ENERTECK CORP - Quarter Report: 2008 March (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
10-Q
x
QUARTERLY
REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
For
the quarterly period ended March 31, 2008
o
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 0-31981
ENERTECK
CORPORATION
(Exact
name of Registrant as Specified in its Charter)
Delaware
|
47-0929885
|
(State
or other jurisdiction
|
(I.R.S.
Employer
|
of
incorporation or
|
Identification
No.)
|
organization)
|
|
|
|
10701
Corporate Drive, Suite 150
|
|
Stafford,
Texas
|
77477
|
(Address
of principal
|
(Zip
Code)
|
executive
offices)
|
|
(281)
240-1787
(Registrant’s
Telephone Number, Including Area Code)
Not
applicable
(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.
Yes
x
No
o
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 definition of “large accelerated filer”, “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large
accelerated filer
|
o |
Accelerated
filer
|
o | |
Non-accelerated
filer
|
o |
Smaller
reporting company
|
x |
Indicate
by check mark whether the registrant is a shell company (as defined by Rule
12b-2 of the Exchange Act).
Yes
o
No
x
State
the
number of shares outstanding of each of the Issuer’s classes of common stock, as
of the latest practicable date: Common, $.001 par value per share; 17,761,359
outstanding as of April 30, 2008.
PART
I - FINANCIAL INFORMATION
ENERTECK
CORPORATION
Index
to
Financial Information
Period
Ended March 31, 2008
Item
|
Page
|
|
Item
1 –
|
Consolidated
Financial Statements (Unaudited):
|
|
Consolidated
Balance Sheets
|
3
|
|
Consolidated
Statements of Operations
|
4
|
|
|
||
Consolidated
Statements of Cash Flows
|
5
|
|
Notes
to Consolidated Financial Statements
|
6
|
|
Item
2 –
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
7
|
Item
3 –
|
Quantitative
and Qualitative Disclosures About Market Risk
|
13
|
Item
4T –
|
Controls
and Procedures
|
13
|
2
ENERTECK
CORPORATION and SUBSIDIARY
CONSOLIDATED
BALANCE SHEETS
(Unaudited)
Unaudited
|
Audited
|
||||||
March 31, 2008
|
Dec. 31, 2007
|
||||||
ASSETS
|
|||||||
Current
assets
|
|||||||
Cash
|
$
|
207,168
|
$
|
319,126
|
|||
Inventory
|
131,850
|
146,654
|
|||||
Receivables
- Trade
|
121,765
|
50,920
|
|||||
Receivables
- Employee
|
4,233
|
4,482
|
|||||
Prepaid
Expenses
|
5,242
|
19,639
|
|||||
Total
current assets
|
470,259
|
540,821
|
|||||
Intellectual
Property
|
3,000,000
|
3,000,000
|
|||||
Property
and equipment, net of accumulated depreciation of $211,837 and
202,271respectively
|
110,328
|
119,894
|
|||||
Total
assets
|
$
|
3,580,586
|
$
|
3,660,715
|
|||
LIABILITIES
AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
|||||||
Current
liabilities
|
|||||||
Notes
Payable - Current Portion
|
$
|
500,000
|
$
|
500,000
|
|||
Accounts
payable
|
39,714
|
10,649
|
|||||
Accrued
liabilities
|
69,840
|
61,666
|
|||||
Total
current liabilities
|
$
|
609,554
|
$
|
572,315
|
|||
Long
Term Liabilities
|
|||||||
Notes
Payable
|
$
|
1,000,000
|
$
|
1,000,000
|
|||
Total
Long Term Liabilities
|
$
|
1,000,000
|
$
|
1,000,000
|
|||
Stockholders’
Equity (Deficit)
|
|||||||
Common
stock, $.001 par value, 100,000,000 shares authorized, 17,761,359
shares
issued and outstanding
|
17,761
|
17,761
|
|||||
Additional
paid-in capital
|
19,994,455
|
19,947,381
|
|||||
Accumulated
deficit
|
(18,041,184
|
)
|
(17,876,742
|
)
|
|||
Total
stockholders’ equity
|
1,971,032
|
2,088,400
|
|||||
Total
liabilities and stockholders’ equity (deficit)
|
$
|
3,580,586
|
$
|
3,660,715
|
3
ENERTECK
CORPORATION and SUBSIDIARY
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
3 Months Ended
March 31,
|
|||||||
2008
|
2007
|
||||||
Revenues
|
|||||||
Product
Sales
|
$
|
120,345
|
$
|
37,180
|
|||
Cost
of goods sold
|
16,009
|
11,735
|
|||||
Gross
profit
|
$
|
105,116
|
$
|
25,445
|
|||
General
and Administrative Expenses:
|
|||||||
Wages
|
$
|
106,652
|
$
|
107,370
|
|||
Depreciation
|
9,566
|
11,937
|
|||||
Stock
Compensation
|
47,074
|
0
|
|||||
Other
Selling, General and Admin. Expenses
|
94,970
|
118,509
|
|||||
Total
Expenses
|
$
|
258,262
|
$
|
237,816
|
|||
Operating
loss
|
$
|
(153,926
|
)
|
$
|
(212,371
|
)
|
|
Interest
Income
|
4,090
|
7,854
|
|||||
Other
Income
|
624
|
4,293
|
|||||
Interest
expense
|
(15,230
|
)
|
(20,000
|
)
|
|||
Total
Other Income and Expenses
|
$
|
(10,516
|
)
|
$
|
(7,853
|
)
|
|
Net
Income (loss)
|
$
|
(164,442
|
)
|
$
|
(220,224
|
)
|
|
Net
loss per share:
|
|||||||
Basic
and diluted
|
$
|
(0.009
|
)
|
$
|
(0.014
|
)
|
|
Weighted
average shares outstanding:
|
|||||||
Basic
and diluted
|
17,761,359
|
16,761,359
|
4
ENERTECK
CORPORATION and SUBSIDIARY
CONSOLIDATED
STATEMENTS OF CASH FLOWS
Three
Months Ended March 30, 2008 and 2007
(Unaudited)
2008
|
2007
|
||||||
Net
(loss)
|
$
|
(164,442
|
)
|
$
|
(220,224
|
)
|
|
Adjustments
to reconcile net loss to cash used in operating
activities:
|
|||||||
Depreciation
|
9,566
|
11,937
|
|||||
Common
Stock issued for services
|
0
|
0
|
|||||
Warrants/Options
Expenses
|
47,074
|
0
|
|||||
Gain
on sale of assets
|
0
|
(964
|
)
|
||||
Changes
in operating assets and liabilities:
|
|||||||
Accounts
receivable
|
(70,845
|
)
|
248,492
|
||||
Inventory
|
14,025
|
(19,827
|
)
|
||||
Prepaid
expenses
|
14,396
|
7,870
|
|||||
Accounts
payable
|
29,065
|
(48,444
|
)
|
||||
Accrued
Interest payable
|
15,230
|
20,000
|
|||||
Accrued
Other expenses
|
(7056
|
)
|
0
|
||||
NET
CASH USED IN OPERATING ACTIVITIES
|
$
|
(112,207
|
)
|
$
|
(1,160
|
)
|
|
CASH
FLOWS FROM INVESTING ACTIVITIES
|
|||||||
Proceeds
from Sale of Asset
|
0
|
4800
|
|||||
Repayment
of Employee Advances
|
250
|
10,417
|
|||||
CASH
PROVIDED BY INVESTING ACTIVITIES
|
$
|
250
|
$
|
15,217
|
|||
CASH
FLOWS FROM FINANCING ACTIVITIES
|
|||||||
Exercise
of warrants
|
$
|
0
|
$
|
0
|
|||
CASH
PROVIDED BY FINANCING ACTIVITIES
|
$
|
0
|
$
|
0
|
|||
NET
INCREASE (DECREASE) IN CASH
|
$
|
(111,958
|
)
|
$
|
14,057
|
||
Cash,
beginning of period
|
$
|
319,126
|
$
|
429,483
|
|||
Cash,
end of period
|
$
|
207,168
|
$
|
443,540
|
|||
Cash
paid for:
|
|||||||
Income
tax
|
$
|
-
|
$
|
-
|
|||
Interest
expense
|
-
|
-
|
5
ENERTECK
CORPORATION and SUBSIDIARY,
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE
1 – BASIS OF PRESENTATION
The
accompanying Unaudited interim consolidated financial statements of EnerTeck
Corporation have been prepared in accordance with accounting principles
generally accepted in the United States of America and the rules of the
Securities and Exchange Commission, and should be read in conjunction with
the
audited consolidated financial statements and notes thereto contained in
EnerTeck’s Annual Report filed with the SEC on Form 10-KSB. In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected herein. The
results of operations for interim periods are not necessarily indicative of
the
results to be expected for the full year. Notes to the consolidated financial
statements which would substantially duplicate the disclosure contained in
the
audited consolidated financial statements for fiscal 2007 as reported in the
Form 10-KSB have been omitted.
NOTE
2 - INCOME (LOSS) PER COMMON SHARE
The
basic
net income (loss) per common share is computed by dividing the net income (loss)
applicable to common stockholders by the weighted average number of common
shares outstanding.
Diluted
net income (loss) per common share is computed by dividing the net income
applicable to common stockholders, adjusted on an "as if converted" basis,
by
the weighted average number of common shares outstanding plus potential dilutive
securities. For 2008 and 2007, potential dilutive securities had an
anti-dilutive effect and were not included in the calculation of diluted net
loss per common share.
NOTE
3 - INTELLECTUAL PROPERTY
In
July
2006, EnerTeck acquired the EnerBurn technology. The purchase price for the
EnerBurn technology is to be paid as follows: (i) $1.0 million cash paid on
July
13, 2006, and (ii) promissory note for $2.0 million bearing interest each month
at a rate of 4.0% per annum, compounded monthly, and which shall be paid in
four
annual payments of $500,000 plus accumulated interest to that date on each
anniversary of the closing until the entire purchase price is paid in
full.
The
first installment payment on this note of $500,000 plus compounded interest
was
made in advance of the due date on May 13, 2007. EnerTeck has determined that
the life of the intellectual property is indefinite. Therefore, the asset is
not
amortized and will be tested for impairment at least annually.
Effective
January 1, 2006, EnerTeck began recording compensation expense associated with
stock options and other forms of equity compensation in accordance with
Statement of Financial Accounting Standards No. 123R,
Share-Based Payment,
as
interpreted by SEC Staff Accounting Bulletin No. 107. Prior to
January 1, 2006, EnerTeck had accounted for stock options according to
the provisions of Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees,
and
related interpretations, and therefore no related compensation expense was
recorded for awards granted with no intrinsic value. EnerTeck adopted the
modified prospective transition method provided for under SFAS No. 123R, and,
consequently, have not retroactively adjusted results from prior periods. Under
this transition method, compensation cost associated with stock options
recognized in the first quarter of fiscal 2006 includes the quarterly
amortization related to the remaining unvested portion of all stock option
awards granted prior to January 1, 2006, based on the grant date fair value
estimated in accordance with the original provisions of SFAS No.
123.
EnerTeck
granted 64,200 non-statutory stock options to company employees during the
three
months ended March 31, 2008 under the Enerteck Corporation 2003 Stock Option
Plan. These options were divided based upon current compensation levels to
all
current salaried employees. No further stock option compensation is planned
at
the present time.
6
Item
2. Management’s
Discussion and Analysis of Plan of Operation
The
following should be read in conjunction with the consolidated financial
statements of the Company included elsewhere herein.
FORWARD-LOOKING
STATEMENTS
When
used
in this report, the words “may,” “will,” “expect,” “anticipate,” “continue,”
“estimate,” “intend,” “plans”, and similar expressions are intended to identify
forward-looking statements regarding events, conditions and financial trends
which may affect our future plans of operations, business strategy, operating
results and financial position. Forward looking statements in this report
include without limitation statements relating to trends affecting our financial
condition or results of operations, our business and growth strategies and
our
financing plans.
Such
statements are not guarantees of future performance and are subject to risks
and
uncertainties and actual results may differ materially from those included
within the forward-looking statements as a result of various factors. Certain
of
these risks and uncertainties are discussed in the Company’s Annual Report on
Form 10-KSB for the year ended December 31, 2007 under the caption
“Uncertainties and Risk Factors” in Part I, Item 1 “Description of Business”.
Readers
are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date made. We undertake no obligation to publicly
release the result of any revision of these forward-looking statements to
reflect events or circumstances after the date they are made or to reflect
the
occurrence of unanticipated events.
EXECUTIVE
OVERVIEW
EnerTeck
Corporation (the “Company” or “EnerTeck Parent”) was incorporated in the State
of Washington on July 30, 1935 under the name of Gold Bond Mining Company for
the purpose of acquiring, exploring, and developing and, if warranted, the
mining of precious metals. We subsequently changed our name to Gold Bond
Resources, Inc. in July 2000. We acquired EnerTeck Chemical Corp. (“EnerTeck
Sub”) as a wholly owned subsidiary on January 9, 2003. For a number of years
prior to our acquisition of EnerTeck Sub, we were an inactive, public “shell”
corporation seeking to merge with or acquire an active, private company. As
a
result of this acquisition, we are now acting as a holding company, with
EnerTeck Sub as our only operating business. Subsequent to this transaction,
on
November 24, 2003 we changed our domicile from the State of Washington to the
State of Delaware, changed our name from Gold Bond Resources, Inc. to EnerTeck
Corporation and affected a one for 10 reverse common stock split. Unless the
context otherwise requires, the terms “we,” “us” or “our” refer to EnerTeck
Corporation and its consolidated subsidiary.
EnerTeck
Sub, our wholly owned operating subsidiary, was incorporated in the State of
Texas on November 29, 2000. It was formed for the purpose of commercializing
a
diesel fuel specific combustion catalyst known as EnerBurn®, as well as other
combustion enhancement and emission reduction technologies. Nalco/Exxon Energy
Chemicals, L.P. (“Nalco/Exxon L.P.”), a joint venture between Nalco Chemical
Corporation and Exxon Corporation commercially introduced EnerBurn in 1998.
When
Nalco/Exxon L.P. went through an ownership change in 2000, our founder, Dwaine
Reese, formed EnerTeck Sub. It acquired the EnerBurn trademark and related
assets and took over the Nalco/Exxon L.P. relationship with the EnerBurn
formulator and blender, and its supplier, Ruby Cat Technology, LLC (“Ruby Cat”).
We
utilize a sales process that includes detailed proprietary customer fleet
monitoring protocols in on-road applications that quantify data and assists
in
managing certain internal combustion diesel engine operating results while
utilizing EnerBurn. Test data prepared by Southwest Research Institute and
actual customer usage has indicated that the use of EnerBurn in diesel engines
improves fuel economy, lowers smoke, and decreases engine wear and the dangerous
emissions of both Nitrogen Oxide (NOx) and microscopic airborne solid matter
(particulates). Our principal target markets presently include the trucking,
heavy construction and maritime shipping industries. We also expect that
revenues will be derived in the future from the railroad, mining and offshore
drilling industries. Each of these industries share certain common financial
characteristics, i.e. (i) diesel fuel represents a disproportionate share of
operating costs; and (ii) relatively small operating margins are prevalent.
Considering these factors, management believes that the use of EnerBurn and
the
corresponding derived savings in diesel fuel costs can positively affect the
operating margins of its customers while contributing to a cleaner
environment.
7
RESULTS
OF OPERATIONS
Revenues
For
the
three months ended March 31, 2008, we recorded sales revenues of $120,000 versus
sales revenues of $37,000 in the same period of 2007. The increase in revenues
for the three month period over that of the prior year can primarily be traced
to an expansion of business to a newly opened fueling location on the
Mississippi River, related to our ongoing relationship with Custom Fuel
Services, Inc. (“Custom”). There were no orders filled for Custom to the
original fueling depots in the first quarter of 2008. However it is anticipated
that a large order from Custom
will be shipped during the second quarter of 2008.
On
July
28, 2005, EnerTeck Sub had entered into an Exclusive Reseller and Market
Development Agreement (the “Custom Agreement”) with Custom, a subsidiary of
Ingram Barge. Under the Custom Agreement, EnerTeck Sub has appointed Custom,
which provides dockside and midstream fueling from nine service locations in
Louisiana, Kentucky, Illinois, West Virginia, Missouri and Iowa, as its
exclusive reseller of EnerBurn and the related technology on the Western Rivers
of the United States, meaning the Mississippi River, its tributaries, South
Pass, and Southwest Pass, excluding the Intra Coastal Waterway. The Agreement
has an initial term of three years but can be terminated upon 60 days prior
written notice by either party. Custom is not required to purchase a minimum
volume of EnerBurn during the term of the Custom Agreement. Subsequent to the
signing of the Custom Agreement, Custom obtained the regulatory approvals and
installed the blending equipment necessary to facilitate its distribution of
EnerBurn. In February 2006, we delivered our first shipment of EnerBurn to
Custom by delivering 4,840 gallons. During most of 2006, Custom concentrated
on
completing the required infrastructural work to allow Custom to begin servicing
the Ingram and other fleets. This work was completed late in the second quarter
of 2006 and treatment of the Ingram fleet was commenced. Late in the second
quarter, Custom placed a second order of 4,840 gallons. However, Custom was
unable to take delivery until late in the fourth quarter of 2006. Sales to
Custom, currently the Company’s largest customer have been slower than initially
anticipated principally due to an equipment malfunction and delay in the
completion of a principal Marine fueling facility for EnerBurn on the
Mississippi River. Each of these problems has been addressed and is either
corrected or close to being corrected. We anticipate sales in this market will
increase significantly during the later parts of 2008.
We
expect
future revenue trends to initially come from the trucking, rail, heavy
construction and maritime industries, and subsequently expect revenues to also
be derived from the mining and offshore drilling industries. We expect this
to
occur as sales increase and the sales and marketing strategies are implemented
into the targeted markets and we create an understanding and awareness of our
technology through proof of performance demonstrations with potential customers.
Our
future growth is significantly dependent upon our ability to generate sales
from
heavy construction companies such as those currently coming on line, trucking
companies with fleets of 500 trucks or more, and barge and tugboat companies
with large maritime fleets, and railroad, mining and offshore drilling and
genset applications. Our main priorities relating to revenue are: (1) increase
market awareness of EnerBurn product through its strategic marketing plan,
(2)
growth in the number of customers and vehicles or vessels per customer, (3)
accelerating the current sales cycle, and (4) providing extensive customer
service and support.
In
early
September 2006, we made our initial sale to a member of the heavy construction
industry working in the South Central Texas area. After successful testing
this
initial customer has led to introductions and initial testing with a large
concrete company in West Texas, one of the largest highway contracts in the
state of Texas and most recently one to largest highway and heavy construction
contractor in the United States. We feel as this market matures it can become
a
major source of business for the Company.
Also,
negotiations have been completed to begin demonstration and testing with a
major
American railroad company in April 2008. This follows several years of
successful usage of EnerBurn, our principal product for several years with
a
small railroad company, working
principally in the Houston area. Successful completion of this test, which
is
projected to take several months, should lead to the Company’s entry into a
significantly larger market.
Gross
Profit
Gross
profit, defined as revenues less cost of goods sold, was $105,000 or 87.5%
of
sales for the three months ended March 31, 2008, compared to $25,000 or 67.6%
of
sales for the three months ended March 31, 2007. In terms of absolute dollars,
the increase is a direct reflection of the difference in sales volume for the
two periods. In terms of the percentage of sales, the increase is due primarily
to the fact that we are now a manufacturer of our core products, instead of
a
purchaser and relabeler.
Cost
of
goods sold was $16,000 for the three months ended March 31, 2008 which
represented 12.5% of revenues compared to $12,000 for the three months ended
March 31, 2007 which represented 32.4% of revenues. This decrease in costs
of
goods sold as a percentage of revenue primarily reflects the decrease in overall
product cost from our initiation of manufacturing of
our
products as compared to purchasing our products from an outside vendor. Starting
in July 2006, we have owned the EnerBurn technology and associated assets.
Although our manufacturing is done for us by an unrelated third party, we should
continue to realize better gross margins due to our manufacturing our own
product lines, compared to those we achieved in the past when we purchased
all
of our products from an outside vendor.
8
Costs
and Expenses
Operating
expenses were $258,000 for the three
months
ended
March 31, 2008 as compared to $238,000 for the three months ended March 31,
2007, a increase of $20,000. The majority of such increase was due to increases
in sales commissions from the increase in sales for the first quarter of 2008
compared to the prior year period and year end audit fees paid or payment for
the quarterly period. Costs
and
expenses in all periods primarily consisted of wages, professional fees, rent
expense, amortization expense and other selling, general and administrative
expenses.
Net
Loss
During
the three months ended March 31, 2008, we reported a net loss of $164,000 as
compared to a net loss of $220,000 for the three months ended March 31, 2007.
This change was primarily due to the increase in sales for the first quarter
of
2008 compared to the prior year period offset by a lesser increase in expenses
from period to period. Net income in the future will be dependent upon our
ability to increase revenues faster than we increase our selling, general and
administrative expenses, research and development expense and other expenses.
Operations
Outlook
Beginning
in 2005, management began a period of reassessing the Company’s direction. Due
to a lack of working capital, and a nearly complete turnover in upper management
and sales staff dating back into 2004, senior management changed its method
of
marketing the operation during 2005. The majority of the marketing effort for
2005 was directed at targeting and gaining a foothold in one of our major target
areas, the inland marine diesel market. Management focused virtually all
resources at pinpointing and convincing one major customer within this market,
Custom, to go full fleet with our diesel fuel additive product lines. A
substantial portion of 2005 was spent testing our primary product, EnerBurn,
on
one large inland marine vessel belonging to this major potential customer.
This
resulted in the signing of the Custom Agreement and delivery of the first
shipment of EnerBurn to Custom as discussed above. This initial purchase order
plus the second order received in the second quarter of 2006, amount in size
to
more revenue and a higher margin than all the orders combined for 2005, 2004
and
2003. In addition to our efforts in the marine sales, the sales effort resulted
in initial sales to customers in the heavy construction industry market
beginning in the third quarter of 2006 in which we have used the same strategies
that had successfully started with the marine market. To date, we have signed
on
three new customers with testing to begin with another major heavy equipment
contractor in the very near future.
At
present, one customer, Custom, represents
a majority of our sale revenues. With Custom’s assistance, however, negotiations
are currently underway with several other large customers in the same industry
to expand this market. The loss of Custom as a customer would adversely affect
our business and we cannot provide any assurances that we could adequately
replace the loss of this customer. Sales revenues to Custom and its clients
have
been less to date than had originally been projected. This has been due
primarily to the equipment malfunction and delay in the completion of a
principal Marine fueling facility as described above. With our assistance,
each
of these problems has been addressed and is either corrected or close to being
corrected. It is expected that sales should show significant increases
throughout 2008. It is also anticipated that other new customers coming on
board
during 2008 will lessen the impact of a loss of Custom, should that happen.
In
this regard, in June 2007, we entered into an Exclusive Reseller and Market
Development Agreement with Tanner Fuel Services, LLC appointing Tanner the
exclusive reseller of EnerBurn on the Inter Coastal Waterway from Houma,
Louisiana to the Port of Houston, Texas.
A
major
change in the way EnerTeck does business commenced early in the third quarter
of
2006, with the completion of the purchase of the EnerBurn technology and the
commencement of manufacturing operation. This gives us permanent, exclusive
rights to the EnerBurn formulas and protocols and allows for a much better
gross
margin than in the past. The purchase of the EnerBurn technology and associated
assets was completed on July 13, 2006 and both the formulation equipment and
raw
materials are presently in place to manufacture for both on and off road product
lines.
In
this
regard, we believe the on road trucking industry is another potentially large
market. The purchase of the rights to the EnerBurn technology and the subsequent
issuance to Enerteck of its manufacturing permit for “On Road” versions of
EnerBurn, allows us to now pursue this market and it is our intention to do
that
during 2008. We are currently working closely with two engineering firms on
the
development of a reliable and economically priced truck mounted dosing unit
which will better allow for the efficient utilization of EnerBurn for the
trucking markets. This appears to be nearing completion and it is anticipated
that this market should begin opening up for us later in 2008.
9
LIQUIDITY
AND CAPITAL RESOURCES
On
March
31, 2008, we had working capital deficit of $(139,000) and stockholders’ equity
of $1,971,000 compared to working capital of $97,000 and stockholders’ equity of
$1,748,000 on March 31, 2007.
The
decrease in cash on hand on March 31, 2008, as compared to that of March 31,
2007, was primarily due to lower than anticipated sales during 2007 caused
primarily by a combination of factors related to the startup of infrastructure
facilities on the Mississippi River for the distribution of EnerBurn including
technical difficulties suffered by principal customer and the delay in
availability of the on-road truck dosing equipment, both of which were
unanticipated and beyond our control. We have assisted in the correction of
both
of these issues during the later part of 2007 and feel both are now under
control.
Cash
used
in operating activities was $112,000 for the three months ended March 31, 2008,
which was primarily the result of the $71,000 decrease in accounts receivable,
an increase in interest payable of $15,000, increase in prepaid expenses of
$14,000, and non-cash charges for depreciation of $10,000, offset by the
$164,000 year to date loss in operations, increase in inventory of $14,000,
a
decrease in Other Accrued expenses of $7,000 and increase in accounts payable
of
$29,000.
For
the
three months ended March 31, 2008 or March 31, 2007, we had no financing
activities from the exercise of warrants, however we are expecting there to
be
significant activity in this area, as a sizeable number of the company’s common
stock warrants expire during the next two quarters.
For
the
three months ended March 31, 2008, cash provided by investing activities was
$250 due to employee advance repayments compared to $15,000 from investing
activities for the three months ended March 31, 2007.
On
July
13, 2006, we completed the acquisition of the EnerBurn formulas, technology
and
associated assets pursuant to an Asset Purchase Agreement executed as of the
same date (the “EnerBurn Acquisition Agreement”) between the Company and the
owner of Ruby Cat (the “Seller”). Pursuant thereto, the Company acquired from
the Seller all of its rights with respect to the liquid diesel motor vehicle
fuel additives known as EC5805A and EC5931A products (the “Products”) as well as
its rights to certain intellectual property and technology associated with
the
Products (collectively, the “Purchased Assets”). The purchase price for the
Purchased Assets was $3.0 million, payable as follows: (i) $1.0 million paid
on
July 13, 2006 in cash, and (ii) the remaining $2.0 million evidenced by a
promissory note (the “Note”) bearing interest each month at a rate of 4.0% per
annum, compounded monthly, and which shall be paid in four annual payments
of
$500,000 plus accumulated interest to that date on each anniversary of the
closing until the entire purchase price is paid in full. In order to secure
the
debt represented by the Note, the Company executed and delivered to the Seller
a
Security Agreement in which the Company granted the Seller a first priority
lien
on the Purchased Assets. The foregoing payments will draw significantly on
future cash reserves. This acquisition, however, allows us to manufacture our
own on and off road versions of the EnerBurn product line and will allow for
significant savings in the cost requirements of product sales from
manufacturing. The first payment of $500,000 was made in July 2007. An
additional $500,000 will become payable during 2008.
In
the
past, we have been able to finance our operations primarily from capital which
has been raised. To date, sales have not been adequate to finance our operations
without investment capital. In addition to the $750,000 financing affected
in
2007, during the quarter ended September 30, 2005, we issued 250,000 shares
of
our common stock to certain accredited investors for aggregate proceeds of
$250,000. In addition, in December 2005, we sold to BATL Bioenergy LLC 2,450,000
shares of the common stock and a warrant to purchase an additional 1,000,000
shares of common stock at an exercise price of $2.00 per share for the aggregate
purchase price of $3,000,000. Also, in 2005, we received loans for working
capital of an aggregate of $115,000 from various parties. All loans were repaid
in December 2005.
Other
than the Note Payable for the purchase of the intellectual property, we
currently have no material commitments for capital requirements. We anticipate,
based on currently proposed plans and assumptions relating to our operations,
that in addition to our current cash and cash equivalents together with
projected cash flows from operations and projected revenues, we may require
additional investment to satisfy our contemplated cash requirements for the
next
12 months. We anticipate that our costs and expenses over the next 12 months
will be approximately $1.1 million which includes the amount we will have to
pay
in 2008 on the Note. Our continuation as a going concern is contingent upon
our
ability to obtain additional financing and to generate revenues and cash flow
to
meet our obligations on a timely basis. As mentioned above, management believes
that sales revenues for 2007 were considerably less than earlier anticipated
primarily due to circumstances which have been corrected or are in the process
of being corrected and therefore should not reoccur in the future. Management
expects that sales should show significant increases in 2008.
10
Currently
there are 4,936,650 warrants outstanding with a total exercised value of
$6,955,480. Of these, there are 2,426,650 stock warrants with an exercised
value
of $2,731,480 which will expire during 2008. If a substantial number of these
warrants are exercised on or before the expiration date, this will provide
sufficient capital for the next 12 months. For a limited time commencing in
May
and ending in early June 2008, we will be offering a one time discount for
those
wishing to exercise their warrants as an incentive to do so. In addition, we
have been able to generate working capital in the past through private
placements and believe that these avenues will remain available to us if
additional financing is necessary. No assurances can be made that the warrants
will be exercised or that we will be able to obtain such other investment on
terms acceptable to us or at all. Our contemplated cash requirements beyond
2008
will depend primarily upon level of sales of our products, inventory levels,
product development, sales and marketing expenditures and capital
expenditures.
Inflation
has not significantly impacted our operations.
Off-Balance
Sheet Arrangements
We
do not
have any off balance sheet arrangements that are reasonably likely to have
a
current or future effect on our financial condition, revenues, results of
operations, liquidity or capital expenditures.
Significant
Accounting Policies
Business
and Basis of Presentation
EnerTeck
Corporation, formerly Gold Bond Resources, Inc. was incorporated under the
laws
of the State of Washington on July 30, 1935. On January 9, 2003, the Company
acquired EnerTeck Chemical Corp. ("EnerTeck Sub") as its wholly owned operating
subsidiary. As a result of the acquisition, the Company is now acting as a
holding company, with EnerTeck Sub as its only operating business. Subsequent
to
this transaction, on November 24, 2003, the Company changed its domicile from
the State of Washington to the State of Delaware, changed its name from Gold
Bond Resources, Inc. to EnerTeck Corporation.
EnerTeck
Sub, the Company’s wholly owned operating subsidiary is a Houston-based
corporation. It was incorporated in the State of Texas on November 29, 2000
and
was formed for the purpose of commercializing a diesel fuel specific combustion
catalyst known as EnerBurn (TM), as well as other combustion enhancement and
emission reduction technologies for diesel fuel. EnerTeck’s primary product is
EnerBurn, and is registered for highway use in all USA diesel applications.
The
products are used primarily in on-road vehicles, locomotives and diesel marine
engines throughout the United States and select foreign markets.
Principles
of Consolidation
The
consolidated financial statements include the accounts of EnerTeck Corporation
and its wholly-owned subsidiary, EnerTeck Chemical Corp. All significant
inter-company accounts and transactions are eliminated in
consolidation.
Cash
and Cash Equivalents
The
Company considers all highly liquid investments purchased with an original
maturity of three (3) months or less to be cash and cash
equivalents.
Inventory
Inventory
consists of market ready EnerBurn plus raw materials required to manufacture
the
products. Inventory is valued at the lower of cost or market, using the average
cost method. Also included in inventory are three large Hammonds EnerBurn doser
systems amounting to $57,000, which will be transferred to marine or railroad
customers during 2008. The Company’s remaining inventory was split on
approximately a 60/40 basis between raw materials and finished goods at December
31, 2007.
Accounts
Receivable
Accounts
receivable represent uncollateralized obligations due from customers of the
Company and are recorded at net realizable value. This value includes an
appropriate allowance for estimated uncollectible accounts to reflect any loss
anticipated on the accounts receivable balances and charged to the provision
for
doubtful accounts. The Company calculates this allowance based on historical
write-offs, level of past due accounts and relationships with and economic
status of the customers. As of December 31, 2007 and 2006, there were no
uncollectible accounts and no allowance has been provided.
11
Property
and Equipment
Property
and equipment are stated at cost, net of accumulated depreciation. Depreciation
is provided for on the straight-line or accelerated method over the estimated
useful lives of the assets. The average lives range from five (5) to ten (10)
years. Maintenance and repairs that neither materially add to the value of
the
property nor appreciably prolong its life are charged to expense as incurred.
Betterments or renewals are capitalized when incurred.
Intangible
Assets
Intellectual
property and other intangibles are recorded at cost. The Company has determined
that its intellectual property has an indefinite life because there is no legal,
regulatory, contractual, competitive, economic or other factor to limits its
useful life, and therefore will not be amortized. For other intangibles,
amortization would be computed on the straight-line method over the identifiable
lives of the assets. The Company has adopted the provisions of Statement of
Financial Accounting Standards (SFAS) No. 142,
Goodwill and Other Intangible Assets, effective
for periods beginning January 1, 2002, and thereafter. SFAS 142 addresses
financial accounting and reporting for acquired goodwill and other intangible
assets and supersedes APB Opinion No. 17, Intangible
Assets.
Specifically, the statement addresses how intangible assets that are acquired
should be accounted for in financial statements upon their acquisition, as
well
as how goodwill and other intangible assets should be accounted for after they
have been initially recognized in the financial statements. The statement
requires the Company to evaluate its intellectual property each reporting period
to determine whether events and circumstances continue to support an indefinite
life. In addition, the Company will test its intellectual property for
impairment on an annual basis, or more frequently if events or changes in
circumstances indicate that the asset might be impaired. The statement requires
intangible assets with finite lives to be reviewed for impairment whenever
events or changes in circumstances indicate that their carrying amounts may
not
be recoverable and that a loss shall be recognized if the carrying amount of
an
intangible exceeds its fair value. The Company tested its intangible assets
for
impairment as of December 31, 2007. It was determined at that time that no
impairment existed based primarily on projected sales and the resulting
discounted projected cash flow analyses.
Revenue
Recognition
The
Company follows the provisions of SEC Staff Accounting Bulletin (SAB) No.
104,“Revenue
Recognition”
which
was issued in December 2003, and recognizes revenues when evidence of a
completed transaction and customer acceptance exists, and when title passes,
if
applicable. SAB No. 104 codified, revised and rescinded certain sections of
Staff Accounting Bulletin (SAB) No. 101,“Revenue
Recognition in Financial Statements”,
in order
to make this interpretive guidance consistent with current authoritative
accounting guidance and SEC rules and regulations.
Revenues
from sales are recognized at the point when a customer order has been shipped
and invoiced.
Income
Taxes
The
Company will compute income taxes using the asset and liability method. Under
the asset and liability method, deferred income tax assets and liabilities
are
determined based on the differences between the financial reporting and tax
bases of assets and liabilities and are measured using the currently enacted
tax
rates and laws. A valuation allowance is provided for the amount of deferred
tax
assets that, based on evidence from prior years, may not be realized over the
next calendar year or for some years thereafter.
Income
(Loss) Per Common Share
The
basic
net income (loss) per common share is computed by dividing the net income (loss)
applicable to common stockholders by the weighted average number of common
shares outstanding.
Diluted
net income (loss) per common share is computed by dividing the net income
applicable to common stockholders, adjusted on an "as if converted" basis,
by
the weighted average number of common shares outstanding plus potential dilutive
securities. For 2007 and 2006, potential dilutive securities had an
anti-dilutive effect and were not included in the calculation of diluted net
loss per common share.
12
Management
Estimates and Assumptions
The
accompanying financial statements are prepared in conformity with accounting
principles generally accepted in the United States of America which require
management to make estimates and assumptions that affect the reported amounts
of
assets and liabilities and disclosure of contingent assets and liabilities
at
the date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Actual results could differ from those
estimates.
Financial
Instruments
The
Company’s financial instruments recorded on the balance sheet include cash and
cash equivalents, accounts receivable, accounts payable and note payable. The
carrying amounts approximate fair value because of the short-term nature of
these items.
Stock
Options and Warrants
Effective
January 1, 2006, the Company began recording compensation expense associated
with stock options and other forms of equity compensation in accordance with
Statement of Financial Accounting Standards No. 123R,
Share-Based Payment,
as
interpreted by SEC Staff Accounting Bulletin No. 107. Prior to
January 1, 2006, EnerTeck had accounted for stock options according to
the provisions of Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees,
and
related interpretations, and therefore no related compensation expense was
recorded for awards granted with no intrinsic value. The Company adopted the
modified prospective transition method provided for under SFAS No. 123R, and,
consequently, has not retroactively adjusted results from prior periods. Under
this transition method, compensation cost associated with stock options
recognized in the first quarter of fiscal 2006 includes the quarterly
amortization related to the remaining unvested portion of all stock option
awards granted prior to January 1, 2006, based on the grant date fair value
estimated in accordance with the original provisions of SFAS No. 123. There
was
no unvested portion of stock options or warrants as of January 1,
2006.
Item
3. Quantitative
and Qualitative Disclosures About Market Risk.
Not
required.
Item
4T.
Controls
and Procedures.
Under
the
supervision and with the participation of our management, including the Chief
Executive Officer and Chief Financial Officer, we have evaluated the
effectiveness of our disclosure controls and procedures (as defined in Rule
13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period
covered by this report. Based on that evaluation, the Chief Executive Officer
and Chief Financial Officer have concluded that, as of March 31, 2008, these
disclosure controls and procedures were effective to ensure that all information
required to be disclosed by us in the reports that we file or submit under
the
Exchange Act is: (i) recorded, processed, summarized and reported, within the
time periods specified in the Commission’s rule and forms; and (ii) accumulated
and communicated to our management, including our Chief Executive Officer and
Chief Financial Officer, as appropriate to allow timely decisions regarding
required disclosure.
There
have been no changes in internal control over financial reporting that occurred
during the fiscal quarter covered by this report that have materially affected,
or are reasonably likely to materially affect the Company’s internal control
over financial reporting.
13
PART
II - OTHER INFORMATION
Item
1.
Legal
Proceedings.
There
are
no material pending legal proceedings to which the Company is a party or to
which any of its property is subject.
Item
1A.
Risk
Factors.
Not
required.
Item
2.
Unregistered
Sales of Equity Securities and Use of Proceeds.
On
January 15, 2008, we granted to five employees (which included our Chief
Executive Officer and Chief Financial Officer), as consideration for services
on
behalf of the Company, options to purchase an aggregate of 64,200 shares of
common stock with an exercise price of $0.80 per share. These stock options
vest
immediately. The issuance of these stock options was exempt from registration
requirements pursuant to Section 4(2) of the Securities Act of 1933, as amended.
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.
31.1
|
Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange
Act)
|
31.2
|
Certification
of Principal Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange
Act)
|
32.1
|
Certification
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.
1350)
|
14
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.
ENERTECK
CORPORATION
|
||
(Registrant)
|
||
Dated:
May 13, 2008
|
By:
|
/s/
Dwaine Reese
|
Dwaine
Reese,
|
||
Chief
Executive Officer
|
||
(Principal
Executive Officer)
|
||
Dated:
May 13, 2008
|
By:
|
/s/
Richard B. Dicks
|
Richard
B. Dicks,
|
||
Chief
Financial Officer
|
||
(Principal
Financial Officer)
|
15