This Report on Form 10-Q contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Reference is made in particular to the description of our plans and objectives for future operations, assumptions underlying such plans and objectives, and other forward-looking statements included in this report. Such statements may be identified by the use of forward-looking terminology such as "may," "will," "expect," "believe," "estimate," "anticipate," "intend," "continue," or similar terms, variations of such terms or the negative of such terms. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties, which could cause actual results to differ materially from those described in the forward-looking statements. Such statements address future events and conditions concerning, among others, capital expenditures, earnings, litigation, regulatory matters, liquidity and capital resources, and accounting matters. Actual results in each case could differ materially from those anticipated in such statements by reason of factors such as future economic conditions, changes in consumer demand, legislative, regulatory and competitive developments in markets in which we operate, results of litigation, and other circumstances affecting anticipated revenues and costs, and the risk factors set forth below and in our Annual Report on Form 10-K filed on
As used in this Form 10-Q, "we," "us," and "our" refer to
YOU SHOULD NOT PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS
The forward-looking statements made in this report on Form 10-Q relate only to events or information as of the date on which the statements are made in this report on Form 10-Q. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. You should read this report and the documents that we reference in this report, including documents referenced by incorporation, completely and with the understanding that our actual future results may be materially different from what we expect or hope.
We are a development stage company that was incorporated under the laws of the
In accordance with the terms of Exchange Agreement, on the Closing Date, we issued 30,000,000 shares of our common stock to the Selling Shareholders in exchange for 100% of the issued and outstanding capital stock of Umicron (the "Exchange Transaction"). As a result of the Exchange Transaction, the Selling Shareholders acquired approximately 50.67% of our issued and outstanding common stock, Umicron became our wholly-owned subsidiary, and we acquired the business and operations of Umicron.
Umicron is focused on the development of a low cost professional-grade 3D printer targeted at the home, professional, and educational markets.
As of the date of this Quarterly Report on Form 10-Q, we have generated no revenue.
RESULTS OF OPERATIONS
Financial Condition as of
We reported total current assets of
Stockholders' Equity increased from a deficit of
CASH AND CASH EQUIVALENTS
COMPARISON OF THE THREE MONTHS ENDED
DECEMBER 31, 2013TO THE THREE MONTHS ENDED DECEMBER 31, 2012REVENUES We are in the research and development phase and had no customers or revenues during this period. OPERATING EXPENSES
During the three months ended
COMPARISON OF THE SIX MONTHS ENDED
We are in the research and development phase and had no customers or revenues during this period.
During the six months ended
LIQUIDITY AND CAPITAL RESOURCES
Net cash used in operating activities was
Cash used in investing activities was
Cash provided by financing activities was
We believe that our cash on hand will not be sufficient to meet our anticipated cash requirements through the next 12 months. As such, on
Our current cash requirements are significant and will be used for research and development, and marketing, and we anticipate generating losses for the foreseeable future. In order to execute on our business strategy, we will require additional working capital, commensurate with the operational needs of our planned marketing, development and production efforts. Our management anticipates that we should be able to raise sufficient amounts of working capital through debt or equity offerings, as may be required to meet our long-term obligations. However, changes in our operating plans, increased expenses, acquisitions, or other events, may cause us to seek additional equity or debt financing in the future. We anticipate continued and additional development and production expenses. Accordingly, while we do not have any short-term plans to conduct any other debt or equity financings, we may in the future use debt and equity financing to fund operations, as we look to expand our asset base and fund development and production of our products. Any such equity financings could result in dilution to current shareholders, and the incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations.
There are no assurances that we will be able to raise the required working capital on terms favorable, or that such working capital will be available on any terms when needed. Any failure to secure additional financing may force us to modify our business plan. In addition, we cannot be assured of profitability in the future.
In addition, the terms of the Purchase Agreement contain certain restrictions on our ability to engage in financing transactions. Specifically, the Purchase Agreement contains a right of first refusal for the Investor on any future financing transactions and requires the approval of the Investor for any debt financings.
OFF-BALANCE SHEET ARRANGEMENTS
SIGNIFICANT ACCOUNTING POLICIES
Our significant accounting policies are described in Note 2 to the financial statements included in our Annual Report on Form 10-K for the year ended