-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QVD6k7ZM17W5pJBNznSUK+Qp0JwTck4gufSvfE+Nx4XEXkczNnCkatu4j4eHXqhM MiWWN2anJrLWPckDZrnEiA== 0001077357-01-500035.txt : 20010621 0001077357-01-500035.hdr.sgml : 20010621 ACCESSION NUMBER: 0001077357-01-500035 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010331 FILED AS OF DATE: 20010514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDICAL TECHNOLOGY & INNOVATIONS INC /FL/ CENTRAL INDEX KEY: 0000847464 STANDARD INDUSTRIAL CLASSIFICATION: 7900 IRS NUMBER: 652954561 STATE OF INCORPORATION: FL FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 333-01950 FILM NUMBER: 1633343 BUSINESS ADDRESS: STREET 1: 615 CENTERVILLE ROAD CITY: LANCASTER STATE: PA ZIP: 17601 BUSINESS PHONE: 7178926770 MAIL ADDRESS: STREET 1: 615 CENTERVILLE ROAD CITY: LANCASTER STATE: PA ZIP: 17601 10-Q 1 medtech-10q_032001.txt QUARTERLY REPORT U.S. SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2001 [_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from ________ to__________ Commission File Number: 33-27610-A MEDICAL TECHNOLOGY & INNOVATIONS, INC. -------------------------------------------- (Exact name of small business issuer as specified in its charter) Florida 65-2954561 - - ------------------------------- --------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3725 Investment Lane, Riviera Beach, FL 33404 - - --------------------------------------- --------------------------- (Address of principal executive offices) (Zip Code) (561) 844-3486 --------------------------- (Issuer's telephone number, including area code) Transitional Small Business Disclosure Format (Check One): YES [_] NO [X] As of March 31, 2001 41,807,248 shares of Common Stock, no par value, of the registrant were outstanding. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the registrant's annual report filed with the Securities and Exchange Commission on Form 10-KSB, filed September 28, 2000. MEDICAL TECHNOLOGY & INNOVATIONS, INC. TABLE OF CONTENTS PART I. FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets March 31, 2001 (Unaudited) and June 30, 2000 F-3 Condensed Consolidated Income Statements For the Three Months and Nine Months Ended March 31, 2001 and 2000 (Unaudited) F-4 Consolidated Statements of Stockholders' Equity (Unaudited) F-5 Condensed Consolidated Statements of Cash Flows For the Nine Months Ended March 31, 2001 and 2000 (Unaudited) F-6 Notes to Condensed Consolidated Financial Statements F-7 Item 2. Management's Discussion and Analysis or Plan of Operation 8 PART II. OTHER INFORMATION Item 1. Legal Proceedings 10 Item 6. Exhibits and Reports on Form 8-K 10 SIGNATURES 13
Medical Technology & Innovations, Inc. Consolidated Balance Sheets March 31, 2001 and June 30, 2000 Assets March 31, 2001 June 30, (Unaudited) 2000 ------------ ----------- Current Assets: Cash and Equivalents $ 105,792 $ 161,018 Accounts Receivable, less allowances of $45,857 and $30,030, respectively 481,137 572,160 Inventory 542,331 542,892 Prepaid Expenses 49,128 46,696 ------------ ----------- Total Current Assets 1,178,388 1,322,766 ------------ ----------- Fixed Assets: Land 182,000 182,000 Property & Equipment 1,153,511 1,153,512 Less accumulated depreciation (709,380) (623,897) ------------ ----------- Fixed Assets, Net 626,131 711,615 ------------ ----------- Other Assets: Intangible Assets 2,468,255 1,897,120 ------------ ----------- Total Assets $ 4,272,774 $ 3,931,501 ============ =========== Liabilities and Stockholders' Equity Current Liabilities: Accounts Payable $ 284,749 $ 448,155 Accrued Liabilities Payroll and payroll taxes -0- 189,303 Royalties 182,122 185,130 Other 213,535 188,678 Current Maturities of Long-Term Debt 788,405 487,751 ------------ ----------- Total Current Liabilities 1,468,811 1,499,017 Long-Term Debt, Net of Current Maturities 1,566,044 1,432,681 ------------ ----------- Total Liabilities 3,034,855 2,931,698 ------------ ----------- Stockholders' Equity Common Stock, no par value, authorized 700,000,000 shares, outstanding 41,807,248 and 34,017,248 shares, respectively 11,722,406 11,122,017 Series A Convertible Preferred Stock, $100 par value, authorized 70,000 shares, outstanding nil shares - 0 - - 0 - Series B Convertible Preferred Stock, $100 par value, authorized 1000 shares, outstanding 266 shares 1,596,000 1,596,000 Preferred Stock, authorized 100,000,000 shares $1,000 par value, 12%, noncumulative, outstanding 22.5 shares 22,500 22,500 Treasury Stock, at cost (1,973,531 shares) (436,799) (436,799) Accumulated Deficit (11,666,188) (11,303,915) ------------ ----------- Total Stockholders' Equity 1,237,919 999,803 ------------ ----------- Total Liabilities and Stockholders' Equity $ 4,272,774 $ 3,931,501 ============ ===========
The accompanying notes are an integral part of the condensed financial statements. F-3
Medical Technology & Innovations, Inc. Condensed Consolidated Income Statements For the Three Months and Nine Months Ended March 31, 2001 and 2000 (Unaudited) Three Months Ended March 31, Nine Months Ended March 31, 2001 2000 2001 2000 ---------- ----------- ---------- ----------- Revenues $1,003,204 $1,337,225 $3,266,725 $3,511,323 Cost of Goods 560,816 768,487 1,862,063 2,147,245 ---------- ----------- ---------- ----------- Sold Gross Profit 442,388 568,738 1,404,662 1,364,078 ---------- ----------- ---------- ----------- Operating Expenses Advertising 8,140 14,362 19,579 25,073 Selling, General, and Administrative 514,771 502,392 1,573,174 1,756,775 ---------- ----------- ---------- ----------- Total Operating Expenses 522,911 516,754 1,592,753 1,781,848 ---------- ----------- ---------- ----------- Income (Loss) from Operations (80,523) 51,984 (188,091) (417,770) Interest expense, net 53,494 39,467 174,182 107,190 ---------- ----------- ---------- ----------- Net Income (Loss) ($134,017) $12,517 ($362,273) ($524,960) ========== =========== ========== =========== Net Income (Loss) per common share (basic and diluted) $(.004)(*) $. - (*) $(.012)(*) $(.02)(*) ========== =========== ========== =========== Weighted Average Outstanding Shares 41,232,248 30,172,666 37,912,248 30,172,666 ========== =========== ========== ===========
(*) Calculated including Series B Preferred Stock accretion of $32,040 for the three month and $96,120 for the nine-month periods ended March 31, 2001 and 2000. The accompanying notes are an integral part of the condensed financial statements. F-4
Medical Technology & Innovations, Inc. Consolidated Statements of Stockholders' Equity (Unaudited) For the Periods Ended Series A Series B Convertible Convertible Total Common Common Preferred Preferred Preferred Treasury Accumulated Stockholders' Shares Stock Stock Stock Stock Stock Deficit Equity ------------ ----------- --------- ----------- ---------- ---------- ----------- ----------- Balance at June 30, 1998 26,385,279 $ 9,632,183 $ - 0 - $1,602,000 $22,500 ($309,742) ($9,670,424) $1,276,517 Purchase of Treasury Shares (600,000) (127,057) (127,057) Net Loss (650,627) (650,627) Stock Issued for Services 983,974 172,409 172,409 Conversion of Series B Preferred Stock into common stock 54,081 6,000 (6,000) Conversion of Subordinated Notes into common stock 725,000 379,500 379,500 ------------ ----------- --------- ----------- ---------- ---------- ------------ ----------- Balance at June 30, 1999 27,548,334 $10,190,092 $ -0- $1,596,000 $22,500 ($436,799) ($10,321,051) $1,050,742 Conversion of Debentures Into Common stock 5,436,773 822,601 822,601 Stock Issued for Services 1,032,141 109,324 109,324 Net Loss (982,864) (982,864) ------------ ----------- --------- ----------- ---------- ---------- ------------ ----------- Balance at June 30, 2000 34,017,248 $11,122,017 $ -0- $1,596,000 $22,500 ($436,799) ($11,303,915) $ 999,803 Stock Issued for Intangible Assets 2,600,000 286,000 286,000 Stock Issued for Services 5,190,000 314,389 314,389 Net Loss (362,273) ------------ ----------- --------- ----------- ---------- ---------- ------------ ----------- (362,273) Balance at March 31, 2001 41,807,248 $11,722,406 $ -0- $1,596,000 $22,500 ($436,799) ($11,666,188) $1,237,919 ============ =========== ========= =========== ========== ========== ============= ============
The accompanying notes are an integral part of the condensed financial statements. F-5
Medical Technology & Innovations, Inc. Condensed Consolidated Statements of Cash Flows (Unaudited) For the Nine Months Ended March 31, 2001 and 2000 2001 2000 ---- ---- Cash flows from operating activities: Net Loss ($362,273) ($524,960) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and Amortization 250,059 282,779 (Increase) Decrease in Accounts Receivable 91,023 (449,911) (Increase) Decrease in Inventory 561 (18,812) (Increase) in Prepaid Expenses (2,432) (22,974) (Decrease) in Accounts Payable (163,406) (341,048) (Decrease) Increase in Accrued Liabilities (167,454) 139,832 Stock issued for services 314,389 48,930 Conversion of interest to debt 22,547 -0- ------------ ------------ Net cash (used) in operating activities (16,986) (886,164) ------------ ------------ Cash flows from investing activities: Purchase of Intangible Assets (30,080) -0- ------------ ------------ Net cash (used) in investing activities (30,080) -0- ------------ ----------- Cash flows from financing activities: Proceeds from issuance of Notes Payable -0- 1,000,000 Repayment of Notes Payable ( 8,160) (72,892) ------------ ------------ Net cash (used) in provided from financing activities (8,160) 927,108 ------------ ------------ Net increase (decrease) in cash and equivalents (55,226) 40,944 Cash and equivalents at beginning of period 161,018 90,581 ------------ ------------ Cash and equivalents at end of period $ 105,792 $ 131,525 ============ ============ Supplemental Disclosure: Cash paid during the nine months for interest $ 151,645 $ 107,190 ============ ============ Intangible assets acquired with Common stock $ 705,630 ============
The accompanying notes are an integral part of the condensed financial statements. F-6 Medical Technology & Innovations, Inc. Notes to Condensed Consolidated Financial Statements 1. Condensed Financial Statements. The unaudited condensed consolidated financial information contained in this report reflects all adjustments (consisting of normal recurring accruals) considered necessary, in the opinion of management, for a fair presentation of results for the interim periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 2000 Annual Report on Form 10-KSB. The results of operations for periods ended March 31 are not necessarily indicative of operations for the full year. 2. Stock Option Plans. In October of 1995 officers of the Company were granted options to acquire up to 2.0 million shares of common stock at an exercise price of $1.50 per share. The options were exercisable ratably over a trading three-year period commencing with the quarter ending June 30, 1996. In April of 1996 the Company's shareholders approved the 1996 Stock Option Plan, which allows the Board of Directors to grant up to 3.0 million options. During fiscal 2000 and fiscal 1999, 1,220,000 and 120,000 options respectively, have been granted. All options granted in fiscal 2000 are exercisable immediately at a strike price of $.25 per share. Of the 120,000 options granted in fiscal 1999, 20,000 are exercisable ratably over a three-year period commencing with the grant date at an exercise price of $.25 per share. The remaining options granted in fiscal 1999 were exercisable immediately at an exercise price of $.50 per share. In February of 1998, the Board of Directors reduced the exercise price on all options granted to Company Executives to $.25 per share. The following is a summary of stock option transactions for the nine months ended March 31, 2001 and 2000: 2001 2000 ---------- ---------- Outstanding, July 1 1,700,000 1,380,000 Options granted 0 0 Options exercised 0 0 Options cancelled (365,001) (283,332) --------- ---------- Outstanding, March 31 1,334,999 1,096,668 ========= ========= Exercisable, end of period 1,329,998 1,003,338 ========= =========
The proforma disclosures required by SFAS 123 "Accounting for Stock-based Compensation", is not applicable due to immateriality. 3. Preferred Stock. The Company has three classes of preferred stock. The $1,000 par value convertible preferred stock is convertible into 14,985 shares of the Company's common stock. On September 30, 2000, the Company was required to redeem the Series B Preferred stock into the Company's common stock valued at the average closing bid price for 30 days prior to the redemption at 120% of the original face value of the Series B Preferred shares including accretion. Accretion as of March 31, 2001 and June 30, 2000 was $448,080 and $351,960, respectively and is not reflected in the Company balance sheets. Management has made a proposal to redeem all Series B Preferred Stock with a new Series C Preferred Stock or cash in lieu of converting the entire issue into shares of the Company's Common stock. The Company believes that the issuance of additional common shares at this time is not in the best interest of all shareholders. Management expects that the provisions of this restructuring will be agreed between the parties within the next few months. 4. Warrants. The Company has issued warrants to purchase approximately 3.4 million shares of common stock as of March 31, 2001. The warrants relate to grants made in connection with an equity issuance and various services rendered. The warrants can be exercised at prices ranging from $1.00 to $2.72 per share. Approximately 3 million warrants expire in July 2001. 5. Industry Segments. Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an Enterprise and Related Information", requires the presentation of description information about reportable segments which is consistent with that made available to the management of the Company to assess performance. Since the Company subsidiaries operate in separate distinct industry segments, management of the overall business is conducted by separate subsidiaries. The Corporate segment includes salary and fringe benefits of the Chairman and a portion of similar costs related to the Chief Financial Officer, financial public relations costs and other costs not directly related to the operations of the business segments.
Medical Steridyne Nine Months ended March 31, 2001 Technology, Inc. Corporation Corporate Total -------------------------------- ---------------- ----------- --------- ----- Revenues $ 785,952 $2,480,773 - 0 - $3,266,725 Operating Income (Loss) (39,254) (49,436) ($ 99,400) (188,091) Net Interest 100,161 74,021 - 0 - 174,182 Pre Tax Income (Loss) (139,415) (123,457) ( 99,400) (362,273) Net Income (Loss) (139,415) (123,457) ( 99,400) (362,273) Assets 454,813 3,817,961 - 0 - 4,272,774 Depreciation and amortization 29,283 220,776 - 0 - 250,059 Addition to long-lived assets 735,710 -0- - 0 - 735,710
Medical Steridyne Nine Months ended March 31, 2000 Technology, Inc. Corporation Corporate Total -------------------------------- ---------------- ----------- --------- ----- Revenues $ 278,848 $ 3,232,475 - 0 - $3,511,323 Operating Income (Loss) (320,805) 87,730 ($184,695) (417,770) Net Interest 54,025 53,165 -0- 107,190 Pre Tax Income (Loss) (374,830) 34,565 (184,695) (524,960) Net Income (Loss) (374,830) 34,565 (184,695) (524,960) Assets 515,180 3,853,145 -0- 4,368,325 Depreciation and amortization 45,503 237,276 - 0- 282,779 Additions to long-lived assets -0- - 0 - -0- -0-
F-7 Item 2. Management's Discussion and Analysis or Plan of Operation This analysis should be read in conjunction with the condensed consolidated financial statements, the notes thereto, and the financial statements and notes thereto included in the Company's June 30, 2000 Annual Report on Form 10-KSB. All nonhistorical information contained in this Form 10-QSB is a forward-looking statement. The forward looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those reflected in the forward looking statements. Factors that might cause such differences include, but are not limited to the following, a slower acceptance of the PhotoScreener in the marketplace, increased foreign competition putting pricing pressures on Steridyne products, changes in economic trends and other unforeseen situations or developments. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. Results of Operations Comparison of Nine-Month Periods Ended March 31, 2001 and 2000 Revenues for the three months ending March 31, 2001 were $1,003,204 compared to $1,337,225 for the comparable period in fiscal 2000, or a decrease of $334,021 or 25%. Revenues for Steridyne Corporation for the comparable periods were $803,783 and $1,207,776, or a decrease in sales of $403,993 or 33%. Revenue for Medical Technology, Inc for the comparable periods were $199,421 and $129,449 or an increase of $69,972 or 54%. Revenues for the nine months of the fiscal 2001 were $3,266,725, compared to $3,511,323 for the comparable period in fiscal 2000, for a decrease in sales of $244,598 or 7%. Revenues for Steridyne Corporation were $2,480,773 compared to $3,232,475 for a decrease of $751,702 or 23%. This decrease in revenue was due to the decline in demand for Glass Thermometers. Glass Thermometer sales decreased $536,100 in the nine-month comparable periods or 49%. Revenues for Medical Technology, Inc. were $785,952 compared to $278,848 for an increase of $507,104 or 182%. The increase was due to the distribution agreement signed with a major distributor in the ophthalmic market. Gross profit for the nine months of fiscal 2001 was $1,404,662, compared to $1,364,078 or an increase of $40,584 or 3%. Operating expenses for the nine months of fiscal 2001 were $1,592,753, compared to $1,781,848 or a decrease of $189,095 or 11%. Interest expense was $174,182 for the nine months of fiscal 2001, compared to $107,190 for fiscal 2000 an increase of $66,992 or 63%. Information about the Company's Industry Segments is included in Note 5 of the Notes to Condensed Consolidated Financial Statements. Liquidity and Capital Resources At March 31, 2001, the Company had cash of $105,792 and working capital of $(290,423) as compared to $161,018 and ($176,251) at June 30, 2000. The increase in the working capital (deficit) is due to the loss experienced by the Company in the nine months of fiscal 2001 and the purchase of intangible assets . During the quarter ending March 31, 2000, the Company borrowed over $1,000,000 from an affiliate of the Chief Executive Officer and Chairman of the Company to support the working capital needs of the Company. This loan is secured by substantially all of the assets of the Company and is guaranteed by the Company's subsidiaries. At March 31, 2001, $1,113,546 was outstanding and included in the balance sheet as of the same date. The interest rate for the loan is a fixed rate of twelve percent (12%) per annum, however, interest may be added to the loan principal at two times the interest payment due at the option of the Company if the interest is not paid timely with the written consent of the lender. During the first eighteen months of the loan the Company will pay only interest monthly. During the remaining forty-two (42) months of the loan the Company will pay principal, amortized over twenty years, and interest monthly, commencing on the first day of the nineteenth month and continuing on for forty-two months thereafter. The balance of the loan is due in full at the end of sixty months. At any time, at the option of the lender, the outstanding principal plus accrued and unpaid interest and expenses due may be paid in an amount of common stock of the Company at the rate of one share for every four cents owed to the lender (the "Conversion Rate"). The Conversion Rate had been determined at the time of the negotiations, based upon the previous sixty day average closing price per share of the Company's common stock as quoted on the Over-The-Counter Bulletin Board. The Conversion Rate will be adjusted for all stock splits subsequent to the loan agreement. In the event the conversion occurs it would change the ownership of the Company significantly. The Chief Executive Officer and a former Director of the Company personally signed a guarantee with a local bank to provide a $250,000 line of credit to the Company, which terminated in February of 2000. Both individuals were granted options to acquire 50,000 shares of the Company's common stock at an exercise price of $0.50 per share. The Chief Executive Officer pledged a $235,000 Certificate of Deposit to the local bank who provided the line of credit to the Company. As a result, the bank released the former Director as guarantor of the borrowing facility. The Company continues to make interest payments on the line of credit. In consideration the Chief Executive Officer was granted options to acquire 100,000 shares of the Company's common stock at an exercise price of $0.25 per share. On September 30, 2000, the Company was required to redeem the Series B Preferred stock into the Company's common stock valued at the average closing bid price for 30 days prior to the redemption at 120% of the original face value of the Series B Preferred shares including accretion. Accretion as of March 31, 2001 and June 30, 2000 was $448,080 and $351,960, respectively and is not reflected in the Company balance sheets. Management has made a proposal to redeem all Series B Preferred Stock with a new Series C Preferred Stock or cash in lieu of converting the entire issue into shares of the Company's common stock. The Company believes that the issuance of additional common shares at this time is not in the best interest of all shareholders. Management expects that the provisions of this restructuring will be agreed between the parties within the next few months. For the past several years the Company has financed a portion of its operations through private sales of securities and revenues from the sale of its products. Since June of 1993 the Company has received net proceeds of approximately $11.0 million from the private sale of securities and debt. The Company may raise additional capital through private and/or public sales of securities in the future. PART II. - OTHER INFORMATION ITEM 1. Legal Proceedings On February 15, 2000 the Company filed a lawsuit in the Common Pleas court of Dauphin County, Pennsylvania against LensCrafters, Inc. (LensCrafters) and its parent, Luxottica Group S.P.A. (Luxottica). The Company entered into a business relationship with LensCrafters to provide more than 600 of its PhotoScreener devices for use in the retail facilities of LensCrafters. In a written agreement dated August 25, 1998, LensCrafters committed that it would conduct a national marketing campaign in excess of $5 million to promote vision screening through the PhotoScreener. As part of that transaction, LenCrafters insisted on obtaining the right to purchase up to 1.2 million shares of the Company's stock because both LensCrafters and the Company believed that the introduction of the PhotoScreener in LensCrafters' retail facilities would greatly benefit the Company. The Company's complaint provides that the Company delivered the PhotoScreeners to LensCrafters, but LensCrafters has failed to meet its promotional and marketing commitments. LensCrafters did not proceed with the national promotional campaign, nor did it distribute the PhotoScreener units to its retail stores. The Complaint asserts that Luxottica, which owns LensCrafters, has directed LensCrafters to break its agreement with the Company. The complaint seeks substantial monetary damages from both Luxottica and LensCrafters. It asserts legal claims for breach of contract by LensCrafters, for misrepresentation and fraud by LensCrafters, and for intentional interference with contract by Luxottica. LensCrafters has removed the case to Federal Court, where it is now pending. LensCrafters also moved to refer the case to arbitration. Luxottica has filed a challenge to the jurisdiction of the Court. The Company vigorously contests both motions. A decision on these motions is expected in the near future. As of January 1, 2000 the Company entered into an Agreement with a company affiliated with the Chairman and Chief Executive Officer to provide litigation management services with regards to the proceedings against LensCrafters et al. This company is paying or advancing all attorney's fees and other litigation costs and expenses incurred by the Company to pursue this litigation against LensCrafters et al. Assuming that the Company is successful in receiving a judgment or award or settlement from this litigation, all litigation cost and expenses paid will be reimbursed and 10% of the gross judgment, award or settlement will be paid to the company affiliated with the Chairman and Chief Executive Officer. No costs or expenses will be due in the event the litigation is unsuccessful. MTI, the Company and Steridyne are also parties to other pending legal proceedings in the ordinary course of their business. The Company does not expect these legal proceedings to have a material adverse effect on the Company's financial condition. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: -------- 3.1 Articles of Incorporation of SouthStar Productions, Inc., n/k/a Medical Technology & Innovations, Inc. [Incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form S-18 (File No. 33-27610-A), filed March 17, 1989] 3.2 Amendment to the Articles of Incorporation for SouthStar Productions, Inc., which changed its name to Medical Technology & Innovations, Inc. [Incorporated by reference to the Company's Current Report on Form 8-K for an event on September 21, 1995] 3.3 Restated Articles of Incorporation for Medical Technology & Innovations, Inc. [Incorporated by reference to the Company's Annual Report on Form 10-KSB (File No. 33-27610-A), filed September 30, 1996] 3.4 By-laws [Incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-18 (File No. 33-27610-A), filed March 17, 1989] 10.1 Share Exchange Plan between SouthStar Productions, Inc. and Medical Technology, Inc. [Incorporated by reference to the Company's Current Report on Form 8-K for an event on August 21, 1995] 10.2 Asset purchase agreement for the purchase and sale of certain assets of Steridyne Corporation [Incorporated by reference to the Company's Current Report on Form 8-K for an event on July 31, 1996] 10.3 Medical Technology & Innovations, Inc. 1996 Stock Option Plan. [Incorporated by reference to the Company's Annual Report on Form 10-KSB (File No. 33-27610-A), filed September 30, 1996.] 10.4 SouthStar Productions, Inc. Stock Purchase Plan 1995a (Financial Public Relations Consulting Agreement) [Incorporated by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-8 (File No. 33-27610-A), filed August 23, 1995] 10.5 Medical Technology & Innovations, Inc. 1996b Stock Purchase Plan (Consulting Agreement) [Incorporated by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-8 (File No. 33-27610-A), filed April 22, 1996] 10.6 Form of Employment Agreement, Covenant not to Compete, and Stock Option Agreement between the Company and key employees. [Incorporated by reference to the Company's Annual Report on Form 10-KSB (File No. 33-27610-A), filed September 30, 1996.] 10.7 Purchase Agreement dated January 31, 1996 between the Company and Glenn and Ruth Schultz. [Incorporated by reference to the Company's Annual Report on Form 10-KSB (File No. 33-27610-A), filed September 30, 1996.] 10.8 Purchase Agreement dated March 8, 1999 between Medical Technology & Innovations, Inc., Steridyne Corporation and Florida Medical Industries, Inc. [Incorporated by reference to the Company's Annual Report on Form 10-KSB (File No. 33-27610-A), filed December 17, 1999] 10.9 Loan Agreement dated January 21, 2000 between the Company and International Investment Partners, Ltd. 10.10 Consulting Agreement between the Company and International Investment Partners, Ltd., effective January 1, 2000. 10.11 Letter of substitution MTEN Loan dated June 6, 2000. 10.12 Lenscrafters Litigation Management Consulting Agreement dated January 1, 2000. 10.13 Loan agreement between Medical Technology, Inc. and International Investment Partners, Ltd. dated January 21, 2000. 10.14 Medical Technology, Inc. Note dated January 21, 2000. 10.15 Patent Collateral Assignment and Security Agreement between the Company and International Investment Partners, Ltd., effective January 21, 2000. 10.16 General Security Agreement between the Company and International Investment Partners, Ltd., effective January 21, 2000. 10.17 Guaranty and Surety Agreement between Steridyne and International Investment Partners, Ltd., effective January 21, 2000. 10.18 Guaranty and Surety Agreement between Medical Technology, Inc. and International Investment Partners, Ltd., effective January 21, 2000. 16.1 Letter on change in certifying accountant [Incorporated by reference to the Company's Current Report on Form 8-K for an event on April 26, 1996] 21.1 Subsidiaries. Medical Technology, Inc. and Steridyne Corporation. ------------------ (b) Reports on Form 8-K. No reports on Form 8-K were filed during the last quarter of the period covered by this report. *(Filed herewith, all other exhibits previously filed.) Signatures In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BY: /s/ JEREMY P. FEAKINS -------------------------- Jeremy P. Feakins, Chairman and Chief Executive Officer Date: May 14, 2001 -----END PRIVACY-ENHANCED MESSAGE-----