- Quarterly Report (10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

[X]

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

For the quarterly period ended September 30, 2008

[  ]

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

For the transition period from _____ to _____

Commission File Number:  0000-52633

PLASMATECH, INC.

(Exact name of registrant as specified in its charter)

NEVADA	000-52633
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

777 N. Rainbow Blvd., Suite 250

Las Vegas, Nevada 89107

(Address of principal executive offices and Zip Code)

[phone]

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  [X]  Yes  [  ]  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	[  ]	(Do not check if a smaller reporting company)	Smaller reporting company	[X]

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

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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of September 30, 2008, there were 70,920,000 shares of common stock issued and outstanding.

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PlasmaTech, Inc.

(A Development Stage Company)

FINANCIAL STATEMENTS

September 30, 2008

(unaudited)

BALANCE SHEETS

STATEMENTS OF OPERATIONS

STATEMENTS OF CASH FLOWS

NOTES TO FINANCIAL STATEMENTS

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PLASMATECH, INC.

(A Development Stage Company)

BALANCE SHEETS

	September 30, 2008 (unaudited)	December 31, 2007
ASSETS
CURRENT ASSETS
Cash	$ 75,746	$ 853
Deposit on Purchase	10,700	-
Prepaid	-	373
	$ 86,446	$ 1,226
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$ 8,755	$ 8,500
Due to related party	17,004	17,704
Due to third party	128,000	0
	$ 153,759	$ 26,204
STOCKHOLDERS’ EQUITY (DEFICIT)
Capital stock
Authorized
75,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
70,920,000 shares of common stock (2007 – 70,920,000)	70,920	70,920
Additional paid-in capital	580	580
Deficit accumulated during the development stage	(138,813)	(96,478)
	(67,313)	(24,978)
	$ 86,446	$ 1,226

The accompanying notes are an integral part of these financial statements

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PLASMATECH, INC.

(A Development Stage Company)

STATEMENTS OF OPERATIONS

(unaudited)

	Three months  ended September 30, 2008	Three months  ended September 30, 2007	Nine months  ended September 30, 2008	Nine months  ended September 30, 2007	Cumulative results of operations from July 14, 2004 (inception) to September 30,  2008
EXPENSES
Office and general	$ (24,337)	$ (2,994)	$ (29,855)	$ (5,159)	$ (46,768)
Consulting fees	-	-	-	-	(29,700)
Professional fees	(4,475)	(4,301)	(12,480)	(14,301)	(62,345)
NET LOSS	$ (28,812)	$ (7,295)	$ (42,334)	$ (12,165)	$ (138,813)

BASIC AND DILUTED NET LOSS PER SHARE	$ -	$ -	$ -	$ -
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING – BASIC AND DILUTED	70,920,000	10,458,696	70,920,000

The accompanying notes are an integral part of these financial statements

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PLASMATECH, INC.

(A Development Stage Company)

STATEMENTS OF CASH FLOWS

(unaudited)

	Nine months ended, September 30, 2008	Nine months ended, September 30, 2007	Cumulative results of operations from July 14, 2004 (inception) to September 30, 2008
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (42,335)	$ (19,460)	$(138,813)
Changes in operating assets and liabilities
Accounts payable and accrued liabilities	(445)	1,967	8,055
Advances from related party	-	-	17,704
Loan from third party	128,000	-	128,000
Prepaid expenses	(10,327)	428	(10,700)
NET CASH PROVIDED USED IN OPERATING ACTIVITIES	74,893	(17,065)	21,246
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock	-	-	71,500
NET CASH PROVIDED BY FINANCING ACTIVITIES	-	-	71,500
NET INCREASE (DECREASE) IN CASH	74,893	(17,065)	75,746
CASH, BEGINNING	85.	17,133	-
CASH, ENDING	$ 75,746	$  68	$ 75,746

Supplemental cash flow information and non-cash financing activities:

Cash paid for:

Interest			$ -	$ -	$ -

Income taxes			$ -	$ -	$ -

The accompanying notes are an integral part of these financial statements

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PLASMATECH, INC.

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

September 30, 2008 (unaudited)

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

PlasmaTech, Inc. (the “Company”) is in the initial development stage and has incurred losses since inception totaling $138,813.  The Company was incorporated on July 14, 2004 in the State of Nevada.  The Company was organized to enter into the design and sale of illuminated signboard products.  The Company intends to enter into the production of photo quality images on plastic that light up in a pre-programmed animated series, requiring minimal amounts of electricity. The Company’s initial market focus of this technology will be for trade show exhibit and installation designers within North and South America. To date the Company has had no business operations.  

Unaudited Interim Financial Statements

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principals for interim financial information and with the instructions to Form 10-Q.  They do not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements.  However, except as disclosed herein, there have been no material changes in the information disclosed in the notes to the financial statements for the year ended December 31, 2007 included in the Company’s Report on Form 10-KSB filed with the Securities and Exchange Commission.  The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-KSB.  In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the nine months ended September 30, 2008 are not necessarily indicative of the results that may be expected for the year ending December 31, 2008.

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ITEM 2: MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance.  Forward looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions or words which, by their nature, refer to future events.  You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report.  These forward looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions

Overview

Business Development : PlasmaTech, Inc. is a development stage company, organized on July 14, 2004, in the State of Nevada, to enter into the design and sale of illuminated signboard products using a plasma lighting technology produced in China under a patented manufacturing process.

Since inception, we have not been involved in any bankruptcy, receivership or similar proceeding nor has we been engaged in any material reclassification, merger, consolidation or purchase or sale of any of our assets not in the ordinary course of business.

One of the Company’s principal businesses is the design and marketing of illuminated signboards using plasma lighting technology. Plasma lighting technology enables the reproduction of brightly illuminated, photo-quality images onto thin plastic. Plasma light has the capability of competing in many markets currently dominated by incandescent, fluorescent and neon lighting. We intend to secure the exclusive North American and South American marketing rights for this plasma lighting technology from the agent representing the Chinese patent holder of the manufacturing process.

The Company’s plasma lighting products will compete with traditional signboard lighting products. Our plasma lighting products provide bright light applications, while consuming only a fraction of the energy required by conventional light sources. The patented process used to manufacture our plasma lighting products creates a plastic that is thinner than a credit card, but, when powered, illuminates to a brilliance that is two and a half times brighter than neon lights. We will initially market this technology to the trade show industry and focus on signage applications in industrial trade show exhibits and displays such as illuminated banners and wall displays. Future applications may include general promotional products and safety products.  

On January 25, 2008 the Company announced the development of an additional website being NetSaversDirect.com an internet-based money saving system designed to provide substantial annual savings on items which an average family consumes on a recurring basis in their regular lifestyle. The Company intends to make this system available to corporations, organizations, and other affiliate groups such as churches, schools and unions. These groups will be able to offer their employees or members an authentic benefit through NetSaversDirect.com which will deliver substantial value at an affordable price.  NetSaversDirect.com savings will initially be available on everyday purchases including groceries, entertainment tickets and dining.

The Company is operated by its officers and directors and does not have any employees.

Plan of Operation

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The Company has not yet generated any revenue from its operations. As of the fiscal quarter ended September 30, 2008, the Company had $75,746 of cash. We incurred operating expenses in the amount of $28,812 in the quarter ended September 30, 2008. We anticipate that our current cash holdings and cash generated from operations will not be sufficient to satisfy our liquidity requirements over the next 12 months and we will seek to obtain additional funds. We will require working capital to support our marketing campaigns. We anticipate raising additional capital through the sale of our common stock, debt securities or will seek alternative sources of financing.

If we are unable to obtain this additional financing, we may be required to reduce the scope of our planned sales and marketing efforts, which could harm the Company’s financial condition and operating results. In addition, we may require additional funds in order to fund a more rapid expansion, to develop new or enhanced services or products or invest in complementary businesses, technologies, services or products.  This additional funding may not be available on favourable terms, if at all.

There can be no assurance that we will be successful in raising additional equity financing, and, thus, be able to satisfy the future cash requirements, which primarily consist of working capital directed towards the development of the website and marketing campaigns, as well as legal and accounting fees. The Company depends upon capital to be derived from future financing activities such as subsequent offerings of our shares. Management believes that if subsequent private placements are successful, the Company will be able to generate revenue from sales of the products and achieve liquidity within the following twelve to fourteen months thereof.  However, investors should be aware that this is based upon speculation and there can be no assurance that we will ever be able reach a level of profitability.

Over the next 12 month period we must raise capital and continue with the marketing of our Plasma technology and the continued development of our NetSaversDirect web site. The Company intends to focus more effort on its NetSaversDirect.com website; once competed, we will begin a multi-focused marketing plan to garner awareness for our site.

Once we obtain commercial launch of our NetSaversDirect web site we will begin marketing campaigns including banner exchanges, search engine optimization, and traditional banner advertising.

We intend to approach additional service providers and goods manufactures for discounted products and services to offer while generating advertising revenues for the NetSaversDirect web site.

The Company does not expect the purchase or sale of any significant equipment and has no current material commitments, nor has it generated any revenue since its inception.

  

We have no current plans, preliminary or otherwise, to merge with any other entity.

As the Company expands its business, it will likely incur losses. We plan on funding these losses through revenues generated through our marketing activities. If we are unable to satisfy our capital requirements through our revenue production or if we are unable to raise additional capital through the sale of our common shares, we may have to borrow funds in order to sustain our business. There can be no assurance or guarantee given that we will be able to borrow funds because we are a new business and the future success of the Company is highly speculative.

Off Balance Sheet Arrangement

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are

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material to investors. The term "off-balance sheet arrangement" generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the Company is a party, under which the Company has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

The company has raised $128,000 in an unsecured non-interest bearing loan repayable in June 2010. Failure to do so and the loan will be converted into $4 common stock.

 

The company is dependent upon the sale of its common shares to obtain the funding necessary to carry our business plan.  Our President, David Satrelli has undertaken to provide the Company with operating capital to sustain our business over the next twelve month period, as the expenses are incurred, in the form of a non-secured loan. However, there is no contract in place or written agreement securing these agreements.  Investors should be aware that Mr. Satrelli’s expression is neither a contract nor agreement between him and the company.

Other than the above described situation the Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required

ITEM 4. CONTROLS AND PROCEDURES

The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting, as required by Sarbanes-Oxley (SOX) Section 404 A. The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

As of September 30, 2008 management assessed the effectiveness of the Company’s internal control over financial reporting based on the criteria for effective internal control over financial reporting established in SEC guidance on conducting such assessments.  Based on that evaluation, they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the inappropriate application of US GAAP rules as more fully described below. This was due to deficiencies that existed in the design or operation of our internal control over financial reporting that adversely affected our internal controls and that may be considered to be material weaknesses.

The matters involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were: (1) lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures; (2) inadequate segregation of duties consistent with control objectives; (3) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (4) ineffective controls over period end financial disclosure and reporting processes. The aforementioned material weaknesses

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were identified by the Company's Chief Financial Officer in connection with the review of our financial statements as of September 30, 2008 and communicated the matters to our management.

Management believes that the material weaknesses set forth in items (2), (3) and (4) above did not have an affect on the Company's financial results. However, management believes that the lack of a functioning audit committee and lack of a majority of outside directors on the Company's board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures can result in the Company's determination to its financial statements for the future years.

We are committed to improving our financial organization. As part of this commitment, we will create a position to  segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to the Company: i) Appointing one or more outside directors to our board of directors who shall be appointed to the audit committee of the Company resulting in a fully functioning audit committee who will undertake the oversight in the establishment and monitoring of required internal controls and procedures; and ii) Preparing and implementing sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.

Management believes that the appointment of one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on the Company's Board. In addition, management believes that preparing and implementing sufficient written policies and checklists will remedy the following material weaknesses (i) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements; and (ii) ineffective controls over period end financial close and reporting processes. Further, management believes that the hiring of additional personnel who have the technical expertise and knowledge will result proper segregation of duties and provide more checks and balances within the department. Additional personnel will also provide the cross training needed to support the Company if personnel turn over issues within the department occur. This coupled with the appointment of additional outside directors will greatly decrease any control and procedure issues the company may encounter in the future.

We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow.

 Item 4b.      Changes in Internal Controls

 There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 under the Exchange Act that occurred during the registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

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No director, officer, or affiliate of the issuer and no owner of record or beneficiary of more than 5% of the securities of the issuer, or any security holder is a party adverse to the registrant or has a material interest adverse to the registrant.

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

     None

ITEM 6.  EXHIBITS

Exhibit No.	Document	Location
3.1	Articles of Incorporation	Previously Filed
3.2	Bylaws	Previously Filed
14.1	Code of Business Conduct and Ethics	Previously Filed
99.1	Certification of the Chief Executive Officer of the Company pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Included
99.1	Certification of the Chief Executive Officer of the Company pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Included
99.2	SB-2 Registration Statement	Previously Filed

SIGNATURES

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

PLASMATECH, INC.

/s/ David A Saltrelli

David A. Saltrelli

President, Secretary Treasury, Principal Executive Officer and Principal Financial Officer and Director