SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly
period ended June 30, 2003.
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition
period from ______ to ______.
Commission file number: 000-27407
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DELTA CAPITAL TECHNOLOGIES, INC.
--------------------------------
(Exact name of small business issuer as specified in its charter)
Delaware 98-0187705
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Suite 440-375 Water Street , Vancouver, B.C., Canada V6B 5C6
------------------------------------------------------------
(Address of principal executive office) (Zip Code)
604-312-0663
(Issuer's telephone number)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 XX No ___
The number of outstanding shares of the issuer's common stock, $0.001 par value
(the only class of voting stock), as of August 11, 2003 was 9,047,617.
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS 3
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS 11
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 12
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS 12
ITEM 5. OTHER INFORMATION 13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 13
SIGNATURES 14
INDEX TO EXHIBITS 16
[THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK]
ITEM 1. FINANCIAL STATEMENTS
As used herein, the term "Company" refers to Delta Capital Technologies, Inc., a
Delaware corporation its subsidiaries and predecessors if any unless otherwise
indicated. Unaudited, condensed interim financial statements including a balance
sheet for the Company as of June 30, 2003 and statements of operations,
statements of changes and shareholders' equity and statements of cash flows for
the interim period up to the date of such balance sheet and the comparable
period of the preceding year are attached hereto as Pages F-1 through F-7 and
are incorporated herein by this reference.
FORWARD-LOOKING STATEMENTS
Statements in this report, to the extent they are not based on historical
events, constitute forward-looking statements. Forward-looking statements
include, without limitation, statements regarding the outlook for future
operations, forecasts of future costs expenditures, the evaluation of market
conditions, the outcome of legal proceedings, the adequacy of reserves, or other
business plans. Such statements may use words such as "may", "will", "expect",
"believe", "plan" and similar terminology. These statements reflect management's
current expectations regarding future events and operating performance and speak
only as of the date hereof. Investors are cautioned that forward-looking
statements are subject to an inherent risk that actual results may vary
materially from those described herein. Factors that may result in such
variance, in addition to those accompanying the forward-looking statements,
include changes in international, national and local business and economic
condition, competition, changes in interest rates, actions by competitors,
actions by government authorities, uncertainties associated with legal
proceedings, technological development, future decisions by management in
response to changing conditions and misjudgements in the course of preparing
forward-looking statements. The foregoing list of factors is not exhaustive.
F-3
INDEX TO FINANCIAL STATEMENTS
PAGE
Balance Sheet F-2
Statements of Operations F-3
Statement of Changes in Stockholders' Equity F-4
Statements of Cash Flows F-5
Notes to Unaudited Financial Statements F-6
4
DELTA CAPITAL TECHNOLOGIES, INC.
BALANCE SHEET
June 30, 2003
(Unaudited)
ASSETS
Current asset
Loan to affiliate $ 8,878
Other asset
License agreement 50,000
------
Total Assets $ 58,878
=====================
=======================
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable $ 399,114
Note Payable, related party,convertible 7,000
Note Payable, convertible 3,851
Note Payable 20,000
Loans Payable 28,387
Shareholder Loan 1,000
Deposits 2,500
-----
Total current liabilities 461, 852
Minority interest --
Stockholder's Equity (Deficit)
Common stock, $.001 par value 8,962
Additional paid-in capital 7,198,599
Accumulated Deficit (7,610,535)
-----------
(402,974)
---------
$ 58,878
==========
The accompanying notes are an integral part of these financial statements
F3
DELTA CAPITAL TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS
For the Three and Six Months Ended June 30, 2003 and 2002
(Unaudited)
six Months ended six Months ended Three Months Three Months
ended ended
June 30 June 30 June 30 June 30
2003 2002 2003 2002
========= ================== ================= ==================
========= ================== ================= ==================
Revenue
Investigative Services $ $ 22,204 $ $ 22,204
ain From Partial
Gistribution of
Dubsidiary
S 125,624
------------------------------ ----------------- ------------------
------------------------------ ----------------- ------------------
Total Revenue 125,624 22,204 22,204
Expenses
General and Administrative 44,826 204,928 35,981 65,941
Depreciation 1,432 1,432
Goodwill Impairment 92,227 92,227
--------- ------------------ ---------------------------------------
---------------------------------------
Total Expenses 44,826 298,587 35,981 159,600
--------------------------------------------------------------------------
------------------------------------------------------------------
Net Income (Loss) $ 80,798$ (276,383) $ (35,981) $ (137,396)
========= ================== ================= ==================
========= ================== ================= ==================
Basic and diluted income
(loss) per share $ 0.01 $ (0.09) $ 0.00 $ (0.04)
========= ================== ================= ==================
The accompanying notes are an integral part of these financial statements
F6
DELTA CAPITAL TECHNOLOGIES, INC.
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the period from December 31, 2002 to June 30, 2003
(Unaudited)
Common Stock Additional Accumulated
Shares Amount Paid in Capital Deficit Total
======== ======== ============ ========== ========
$ $ $ $
Balance, December 31, 2002 5,463,714 5,464 7,135,064 (7,691,333) (550,805)
Issuance of stock for services 300,000 300 2,700 3,000
(January 2003)
Issuance of stock for cash 2,497,639 2,498 46,349 48,847
(March 2003)
Issuance of stock for Cash 700,000 700 14,486 15,186
(April 2003)
Net Income for the period 80,798 80,798
======== ======== ============ ========== ========
Balance, June 30, 2003 (Unaudited) 8,961,353 $ 8,962 $ 7,198,599 $ (7,610,535) $ (402,974)
The accompanying notes are an integral part of these
financial statements.
7
DELTA CAPITAL TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2003 and 2002
(Unaudited)
June 30, 2003 June 30, 2002
=========== ===========
Cash Flows From Operating Activities
Net income (loss) $ 80,798 $ (276,383)
Gain on partial disposition of subsidiary net of cash (128,986)
Depreciation 1,432
Impairment of goodwill 92,227
Issuance of common stock for services 3,000
Adjustments to reconcile net loss to net cash used in operating
activities
Change in operating assets and liabilities net of effects 41,000
from purchase of subsidiary
Increase (Decrease) in accounts payable 16,831 (31,562)
----------------------------------------------
Net cash from operating activities (28,357) (173,286)
=========== ===========
Cash Flows From Investing Activities
Purchase of License
Purchase of subsidiary (50,000) 26,081
Purchase of office equipment and leasehold improvements 654
Net cash from Investing Activities
================== ===================
================== ===================
26,735
(50,000)
Cash Flows From Financing Activities
Advances to affiliate (783)
Proceeds from deposits 2,500
Proceeds from notes payable 10,851
Proceeds from advances 621 26,231
Proceeds from issuance of common stock 64,033 137,800
=========== ===========
Net cash from financing activities 74,722 166,531
=========== ===========
Net increase (decrease) in cash (3,635) 19,980
Cash, beginning of period 3,635 452
----- ---
Cash, end of period $ (0) $ 20,432
=========== ===========
No cash payments for interest or income taxes have been made.
The accompanying notes are an integral part of these
financial statements.
F6
DELTA CAPITAL TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
The interim period financial statements as of and for the three and six months
ended June 30,2003, contained herein include the accounts of Delta Capital
Technologies, Inc. (the "Company"). The interim period financial statements for
the three and six months ended June 30, 2003, include the accounts of the
Company and its' majority owned subsidiaries.
The interim period financial statements have been prepared by the Company
pursuant to the rules and regulations of the U.S. Securities and Exchange
Commission (the "SEC"). Certain information and footnote disclosure normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such SEC rules
and regulations. The interim period financial statements should be read together
with the audited consolidated financial statements and accompanying notes
included in the Company's latest annual report on Form 10-KSB for the fiscal
year ended December 31, 2002. In the opinion of the Company, the unaudited
financial statements contained herein contain all adjustments necessary to
present a fair statement of the results of the interim periods presented.
Note 2. Summary of Significant Accounting Policies
Earnings Per Share
Basic earnings per share is computed by dividing income (loss) for the period by
the weighted average number of common shares outstanding during a period.
Diluted earnings per share takes into consideration common shares outstanding
(computed under basic earnings per share) and potentially dilutive common
shares. The weighted average number of shares was 8,884,430 and 3,603,809 for
the three months ended June 30, 2003 and 2002, respectively, and 7,508,038 and
2,944,774 for the six months ended June 30,2003 and 2002, respectively.
Note 3. Going Concern
As shown in the financial statements, the Company has had substantial net losses
for several years. Further, the Company has net deficiency in capital of
$402,974 at June 30, 2003. These factors raise concerns about the Company's
ability to continue as a going concern.
The Company will need additional working capital to be successful in any future
business activities and to service its current debt for the coming year.
Therefore, continuation of the Company as a going concern is dependent upon
obtaining the additional working capital necessary to accomplish its objective.
Management is presently engaged in seeking additional working capital equity
funding and plans to continue to invest in other businesses with funds obtained.
The accompanying financial statements do not include any adjustments to the
recorded assets or liabilities that might be necessary should the Company fail
in any of the above objectives and is unable to operate for the coming year.
9
Note 4. Acquisition of Subsidiary
On January 1, 2003 Homelands acquired all the existing and outstanding shares of
Dolphin Investigations Ltd. ("Dolphin") in exchange for three hundred thousand
shares (300,000) of Homelands Securities, Inc. ("Homelands"). The acquisition of
Dolphin reduced the Company's interest in Homelands to 44.26% and as a result
the Company is now a minority interest holder in Homelands.
Note 5. Investment in Significant Unconsolidated Subsidiary
and Gain on Partial Disposition of
Subsidiary
As a result of Homelands' issuance of shares to affect the acquisition of
Dolphin, the Company's ownership of Homelands was reduced from 51.3% to 44.26%.
The Company no longer exercises control over Homelands but does retain an
element of significant influence. As such, the Company no longer consolidates
Homelands; rather, its investment in Homelands is accounted for using the equity
method. The Company recognized a gain to the extent that the liabilities of
Homelands 1 1 exceeded its assets at the effective date of the change in method
of accounting for its investment. The investment in Homelands under the equity
method was restored to a zero balance as of the date of the transaction since
the Company has no obligation to fund future losses.
Summarized unaudited consolidated financial information for Homelands as of and
for the six months ended June 30,2003, is as follows:
-------------------------------------------------------------------------------
Financial Position:
-------------------------------------------------------------------------------
Total assets $ 66,168
Total liabilities (202,049)
----------------
----------------
Stockholders' equity(deficit) $ (135,881)
================
Results of operations:
Revenues $ 85,990
Expenses (98,138)
----------------
----------------
Net loss $ (12,148)
================
10
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Management's Discussion
As used herein the term "Company" refers to Delta Capital Technologies, Inc., a
Delaware corporation, including subsidiaries and predecessors, unless the
context indicates otherwise. During the quarter ended June 30, 2002, the
Company's majority owned subsidiary, Homelands Security, Inc., (Homelands)
completed the acquisition of 100% of Interglobe Investigation Services, Inc.
("InterGlobe"). The transaction closed on April 15, 2002. This subsidiary was
consolidated until its partial disposition effective January 1, 2003.
January 1, 2003 Homelands acquired all the existing and outstanding shares of
Dolphin Investigations Ltd. ("Dolphin") in exchange for three hundred thousand
shares (300,000) of Homelands. The acquisition of Dolphin reduced the Company's
interest in Homelands to that of a minority interest holder.
In June 2003, the Company completed the purchase for $50,000 of a license to
promote, sell and deploy the Triton product line of non-depository, indoor cash
dispensers.
The Company is currently a holding company with a minority interest in
Homelands. The Company's intention is to act as a diversified holding company
that will own both majority and minority interests in various business
operations that will be acquired primarily with the Company's common stock.
General
During the next 12 months, the Company intends to continue its attempts to
increase its holdings through an acquisition or merger while continuing to
assist Homelands Security, Inc. develop strategic corporate relationships (i.e.
joint services relationship, partnership or acquisition). Additionally, the
Company will begin developing a marketing plan to promote, sell and deploy the
Triton product line of non-depository, indoor cash dispensers.
Income(loss)
During the three and six month period ending June 30, 2003 the Company had a net
loss of $(35,981) and net income of $80,798, respectively. The net income is
attributable to the gain on partial disposition of the subsidiary (See Note 5 to
the Financial Statements)
Capital Expenditures
The Company had no capital expenditures for the three-month period ending June
30, 2003.
Capital Resources and Liquidity
The Company had current assets of $8,878 and total assets of $58,878 as of June
30, 2003. A net stockholders' deficit in the Company was ($402,974) at June 30,
2003.
Cash flow from operating activities was $(28,357) for the six months ending June
30, 2003. Cash was used during the first six months for accounting and
administrative costs.
11
The Company does not have sufficient capital to operate over the next fiscal
year without a substantial infusion of operating capital. It will be necessary
for the Company to either borrow funds to operate or generate operating funds
through the sale of equity in the Company or its subsidiaries. There can be no
assurance that the Company will be able to generate sufficient income from
either borrowing, the sale of equity, or a combination thereof to allow it to
operate its business during the coming 1 1 year. Unless the Company is
successful in raising additional operating capital, it will not have sufficient
funds to operate during the balance of the fiscal year.
The Company has no current plans to perform any product research and development
during the coming year.
The Company has no current plans to spend any significant amount in the coming
year on plant or equipment.
At the present time, it is not anticipated that the Company will have any
significant increase in the number of employees working for the Company.
Going Concern
In the Auditor's report on the Company's financial statements as of December 31,
2002, they indicated there was substantial doubt about the Company's ability to
continue as a going concern. The Company incurred a net loss of $594,419 in
2002, had a net deficiency in capital of $550,805 as of December 31, 2002, and
has virtually no working capital. These factors raise concerns about the
Company's ability to continue as a going concern. Management's plan to address
the Company's ability to continue as a going concern, includes: (1) obtaining
funding from the sale of the Company's securities; (2) begin to market and sell
the Triton product line of non-depository, indoor cash dispensers, and (3)
obtaining loans from various financial institutions where possible. Although
management believes that it will be able to obtain the necessary funding to
allow the Company to remain a going concern through the methods discussed above,
there can be no assurances that such methods will prove successful.
PART II-OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
No material developments occurred during the quarter ended June 30, 2003, with
respect to pending litigation. For more information on legal proceedings, see
the Company's Form 10KSB/A for the year ended December 31, 2002.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
On April 11, 2003 the Company issued 125,000 shares of its common stock to
Bayant Dhindsa, a resident of Abbotsford, British Columbia, Canada for USD
$2,500 at $0.02 per share. The Company issued the shares in reliance upon
Regulation S of the Securities Act of 1933.
On April 11, 2003 the Company issued 175,000 shares of its common stock to Harp
Hoonjan, a resident of Vancouver, Canada, for USD $3,500cash at $0.02 per share.
The Company issued the shares in reliance upon Regulation S of the Securities
Act of 1933.
12
On April 11, 2003 the Company issued 200,000 shares of its common stock to
Karmjit Berar, a resident of Richmond, British Columbia, Canada, for USD $4,000
at $0.02 per share. The Company issued the shares in reliance upon Regulation S
of the Securities Act of 1933.
On April 11, 2003 the Company issued 200,000 shares of its common stock to
Nirwal Grewal a resident of Edmonton, Alberta, Canada, for USD $ 4,000 at $0.02
per share. The Company issued the shares in reliance upon Regulation S of the
Securities Act of 1933.
1
1
Regulation S provides generally that any offer or sale that occurs outside of
the United States is exempt from the registration requirements of the Securities
Act of 1933, provided that certain conditions are met. Regulation S has two safe
harbors. One safe harbor applies to offers and sales by issuers, securities
professionals involved in the distribution process pursuant to contract, their
respective affiliates, and persons acting on behalf of any of the foregoing (the
"issuer safe harbor"), and the other applies to resales by persons other than
the issuer, securities professionals involved in the distribution process
pursuant to contract, their respective affiliates (except certain officers and
directors), and persons acting on behalf of any of the forgoing (the "resale
safe harbor"). An offer, sale or resale of securities that satisfied all
conditions of the applicable safe harbor is deemed to be outside the United
States as required by Regulation S. The distribution compliance period for
shares sold in reliance on Regulation S is one year.
The Company has complied with the requirements of Regulation S by having no
directed selling efforts made in the United States, by selling only to buyers
who were outside the United States at the time the buy orders originated,
ensuring that each person is a non-U.S. person with address in a foreign country
and having each person make representation to the Company certifying that he or
she is not a U.S. person and is not acquiring the Securities for the account or
benefit of a U.S. person other than persons who purchased Securities in
transactions exempt from the registration requirements of the Securities Act;
and also agrees only to sell the Securities in accordance with the registration
provisions of the Securities Act or an exemption therefrom, or in accordance
with the provisions of the Regulation.
ITEM 5. OTHER INFORMATION
On July 15, 2003, subsequent to the period covered in this report, the Company
issued a total of 86,264 shares under an S-8 registration of the Company's
Benefit Plan filed on July 29, 2002 to Kent Carasquero for services rendered
under contract in connection with the provision of administrative services.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. Exhibits required to be attached by Item 601 of Regulation S-B are
listed in the Index to Exhibits on page 16 of this Form 10-QSB, and are
incorporated herein by this reference.
(b) Reports on Form 8-K. The Company had no reports on Form 8-K during the period covered by this report.
-------------------
13
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 11th day of August, 2003.
Delta Capital Technologies, Inc.
/s/ "Martin Tutschek"
President and Director
14
CERTIFICATION PURSUANT TO RULE 13a-14 OF THE SECURITIES EXCHANGE ACT
OF 1934, AS AMENDED, AS ADOPTED PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Martin Tutschek, president and chief financial officer of Delta Capital Technologies, Inc. certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Delta Capital Technologies, Inc.;
2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the period presented in this quarterly report;
4. I am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and have:
a) Designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated
subsidiaries, is made known to me by others within those entities,
particularly during the period in which this quarterly report is being
prepared; b) Evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the filing date
of this quarterly report (the "Evaluation Date"); and c) Presented in this
quarterly report my conclusions about the effectiveness of the disclosure
controls and procedures based on my evaluation as of the Evaluation Date;
5. I have disclosed, based on my most recent evaluation, to the registrant's
auditors and the audit committee of registrant's board of directors (or persons
performing the equivalent functions): a) All significant deficiencies in the
design or operation of internal controls which could adversely affect the
registrant's ability to record, process, summarize and report financial data and
have identified for the registrant's auditors any material weaknesses in
internal controls; and b) Any fraud, whether or not material, that involves
management or other employees who have a significant role in the registrant's
internal controls; and
6. I have indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of my most recent
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
Date: August 11th, 2003
/s/ "Martin Tutschek"
President and Chief Financial Officer
INDEX TO EXHIBITS
EXHIBIT NO. PAGE NO. DESCRIPTION OF EXHIBIT
3(i)(a) * Articles of Incorporation dated June4, 1998. (Incorporated by reference from Form 10SB filed
with the SEC on January 5, 2000.)
3(i)(b) * Amended Articles of Incorporation dated April 23,
1998. (Incorporated by reference from Form 10SB
filed with the SEC on January 5, 2000.)
3(i)(c) * Amended Articles of Incorporation dated January 4,
2002(Incorporated by reference from Form 10SB filed
with the SEC on May 23, 2003.)
3(ii) * By-Laws of Delta Capital dated April 23, 1998.
(Incorporated by reference from Form 10SB filed with
the SEC on January 5, 2000.)Amended Articles of
Incorporation dated January 4, 2002(Incorporated by
reference from Form 10SB filed with the SEC on May
23, 2003.)
MATERIAL CONTRACTS
10(i) * Debt Settlement Agreement dated January 8, 2002 between Delta Capital Technologies, Inc. and
Bayside Management Corp. (Incorporated by reference from the 10-QSB filed with the SEC on June
6, 2002.)
10(ii) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and
Churchill Resource Group, Inc. (Incorporated by reference from the 10-QSB filed with the SEC on
June 6, 2002.)
10(iii) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and BP
Equity Management Corp. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(iv) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and
Jeff Young. (Incorporated by reference from the 10-QSB filed with the SEC on June 6, 2002.)
10(v) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Bonanza Mgmt. Ltd. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(vi) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Peter Kent Carasquero. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(vii) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Hospitality Financial Services Ltd. (Incorporated by reference from the 10-QSB filed with the
SEC on June 6, 2002.)
10(viii) * Fee Agreement dated January, 2002 between Delta Capital Technologies, Inc. and Kent Carasquero.
(Incorporated by reference from the 10-QSB filed with the SEC on June 6, 2002.)
10(ix) * Stock Purchase and Sale Agreement dated June8, 2002 between Delta Capital Technologies, Inc. and
Homelands Security Inc. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
16
EXHIBIT NO. PAGE NO. DESCRIPTION OF EXHIBIT
10(x) * Debt Settlement Agreement dated November 11, 2002 between Delta Capital Technologies, Inc. and
Jam Corporate Consultants (Incorporated by reference from the 10-QSB filed with the SEC on
December 23, 2002.)
10(xii) * License Agreement between Delta Capital Technologies, Inc. and Net Cash Services. Inc.
(Incorporated by reference from Form 10SB filed with the SEC on May 23, 2003.)
99.1 18 Certification Pursuant to 18 U.S.C. Section 1350, Section 906 of the Sarbanes-Oxley Act
of 2002.
* Incorporated by reference from previous filings.
17
EXHIBIT 99.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF
2002
In connection with the Quarterly Report of Delta Capital Technologies, Inc. the"
Company") on Form 10- QSB for the period ending June 30, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the"Report"), I, Martin
Tutschek, President and Chief Financial Officer of the Company, certify,
pursuant to 18 U.S.C. S 1350, as adopted pursuant to S 906 of the Sarbanes-Oxley
Act of 2002, that:
(1) The Report complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and
(2) The financial information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.
---------------------------------
/s/Martin Tutschek
President and Chief Financial Officer
August 11th,2003
18
INDEX TO EXHIBITS
EXHIBIT NO. PAGE NO. DESCRIPTION OF EXHIBIT
3(i) * Articles of Incorporation dated June4, 1998. (Incorporated by reference from Form 10SB filed
with the SEC on January 5, 2000.)
3(ii) * Amended Articles of Incorporation dated April 23,
1998. (Incorporated by reference from Form 10SB
filed with the SEC on January 5, 2000.)
3(iii) * By-Laws of Delta Capital dated April 23, 1998. (Incorporated by reference from Form 10SB filed
with the SEC on January 5, 2000.)
3(iv) * Amended Articles of Incorporation dated January 4,
2002.(Incorporated by reference from Form 10SB filed
with the SEC on May 23, 2003.)
MATERIAL CONTRACTS
10(i) * Debt Settlement Agreement dated January 8, 2002 between Delta Capital Technologies, Inc. and
Bayside Management Corp. (Incorporated by reference from the 10-QSB filed with the SEC on June
6, 2002.)
10(ii) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and
Churchill Resource Group, Inc. (Incorporated by reference from the 10-QSB filed with the SEC on
June 6, 2002.)
10(iii) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and BP
Equity Management Corp. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(iv) * Debt Settlement Agreement dated January 9, 2002 between Delta Capital Technologies, Inc. and
Jeff Young. (Incorporated by reference from the 10-QSB filed with the SEC on June 6, 2002.)
10(v) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Bonanza Mgmt. Ltd. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(vi) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Peter Kent Carasquero. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
10(vii) * Debt Settlement Agreement dated January 10, 2002 between Delta Capital Technologies, Inc. and
Hospitality Financial Services Ltd. (Incorporated by reference from the 10-QSB filed with the
SEC on June 6, 2002.)
10(viii) * Fee Agreement dated January, 2002 between Delta Capital Technologies, Inc. and Kent Carasquero.
(Incorporated by reference from the 10-QSB filed with the SEC on June 6, 2002.)
10(ix) * Stock Purchase and Sale Agreement dated June8, 2002 between Delta Capital Technologies, Inc. and
Homelands Security Inc. (Incorporated by reference from the 10-QSB filed with the SEC on June 6,
2002.)
EXHIBIT NO. PAGE NO. DESCRIPTION OF EXHIBIT
10(x) * Debt Settlement Agreement dated November 11, 2002 between Delta Capital Technologies, Inc. and
Jam Corporate Consultants (Incorporated by reference from the 10-QSB filed with the SEC on
December 23, 2002.)
10(xii) * License Agreement between Delta Capital Technologies, Inc. and Net Cash Services. Inc.
(Incorporated by reference from Form 10SB filed with the SEC on May 23, 2003.)
* Incorporated by reference from previous filings.