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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Zevotek Inc (CE) | USOTC:ZVTK | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.000001 | 0.00 | 01:00:00 |
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the fiscal year ended
June 30, 2012.
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from _____________ to _________________.
|
ZEVOTEK, INC.
|
||
(Exact name of issuer as specified in its charter)
(Exact name of registrant as specified in its charter)
|
Delaware
|
05-0630427
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S
.
Employer Identification No.)
|
|
19 Sylvan Avenue, Second Floor, Englewood Cliffs, New Jersey
|
07632
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
Registrant’s telephone number, including area code:
(201) 820-0357
|
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 $0.00001 per share
|
|
(Title of class)
|
Large accelerated filer
o
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
þ
|
Item 1.
|
Business.
|
1 | |||
Item 1A.
|
Risk Factors.
|
5 | |||
Item 1B.
|
Unresolved Staff Comments.
|
5 | |||
Item 2.
|
Properties.
|
6 | |||
Item 3.
|
Legal Proceedings.
|
6 | |||
Item 4.
|
Mine Safety Disclosures.
|
6 | |||
Item 5. |
Market for Registrant’s Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities.
|
6 | |||
Item 6.
|
Selected Financial Data.
|
8 | |||
Item 7.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
|
8 | |||
Item 8.
|
Financial Statements and Supplementary Data.
|
13 | |||
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
|
13 | |||
Item 9A.
|
Controls and Procedures.
|
14 | |||
Item 9A(T).
|
Controls and Procedures.
|
14 | |||
Item 9b.
|
Other Information.
|
15 | |||
Item 10.
|
Directors, Executive Officers and Corporate Governance.
|
15 | |||
Item 11.
|
Executive Compensation.
|
17 | |||
Item 12. |
Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters.
|
18 | |||
Item 13.
|
Certain Relationships and Related Transactions and Director Independence.
|
19 | |||
Item 14.
|
Principal Accounting Fees and Services.
|
20 | |||
Item 15.
|
Exhibits, Financial Statement Schedules.
|
21 |
●
|
Initiating investigations;
|
●
|
Issuing warning letters and cease and desist orders;
|
●
|
Requiring corrective labeling or advertising;
|
●
|
Requiring consumer redress, such as requiring that a company offer to repurchase products;
|
●
|
Previously sold to consumers;
|
●
|
Seeking injunctive relief or product seizures;
|
●
|
Imposing civil penalties; or
|
●
|
Commencing civil action and/or criminal prosecution.
|
●
|
The reformulation of certain products to meet new standards;
|
●
|
The recall or discontinuance of certain products;
|
●
|
Additional record keeping;
|
●
|
Expanded documentation of the properties of certain products;
|
●
|
Revised, expanded or different labeling; or
|
●
|
Additional scientific substantiation.
|
High
|
Low
|
|||||||
Quarter Ended:
|
||||||||
September, 2010
|
$ | 150.00 | $ | 40.00 | ||||
December 31, 2010 | $ | 70.00 | $ | 3.00 | ||||
March 31, 2011 | $ | 32.50 | $ | 4.00 | ||||
June 30, 2011 | $ | 7.50 | $ | 2.00 | ||||
September 30, 2011 | $ | 3.50 | $ | 0.50 | ||||
December 31, 2011 | $ | 2.00 | $ | 0.001 | ||||
March 31, 2012 | $ | 0.64 | $ | 0.06 | ||||
June 30, 2012 | $ | 0.12 | $ | 0.10 |
●
|
On July 6, 2011, we issued 8,000 shares to Serendipity Private Equity Fund in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,000.
|
●
|
On July 7, 2011, we issued 9,000 shares to Steinhoff Resources in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,500.
|
●
|
On July 8, 2011, we issued 9,000 shares to Interstellar Holdings in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,500.
|
●
|
On July 13, 2011, we issued 10,000 shares to Steinhoff Resources in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $5,000.
|
●
|
On July 14, 2011, we issued 8,000 shares to Serendipity Private Equity Fund in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,000.
|
●
|
On July 25, 2011, we issued 7,821 shares to Serendipity Private Equity Fund in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $3,911.
|
●
|
On July 26, 2011, we issued 9,300 shares to Steinhoff Resources in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $4,650.
|
●
|
On August 5, 2011, we issued 2,500 shares to Lance Stephens in exchange for consulting services for a value of $3,750.
|
●
|
On August 5, 2011, we issued 2,500 shares to Kurt Streams in exchange for consulting services for a value of $3,750.
|
●
|
On August 5, 2011, we issued 2,500 shares to Sarah P. Young in exchange for consulting services for a value of $3,750.
|
●
|
On September 23, 2011, we issued 5,000 shares to Jason Ryu in exchange for consulting services for a value of $35,000.
|
●
|
On September 26, 2011 , we issued 4,318 shares in satisfaction of fractional shares resulting from a 1 to 5,000 reverse stock split.
|
●
|
On October 4, 2011, we issued 1,000 shares to Lance Stephens in exchange for consulting services for a value of $1,000.
|
●
|
On October 4, 2011, we issued 1,000 shares to Kurt Streams in exchange for consulting services for a value of $1,000.
|
●
|
On October 4, 2011, we issued 1,000 shares to Sarah P. Young in exchange for consulting services for a value of $1,000.
|
●
|
On February 2, 2012, we issued 17,045 shares to Jason Ryu in exchange for consulting services for a value of $3,750.
|
●
|
On May 25, 2012, we issued 16,733 shares to Interstellar in payment of principal and interest due on unregistered, unsecured convertible promissory notes in the amount of $1,673.
|
·
|
Zevotek’s annual report to stockholders for the most recent fiscal year, the definitive proxy statement filed in connection with that annual report, and, if requested by investors in writing, a copy of Zevotek’s most recent Form 10-K under the Exchange Act.
|
●
|
The information contained in an annual report on Form 10-K under the Exchange Act.
|
●
|
The information contained in any reports or documents required to be filed by Zevotek under sections 13(a), 14(a), 14(c), and 15(d) of the Exchange Act since the distribution or filing of the reports specified above.
|
●
|
A brief description of the securities being offered, and any material changes in Zevotek’s affairs that are not disclosed in the documents furnished.
|
●
|
We are required to make assumptions about matters that are highly uncertain at the time of the estimate; and
|
●
|
Different estimates we could reasonably have used, or changes in the estimate that are reasonably likely to occur, would have a material effect on our financial condition or results of operations.
|
●
|
Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
|
●
|
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer; and
|
●
|
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the issuer’s assets that could have a material effect on the financial statements.
|
●
|
Accounts payable and accrued expenses are inadequately being maintained as there is no policy for unpaid invoice documentation.
|
●
|
Reconciliations of shares outstanding between the accounting records and the stock transfer agent are not performed timely.
|
●
|
Our closing process is deficient in assuring accurate information without the assistance of our auditors.
|
Name
|
Age
|
Position
|
Director Since
|
|||
Jason Ryu
|
63
|
Chairman of the Board, President, Chief Financial Officer,
Principal Accounting Officer, Secretary and Treasurer
|
2012
|
●
|
A base salary;
|
●
|
A performance bonus; and
|
●
|
Periodic grants and/or options of our common stock.
|
Name and
Principal Position
|
Year
|
Salary ($)
|
Bonus
($)
|
Stock Awards
($)
|
Option Awards
($)
|
Non-Equity Incentive Plan Compensation
($)
|
Nonqualified Deferred Compensation
($)
|
All Other Compensation
($)
|
Total
($)
|
|||||||||||||||||||||||||
Jason Ryu (1)
|
2012
|
-0- | -0- | -0- | -0- | -0- | -0- | $ | 18,000 | $ | 18,000 | |||||||||||||||||||||||
Robert Babke (2)
|
2011
|
$ | 72,000 | -0- | -0- | -0- | -0- | -0- | $ | 15,000 | $ | 87,000 | ||||||||||||||||||||||
Adam Engel (3)
|
2011
|
-0- | -0- | -0- | -0- | -0- | -0- | $ | 30,000 | $ | 30,000 |
(1)
|
Mr. Ryu is our current chairman of the board, president, chief financial officer, principal accounting officer, and secretary.
|
(2)
|
Mr. Babke was appointed president, chief executive officer, chief financial officer, principal accounting officer, and secretary on February 25, 2010. He resigned on March 19, 2012.
|
(3)
|
Mr. Engel was chief executive officer, chief financial officer and director. He resigned February 25, 2010.
|
Option Awards
|
Stock Awards
|
|||||||||||||||||||||||||||||||||||
Name
|
Number of Securities Underlying Unexercised Options (#)
Exercisable
|
Number of Securities Underlying Unexercised Options (#)
Unexercisable
|
Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned
Options (#)
|
Option Exercise
Price ($)
|
Option Expiration
Date
|
Number of Shares or Units of Stock That Have Not
Vested
|
Market Value of Shares or Units of Stock That Have Not
Vested
|
Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not
Vested
|
Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not
Vested ($)
|
|||||||||||||||||||||||||||
Jason Ryu (1)
|
-0- | -0- | -0- | -0- | -0- | -0- | -0- | -0- | -0- |
(1)
|
Mr. Ryu is our chairman of the board, president, chief financial officer, principal accounting officer, and secretary.
|
●
|
Each person who owns beneficially more than five percent of the outstanding shares of our common stock;
|
●
|
Each director of Zevotek;
|
●
|
Each named executive officer of Zevotek; and
|
●
|
All directors and officers of Zevotek as a group.
|
Shares of Common Stock
Beneficially Owned
(2)
|
||||||||
Name of Beneficial Owner
(1)
|
Number
|
Percent
|
||||||
Jason Ryu
|
17,196 | 5.125 | % | |||||
All directors and officers as a group (one person)
|
17,196 | 5.125 | % |
(1)
|
Unless otherwise indicated, the address for each of these stockholders is c/o Zevotek, Inc., at 19 Sylvan Avenue, Second Floor, Englewood Cliffs, New Jersey 07632
.
Also, unless otherwise indicated, each person named in the table above has the sole voting and investment power with respect to our shares of common stock or preferred stock which he beneficially owns.
|
(2)
|
Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission
.
As of the date of this Report, there were issued and outstanding 335,527 shares of our common stock.
|
●
|
There are no arrangements, known to us, including any pledge by any person of our securities, the operation of which may at a subsequent date result in a change in control of Zevotek; and
|
●
|
There are no arrangements or understandings with respect to election of directors or other matters.
|
(a)
|
All financial statements are included in Item 8 of this Report.
|
(b)
|
All finncial statement schedules required to be filed by Item 8 of this Report and the exhibits contained in this Report are included in Item 8 of this Report.
|
(c)
|
The following exhibits are attached to this Report:
|
Exhibit No.
|
Identification of Exhibits
|
|
3.1**
|
Registrant’s Certificate of Incorporation, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
|
|
3.2**
|
Certificate of Amendment to Registrant’s Certificate of Incorporation, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
|
|
3.3**
|
Certificate of Designation, Powers, Preferences and Rights of Series A Preferred Stock, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
|
|
3.4**
|
Registrant’s By-Laws, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
|
|
3.5**
|
Certificate of Designations, Powers, Preferences and Rights of Series B Preferred Stock, filed as an exhibit to our Annual Report on Form 10-KSB, as amended, for the year ended June 30, 2008, and incorporated herein by reference.
|
|
3.6**
|
Certificate of Amendment to Certificate of Incorporation, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on October 19, 2009, and incorporated herein by reference.
|
|
3.7**
|
Certificate of Amendment to Certificate of Incorporation, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 27, 2010.
|
|
3.8**
|
Certificate of Amendment to Certificate of Incorporation, Filed as an exhibit to our Current Report on Form 8-K filed with the SEC on September 28, 2011.
|
|
4.1**
|
Form of Warrant, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006, and incorporated herein by reference.
|
|
4.6**
|
Form of Convertible Note, filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2008, and incorporated herein by reference.
|
|
4.9**
|
2010 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on August 26, 2010, and incorporated herein by reference.
|
|
4.10**
|
2011 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on November 19, 2010, and incorporated herein by reference.
|
|
4.11**
|
Fiscal 2012 Equity Incentive Plan, filed as an exhibit to our Registration Statement on Form S-8 filed with the SEC on May 20, 2011, and incorporated herein by reference.
|
|
10.1**
|
Form of Subscription Agreement, filed as an exhibit to our Registration Statement on Form SB-2 (File No. 333-137210), as amended, originally filed with the SEC on September 8, 2006 and incorporated herein by reference.
|
|
10.2**
|
Exclusive License and Sales Agreement, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on February 27, 2009, and incorporated herein by reference.
|
|
10.3**
|
Distribution Agreement, filed as an exhibit to our Quarterly Report on Form 10-Q for the period ended March 31, 2009, and incorporated herein by reference.
|
|
10.4**
|
Amendment to the 10% Convertible Promissory Note dated as of July 28, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.5**
|
Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.6**
|
Amendment to the 10% Convertible Promissory Note dated as of March 9, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.7**
|
Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.8**
|
Amendment to the 10% Convertible Promissory Note dated as of January 8, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.9**
|
Amendment to the 10% Convertible Promissory Note dated as of May 10, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
10.10**
|
Amendment to the 10% Convertible Promissory Note dated as of August 6, 2009, filed as an exhibit to our Annual Report on Form 10-K for the period ended June 30, 2011, and incorporated herein by reference.
|
|
21.1*
|
Subsidiaries of the registrant
, filed as an exhibit to our Annual Report on Form 10-K for the period
ended June 30, 2011, and incorporated herein by reference.
|
|
23.1*
|
Consent of Independent Certified Public Accountants.
|
|
31.1
*
|
Certification of Jason Ryu, Chief Executive Officer of Zevotek, Inc., pursuant to 18 U.S.C
.
§1350, as adopted pursuant to §302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2
*
|
Certification of Jason Ryu, Chief Financial Officer and Principal Accounting Officer of Zevotek, Inc., pursuant to 18 U.S.C
.
§1350, as adopted pursuant to §302 of the Sarbanes-Oxley Act of 2002.
|
|
32.1
*
|
Certification of Jason Ryu, Chief Executive Officer of Zevotek, Inc., pursuant to 18 U.S.C
.
§1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.
|
|
32.2
*
|
Certification of Jason Ryu, Chief Financial Officer and Principal Accounting Officer of Zevotek, Inc., pursuant to 18 U.S.C
.
§1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002.
|
ZEVOTEK, INC. | |||
Date: November 16, 2012.
|
By:
|
/s/ Jason Ryu | |
Jason Ryu, Chief Executive Officer
|
|||
By: | /s/ Jason Ryu | ||
Jason Ryu, Chief Financial Officer and | |||
Principal Accounting Officer
|
Signature
|
Title
|
Date
|
||
/s/ Jason Ryu
|
Chairman of the Board, President, and Chief Financial Officer,
|
November 16, 2012
|
||
JASON RYU | Principal Accounting Officer, and Secretary |
PART 1:
|
FINANCIAL INFORMATION
|
Page
|
||||
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
F-2-3 | |||
CONSOLIDATED FINANCIAL STATEMENTS
|
F-4 | |||
Consolidated Balance Sheets
|
F-4 | |||
Consolidated Statements of Operations
|
F-5 | |||
Consolidated Statements of Deficiency in Stockholders’ Equity
|
F-6 | |||
Consolidated Statements of Cash Flows
|
F-7 | |||
Notes to Consolidated Financial Statements
|
F-8 |
/s/ M&K CPAs, PLLC
Houston, Texas
November 14, 2012
|
|
Certified Public Accountants
|
|
|
Years Ended June 30,
|
|
|||||
|
|
2012
|
|
|
2011
|
|
||
REVENUES:
|
||||||||
Sales
|
$
|
8,024
|
$
|
15,540
|
||||
Cost of sales
|
3,441
|
8.412
|
||||||
Impairment of Inventory
|
86,113
|
-
|
||||||
Gross profit
|
(81,530
|
)
|
7,128
|
|||||
OPERATING EXPENSES:
|
||||||||
Selling
|
32,865
|
310,208
|
||||||
General and administrative
|
253,718
|
528,383
|
||||||
Impairment of Licensing Agreement
|
40,000
|
|||||||
Total operating expense
|
326,583
|
838,591
|
||||||
Loss from operations
|
(408,113)
|
(831,463
|
)
|
|||||
OTHER EXPENSE:
|
||||||||
Interest Expense
|
(1,074,055
|
)
|
(412,649
|
)
|
||||
Total other expense
|
(1,074,055
|
)
|
(412,649
|
)
|
||||
Net loss before provision for income taxes
|
(1,482,168
|
)
|
(1,244,112
|
)
|
||||
Income taxes
|
-
|
-
|
||||||
NET LOSS
|
$
|
(1,482,168
|
)
|
$
|
(1,244,112
|
)
|
||
Net loss per common share, basic and fully diluted
|
$
|
(4.89
|
)
|
$
|
(13.23
|
)
|
||
Weighted average number of common shares outstanding, basic and fully diluted
|
302,867
|
94,050
|
Preferred stock
|
Common
|
Additional
|
||||||||||||||||||||||||||||||||||||||||||||||
|
Series A
|
Series B
|
Common stock
|
Stock To
|
Treasury stock
|
Paid in
|
Accumulated
|
|||||||||||||||||||||||||||||||||||||||||
|
Shares
|
Amount
|
Shares
|
Amount
|
Shares
|
Amount
|
Be Issued
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
||||||||||||||||||||||||||||||||||||
BALANCE, June 30, 2010
|
50,000
|
$
|
1
|
1,000,000
|
$
|
10
|
34,719
|
$
|
—
|
$
|
30,000
|
1
|
$
|
—
|
$
|
4,000,804
|
$
|
(5,485,025
|
)
|
$
|
(1,454,210
|
)
|
||||||||||||||||||||||||||
Common stock issued for services rendered
|
—
|
—
|
—
|
—
|
29,272
|
—
|
—
|
—
|
—
|
235,413
|
—
|
235,413
|
||||||||||||||||||||||||||||||||||||
Common stock issued for accounts payable
|
—
|
—
|
—
|
—
|
2,219
|
—
|
—
|
—
|
—
|
90,000
|
—
|
90,000
|
||||||||||||||||||||||||||||||||||||
Conversion of debt and accrued interest for common stock
|
—
|
—
|
—
|
—
|
148,098
|
2
|
—
|
—
|
—
|
112,998
|
—
|
113,000
|
||||||||||||||||||||||||||||||||||||
Common stock issued to officer and board members
|
—
|
—
|
—
|
—
|
4,950
|
—
|
—
|
—
|
—
|
45,000
|
—
|
45,000
|
||||||||||||||||||||||||||||||||||||
Fair value of beneficial conversion feature
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
1,137,957
|
—
|
1,137,957
|
||||||||||||||||||||||||||||||||||||
Common stock issued to former officer for accrued compensation
|
—
|
—
|
—
|
—
|
1,551
|
—
|
(30,000)
|
—
|
—
|
30,000
|
—
|
—
|
||||||||||||||||||||||||||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
(1,244,112
|
)
|
(1,244,112
|
)
|
||||||||||||||||||||||||||||||||||
BALANCE, June 30, 2011
|
50,000
|
$
|
1
|
1,000,000
|
$
|
10
|
220,810
|
$
|
2
|
$
|
—
|
1
|
$
|
—
|
$
|
5,652,172
|
$
|
(6,729,137
|
)
|
$
|
(1,076,952
|
)
|
||||||||||||||||||||||||||
Common stock issued for services rendered
|
—
|
—
|
—
|
—
|
32,545
|
—
|
—
|
—
|
—
|
53,000
|
—
|
53,000
|
||||||||||||||||||||||||||||||||||||
Conversion of debt and accrued interest for common stock
|
—
|
—
|
—
|
—
|
77,854
|
1
|
—
|
—
|
—
|
32,234
|
—
|
32,235
|
||||||||||||||||||||||||||||||||||||
Shares issued in satisfaction of fractional shares resulting from 1 for 5,000 reverse stock split
|
—
|
—
|
—
|
—
|
4,318
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
||||||||||||||||||||||||||||||||||||
Net loss
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
(1,482,168
|
)
|
(1,482,168
|
)
|
||||||||||||||||||||||||||||||||||
BALANCE, June 30, 2012
|
50,000
|
$
|
1
|
1,000,000
|
$
|
10
|
335,527
|
$
|
3
|
$
|
—
|
1
|
$
|
—
|
$
|
5,737,406
|
$
|
(8,211,305
|
)
|
$
|
(2,473,885
|
)
|
|
2012
|
|
|
2011
|
|
|||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net loss
|
$
|
(1,482,168)
|
$
|
(1,244,112
|
)
|
|||
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
Common stock issued for services rendered
|
53,000
|
235,413
|
||||||
Common stock issued for interest
|
-
|
4,050
|
||||||
Common stock issued to officer and board members as remuneration
|
45,000
|
|||||||
Impairment of Inventory
|
86,113
|
|||||||
Impairment of License Agreement
|
40,000
|
|||||||
Amortization of beneficial conversion feature
|
921,321
|
293,254
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable
|
4,043
|
1,896
|
||||||
Inventory
|
2,210
|
9,924
|
||||||
Prepayments and other current assets
|
-
|
22,994
|
||||||
Accounts payable and accrued expenses
|
165,615
|
142,080
|
||||||
Net cash used in operating activities
|
(209,866)
|
(489,501
|
)
|
|||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
—
|
—
|
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Increase in advances payable; net
|
155,360
|
361,721
|
||||||
Proceeds from issuance of convertible notes payable
|
50,000
|
|||||||
Net cash provided by financing activities
|
205,360
|
361,721
|
||||||
Net (decrease) increase in cash and cash equivalents
|
(4,506
|
)
|
(127,780)
|
|||||
Cash and cash equivalents, beginning of year
|
4,737
|
132,517
|
||||||
Cash and cash equivalents, end of year
|
$
|
231
|
$
|
4,737
|
||||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW:
|
||||||||
Interest paid
|
$
|
—
|
$
|
—
|
||||
Taxes paid
|
$
|
—
|
$
|
—
|
||||
NON CASH INVESTING AND FINANCING ACTIVITIES:
|
||||||||
Common stock issued for settlement of accrued liabilities
|
$
|
$
|
120,000
|
|||||
Exchange of convertible debenture for advances payable
|
$
|
$
|
1,137,957
|
|||||
Accrued interest converted to convertible note
|
$
|
$
|
2,821
|
|||||
Debt and accrued interest converted for shares of common stock
|
$
|
32,235
|
$
|
108,949
|
|
|
June 30,
2012
|
|
|
June 30,
2011
|
|
||
Accounts payable
|
$
|
2,389
|
$
|
10,867
|
||||
Accrued professional fees
|
217,262
|
225,163
|
||||||
Accrued payroll and payroll taxes
|
165,372
|
161,649
|
||||||
Old disputed accounts payable
|
136,505
|
160,756
|
||||||
Accrued interest
|
333,598
|
183,507
|
||||||
Other accrued liabilities
|
83,875
|
32,404
|
||||||
Total
|
$
|
939,001
|
$
|
774,346
|
|
|
June 30,
2012
|
|
|
June 30,
2011
|
|
||
Notes Payable:
|
||||||||
Convertible term note (a)
|
$
|
923
|
$
|
923
|
||||
Convertible term note (b)
|
1,923
|
1,923
|
||||||
Convertible term note (c)
|
50,000
|
50,000
|
||||||
Convertible term note (d)
|
2,497
|
2,497
|
||||||
Convertible term note (e)
|
224
|
25,174
|
||||||
Convertible term note (f)
|
11,132
|
11,132
|
||||||
Convertible term note (g)
|
26,420
|
30,920
|
||||||
Convertible term note (h)
|
190,757
|
192,430
|
||||||
Convertible term note (i)
|
34,141
|
34,141
|
||||||
Convertible term note (j)
|
22,350
|
22,530
|
||||||
Convertible term note (k)
|
945,565
|
945,527
|
||||||
Convertible term note (l)
|
10,000
|
-
|
||||||
Convertible term note (m)
|
30,000
|
-
|
||||||
Convertible term note (n)
|
10,000
|
-
|
||||||
1,335,932
|
1,317,197
|
|||||||
Less: discount on debt
|
-
|
921,311
|
||||||
1,335,932
|
395,886
|
|||||||
Less: current portion
|
(1,285,932
|
)
|
(309,806
|
)
|
||||
Long term debt
|
$
|
50,000
|
$
|
86,080
|
a)
|
On May 14, 2008, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of May 14, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holders about amending the conversion terms to cure the default.
|
b)
|
On May 27, 2008, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 27, 2010. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below). Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.
|
|
c)
|
On January 1, 2008, Zevotek entered into a convertible term note for the principal amount of $50,000 bearing interest at 7% per annum with a maturity date of June 30, 2008. This note is convertible into common stock at 90% of the common stock closing price at June 30, 2008, which is $7,200. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.
|
|
d)
|
On January 8, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.0001 per share (see below).
|
e)
|
On March 9, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of March 9, 2011. The notes were amended on January 8, 2011 to extend the maturity date to January 8, 2012. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
f)
|
Of the convertible term notes entered into on May 14, 2008, certain notes having a principal amount of $11,132 as of June 30, 2012 and 2011 were not amended with respect to their conversion price and, at any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.001 per share. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default.
|
|
g)
|
On July 28, 2009, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of July 28, 2011. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
h)
|
On August 6, 2010, Zevotek converted $192,430 of advances payable into a convertible term note bearing interest at 10% per annum with a maturity date of August 6, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
i)
|
On January 8, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of January 8, 2011. The notes were amended on January 8, 2011 to extend the maturity date to January 8, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
j)
|
On March 9, 2009, Zevotek entered into convertible term notes bearing interest at 10% per annum with a maturity date of March 9, 2011. Zevotek is in default of payment of principal and interest on the note and Zevotek is in discussions with the note holder about amending the conversion terms to cure the default. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
k)
|
On May 10, 2011, Zevotek converted $945,527 of advances payable into a convertible term note bearing interest at 10% per annum with a maturity date of May 10, 2012. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
l)
|
On March 19, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of March 19, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
m)
|
On May 15, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 15, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.1 per share (see below).
|
|
n)
|
On May 18, 2012, Zevotek entered into a convertible term note bearing interest at 10% per annum with a maturity date of May 18, 2014. At any time at the option of the note holder, principal and interest payments may be paid in common stock at a conversion price of $0.01 per share (see below).
|
Net operating loss carry forward
|
$
|
2,400,000
|
||
Valuation allowance
|
(2,400,000
|
)
|
||
Net
|
$
|
0
|
1 Year Zevotek (CE) Chart |
1 Month Zevotek (CE) Chart |
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