x
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QUARTERLY
REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934
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o
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TRANSITION
REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Nevada
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26-0768064
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(State
or other jurisdiction of incorporation or
organization)
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(I.R.S.
Employer Identification No.)
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No.
1 Pingbei Road 2,
Nanping
Science & Technology Industrial Park,
Zhuhai
City, Guangdong Province,
The
People’s Republic of China
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519060
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(Address
of principal executive offices)
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(Zip
Code)
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Large accelerated filer
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o
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Accelerated filer
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o
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||
Non-accelerated filer
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o
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Smaller reporting
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x
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company
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PART
I - FINANCIAL INFORMATION
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1
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Item
1. Financial Statements
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1
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Item
2. Management’s Discussion and Analysis of Financial Condition and Results
of Operations
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9
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Item
3.Quantitative and Qualitative Disclosures About Market
Risk
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12
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Item
4T. Controls and Procedures
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12
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PART
II - OTHER INFORMATION
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13
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Item
1. Legal Proceedings
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13
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Item
1A. Risk Factors
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13
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Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds
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13
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Item
3. Defaults Upon Senior Securities
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13
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Item
4. Other Information
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13
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Item
5. Exhibits
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13
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SIGNATURES
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14
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March 31, 2010
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December 31, 2009
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|||||||
(Unaudited)
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(Audited)
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|||||||
ASSETS
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||||||||
CURRENT
ASSETS:
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||||||||
Cash
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$ | 1,068,206 | $ | 1,115,047 | ||||
Prepaid
expenses and other current assets
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573,740 | 319,123 | ||||||
Inventories
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68,169 | 42,956 | ||||||
TOTAL
CURRENT ASSETS
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1,710,115 | 1,477,126 | ||||||
Deposits
for future deliveries of property and equipment
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533,423 | 312,362 | ||||||
Land
use right, net of accumulated amortization of $13,537 and $11,452,
respectively
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409,306 | 411,391 | ||||||
Property
and equipment, net of accumulated depreciation of $6,771 and $3,446,
respectively
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3,881,186 | 3,294,946 | ||||||
TOTAL
ASSETS
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$ | 6,534,030 | $ | 5,495,825 | ||||
LIABILITIES
AND STOCKHOLDERS' DEFICIENCY
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||||||||
CURRENT
LIABILITIES:
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||||||||
Accounts
payable and accrued expenses
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$ | 254,128 | $ | 154,813 | ||||
Due to related parties-current portion
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3,189 | 5,675,528 | ||||||
TOTAL
CURRENT LIABILITIES
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257,317 | 5,830,341 | ||||||
Due
to related parties- non-current portion
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6,822,231 | 22,485 | ||||||
TOTAL
LIABILITIES
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7,079,548 | 5,852,826 | ||||||
STOCKHOLDERS'
DEFICIENCY:
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||||||||
Preferred
stock, $0.0001 par value, 10,000,000 shares authorized, 0 shares issued
and outstanding
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- | - | ||||||
Common
stock, $0.0001 par value, 90,000,000 shares authorized, issued and
outstanding 22,599,974 shares and 22,599,974 shares,
respectively
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2,260 | 2,260 | ||||||
Additional
paid-in capital
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598,154 | 553,826 | ||||||
Accumulated
deficit
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(1,174,108 | ) | (925,466 | ) | ||||
Accumulated
other comprehensive income (loss)
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28,176 | 12,379 | ||||||
TOTAL
STOCKHOLDERS' DEFICIENCY
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(545,518 | ) | (357,001 | ) | ||||
TOTAL
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
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$ | 6,534,030 | $ | 5,495,825 |
Three Months Ended
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Three Months Ended
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|||||||
March 31, 2010
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March 31, 2009
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SALES
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$ | - | $ | 659,948 | ||||
COSTS
AND EXPENSES:
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||||||||
Cost
of sales
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- | 589,368 | ||||||
Selling,
general and administrative expenses
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161,488 | 83,469 | ||||||
TOTAL
COSTS AND EXPENSES
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161,488 | 672,837 | ||||||
LOSS
FROM OPERATIONS
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(161,488 | ) | (12,889 | ) | ||||
Interest
expense
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(85,309 | ) | (8,239 | ) | ||||
Dividend
and interest income
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196 | - | ||||||
Gain
(loss) on foreign currency transactions
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(2,041 | ) | (254 | ) | ||||
NET
LOSS
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(248,642 | ) | (21,382 | ) | ||||
OTHER
COMPREHENSIVE INCOME (LOSS):
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||||||||
Foreign
currency translation adjustment
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15,797 | 28,451 | ||||||
COMPREHENSIVE
LOSS
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$ | (232,845 | ) | $ | 7,069 | |||
Loss
per common share -basic and diluted
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$ | (0.01 | ) | $ | (0.00 | ) | ||
Weighted
average number of shares outstanding -basic and diluted
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22,599,974 | 22,574,974 |
Three Months Ended
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Three Months Ended
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|||||||
March 31, 2010
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March 31, 2009
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|||||||
OPERATING
ACTIVITIES:
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Net
loss
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$ | (248,642 | ) | $ | (21,382 | ) | ||
Adjustments
to reconcile net loss to net cash used in operating
activities:
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||||||||
Imputed
interest on loans from related parties
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44,328 | 8,735 | ||||||
Depreciation
of property and equipment
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3,325 | - | ||||||
Amortization
of land use right
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2,085 | 3,524 | ||||||
Changes
in operating assets and liabilities:
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||||||||
Accounts
receivable
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- | (390,249 | ) | |||||
Prepaid
expenses and other current assets
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(254,617 | ) | 10,844 | |||||
Inventory
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(25,213 | ) | - | |||||
Accounts
payable and accrued expenses
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99,315 | (21,344 | ) | |||||
NET
CASH USED IN OPERATING ACTIVITIES
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(379,419 | ) | (409,872 | ) | ||||
INVESTING
ACTIVITIES:
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||||||||
Deposits
for future deliveries of equipment
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(221,061 | ) | (79,110 | ) | ||||
Acquisition
of property and equipment
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(589,565 | ) | (4,178 | ) | ||||
NET
CASH USED IN INVESTING ACTIVITIES
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(810,626 | ) | (83,288 | ) | ||||
FINANCING
ACTIVITIES:
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||||||||
Loans
from related parties
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1,127,407 | 374,252 | ||||||
NET
CASH PROVIDED BY FINANCING ACTIVITIES
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1,127,407 | 374,252 | ||||||
EFFECT
OF EXCHANGE RATE CHANGES ON CASH
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15,797 | 29,028 | ||||||
INCREASE
IN CASH
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(46,841 | ) | (89,880 | ) | ||||
CASH
- BEGINNING OF PERIOD
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1,115,047 | 259,025 | ||||||
CASH
- END OF PERIOD
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$ | 1,068,206 | $ | 169,145 | ||||
Supplemental
disclosures of cash flow information:
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||||||||
Interest
paid
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$ | - | $ | - | ||||
Income
taxes paid
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$ | - | $ | - |
March 31,
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December 31,
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|||||||
2010
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2009
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|||||||
Due
to Company’s chairman and chief executive officer, non-interest bearing,
no repayment terms (interest imputed at 5%) (See note 6)
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$ | 3,006,364 | $ | 2,185,219 | ||||
Due
to Zhuhai Yuemao Laser Facility Engineering Co., Ltd. (“Yuemao Laser”),
non interest bearing, no repayment terms (interest imputed at 5%) (See
note 6)
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246,431 | 238,009 | ||||||
Loan
payable to Yuemao Technology Ltd. (“Yuemao Technology”) (See notes
6)
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3,256,740 | 3,252,300 | ||||||
Due
to Yuemao Technology, non interest bearing, no repayment terms (interest
imputed at 5%)
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293,400 | - | ||||||
Due
to Company’s chairman and chief executive officer pursuant to loan
agreement dated November 2, 2008, interest at 5%, due November 1, 2013
(interest due or principal)
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22,485 | 22,485 | ||||||
Total
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6,825,420 | 5,698,013 | ||||||
Current
portion
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(3,189 | ) | (5,675,528 | ) | ||||
Non-current
portion
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$ | 6,822,231 | $ | 22,485 |
Exhibit No.
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Title of Document
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31.1
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Certification
of Principal Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a),
promulgated under the Securities and Exchange Act of 1934, as
amended
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31.2
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Certification
of Principal Financial Officer pursuant to Rule 13a-14 and Rule 15d 14(a),
promulgated under the Securities and Exchange Act of 1934, as
amended
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32.1
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Certification
pursuant to Section 906 of Sarbanes Oxley Act of 2002 (Chief Executive
Officer)
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32.2
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Certification
pursuant to Section 906 of Sarbanes Oxley Act of 2002 (Chief Financial
Officer)
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Universal
Solar Technology, Inc.
|
||
Date:
May 17, 2010
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By:
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/s/ Wensheng Chen
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Wensheng
Chen
|
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Chief
Executive Officer
|
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By:
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/s/ Lijie Zhu
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Lijie
Zhu
Chief
Financial Officer
(Principal
Financial and Accounting
Officer)
|