective as of the period covered by this report.

 

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

 

(b) Changes in internal control over financial reporting. There have been no changes in the Company’s internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

PART II - OTHER INFORMATION

 

Item 1. Legal Proceedings

 

In the ordinary course of our business, we are, from time to time, subject to various legal proceedings, including matters involving employees, customers, and suppliers. We may enter into discussions regarding settlement of claims or lawsuits, and may enter into settlement agreements, if we believe settlement is in the best interest of our stockholders. We do not believe that any existing legal proceedings or settlements, individually or in the aggregate, will have a material effect on our financial condition, results of operations, or liquidity. Nevertheless, a disgruntled employee sued for the purchase back of his bonus stock which is in violation of applicable laws.  An adverse decision, which is not anticipated, would not have material adverse effect on our financial condition or results of operations.

 

Item 1A. Risk Factors.

 

None.

 

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

 

None.

 

Item 3. Defaults Upon Senior Securities.

 

None

 

Item 4. Submission of Matters to a Vote of Security Holders.

 

None.

 

Item 5. Other Information.

 

Due to the downturn in the economy, the reduction of oil prices, and the inability to afford continued auditing and reporting expenses, ENGT has decided to “go dark” and stop reporting to the SEC until it will be able to hire qualified auditors. ENGT will file with the SEC the necessary forms in the next quarter in order to stop reporting.

 

Item 6. Exhibits and Reports of Form 8-K.

 

(a) Exhibits

 

31.1	Certification of George M. Sfeir, President, Chief Executive Officer, Chief Financial Officer, Energy & Technology Corp., pursuant to Rule 15d-14(a) of the Securities Exchange Act of 1934 as amended.
32.1	Certifications pursuant to Section 906 of Sarbanes Oxley Act of 2002

 

(b) Reports of Form 8-K

 

None. 

 

Item 7. Up-dates and Clarifications to prior non-financial information

 

None.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	ENERGY & TECHNOLOGY, CORP.
Date: November 14, 2018	By:	/s/ George M. Sfeir
		George M. Sfeir
		C.E.O./C.F.O.

 

 

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