10QSB 1 ingen_10qsb-093003.txt -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 ----------- FORM 10-QSB ----------- [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended September 30, 2003 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ----------- Commission file number 0-28704 INGEN TECHNOLOGIES, INC. (Formerly Creative Recycling Technologies, Inc.) -------------------------------------- Incorporated pursuant to the Laws of the State of Georgia ----------- Internal Revenue Service - Employer Identification No. 84-1122431 35193 Avenue "A", Suite-C Yucaipa, CA 92399 ----------------- (800) 259-9622 -------------- Address of principal executive offices and Issuer's Telephone Number 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 [ ] No [X] The total number of shares of the Registrant's Class A Common Stock, no par value, outstanding on September 30, 2003 was 321,615. The total number of shares of the Registrant's Class A Common stock outstanding on April 10, 2007 was 34,303,910. -------------------------------------------------------------------------------- TABLE OF CONTENTS PART I - FINANCIAL INFORMATION PAGE ITEM 1. FINANCIAL STATEMENTS (UNAUDITED) 3 BALANCE SHEET AS OF SEPTEMBER 30, 2003 3 STATEMENTS OF OPERATIONS 4 FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2003 AND SEPTEMBER 30, 2002 STATEMENTS OF CASH FLOWS 5 FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2003 AND SEPTEMBER 30, 2002 NOTES TO UNAUDITED FINANCIAL STATEMENTS 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 10 CONDITION AND RESULTS OF OPERATIONS ITEM 3. CONTROLS & PROCEDURES 11 PART II - OTHER INFORMATION 11 ITEM 1. LEGAL PROCEEDINGS 11 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND 12 USE OF PROCEEDS ITEM 3. DEFAULTS UPON SENIOR SECURITIES 13 ITEM 4. SUBMISSION OF MATTERS TO A VOTE 13 OF SECURITY HOLDERS ITEM 5. OTHER INFORMATION 13 ITEM 6. EXHIBITS 13 SIGNATURE 14 CERTIFICATIONS EXHIBIT 31.1 EXHIBIT 31.2 EXHIBIT 32.1 2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS FOR PERIOD ENDING SEPTEMBER 30, 2003 CREATIVE RECYCLING TECHNOLOGIES, INC. (now known as Ingen Technologies, Inc.) BALANCE SHEET AS OF SEPTEMBER 30, 2003 (UNAUDITED)
ASSETS September 30, 2003 ------------- None ------------- TOTAL ASSETS $ 0 ============= LIABILITIES AND SHAREHOLDERS' DEFICIT Current liabilities: Accounts payable $ 116,096 ------------- Total current liabilities 116,096 ------------- Total liabilities 116,096 Shareholders' deficit: Common stock Class A, no par value; 100,000,000 shares authorized; 321,615 shares issued and outstanding as of September 30, 2003 10,526,398 Common stock Class B, no par value 200,000,000 shares authorized, no shares issued and outstanding as of September 30, 2003 0 Preferred stock Series A, convertible, stated value $25,000 per share, 20 shares authorized, no shares issued and authorized as of September 30, 2003 0 Preferred stock Series B, convertible, stated value $15 per share, 12,000 shares authorized, no shares issued and authorized as of September 30, 2003 0 Preferred stock Series C, convertible, stated value $50,000 per share, 12 shares authorized, no shares issued and authorized as of September 30, 2003 0 Accumulated deficit (10,642,494) ------------- Total shareholders' deficit (116,096) ------------- Total liabilities and shareholders' deficit $ 0 ============= The accompanying notes are an integral part of these financial statements. 3 CREATIVE RECYCLING TECHNOLOGIES, INC. (now known as Ingen Technologies, Inc.) STATEMENTS OF OPERATIONS (UNAUDITED) THREE MONTHS THREE MONTHS ENDED ENDED SEPTEMBER 30, SEPTEMBER 30, 2003 2002 ------------- ------------- General and administrative expenses $ -- $ 1,950 ------------- ------------- Loss before provision for income taxes 0 (1,950) Provision for income taxes -- -- ------------- ------------- Net income (loss) $ 0 $ (1,950) ============= ============= Basic net loss per weighted share nil $ (0.01) Basic weighted average shares outstanding 321,615 321,615 The accompanying notes are an integral part of these financial statements. 4 CREATIVE RECYCLING TECHNOLOGIES, INC. (now known as Ingen Technologies, Inc.) STATEMENTS OF CASH FLOWS (UNAUDITED) Three months Three months ended ended September 30, September 30, 2003 2002 ------------ ------------ Cash flows from Operating Activities: Net income (net loss) $ 0 $ (1,950) ------------ ------------ NET CASH USED IN OPERATING ACTIVITIES 0 (1,950) ------------ ------------ NET CASH PROVIDED BY INVESTING ACTIVITIES 0 0 Loan from officer 0 1,950 ------------ ------------ NET CASH PROVIDED BY FINANCING ACTIVITIES 0 1,950 ------------ ------------ Net increase (decrease) in cash 0 0 Cash, at beginning of period 0 0 ------------ ------------ Cash, at end of period $ 0 $ 0 ============ ============
The accompanying notes are an integral part of these financial statements. 5 CREATIVE RECYCLING TECHNOLOGIES, INC. (now known as Ingen Technologies, Inc.) NOTES TO UNAUDITED FINANCIAL STATEMENTS SEPTEMBER 30, 2003 NOTE 1 - OVERVIEW AND BASIS OF PRESENTATION Overview Creative Recycling Technologies, Inc., (now known as Ingen Technologies, Inc. and hereinafter sometimes referred to as the "Registrant") was incorporated under the laws of the state of Georgia in 1995 under the name Classic Restaurants International, Inc. The Registrant changed its name in 1998 to Creative Recycling Technologies, Inc. As of September 30, 2003, the Registrant did not have any active business operations. The Registrant entered into an Agreement and Plan of Share Exchange dated February 27, 1998 with AA Corp. under which the Registrant had agreed to purchase all of the issued and outstanding stock of AA Corp. This agreement was mutually rescinded by an agreement dated December 1999. Among the reasons for rescission were: 1) AA Corp. was never a valid entity; and 2) its primary shareholder was stated to be a trust that was never created and did not exist. As a result of these circumstances, the proposed Agreement and Plan of Share Exchange dated February 27, 1998 was deemed null and void. For purposes of the financial information contained herein, the activity of AA Corp. is entirely ignored and has been deemed to have never been a legal part of the Registrant. The Registrant did issue stock as consideration for the acquisition of AA Corp. Some of this stock was cancelled or returned. The value of the stock that was issued as consideration for the acquisition of AA Corp. that was never returned or cancelled has been deducted as an expense when it was issued. From 1999 through March of 2004 the Registrant had no significant business activities. In March of 2004, the Registrant merged with (purchased all the stock of) a Nevada corporation, Ingen Technologies, Inc. Ingen Technologies, Inc. survived as a wholly owned subsidiary in Nevada for the sole purpose of operating the new business of the Registrant. The Registrant remained a Georgia company, with completely new management and an active business plan in the medical devices industry (operated by the Nevada corporation with the same name). Shortly thereafter, the name of the Registrant was changed to Ingen Technologies, Inc. For more current information on the Registrant, please see more recent filings. 6 The Registrant reduced the authorized number of shares of its common shares from 500 million to 100 million in 2005. The number of authorized preferred shares is 40 million. Effective December 6, 2005, the Registrant authorized a reverse split of common shares on a ratio of 40 into 1; thereby reducing the number of issued shares from 488,037,593 to 12,201,138. The preferred shares were also reverse split at a ratio of 3 into 1, reducing the issued preferred shares from 39.9 million to 13.3 million. The preferred shares are convertible into common shares on a 1 into 1 basis and are entitled to vote on an equal footing with common shares on all matters for which shareholder voting input is required. The Registrant's common stock currently trades under the symbol "IGTG." The shares outstanding as of September 30, 2003 have been adjusted to reflect this reverse stock split. Interim Financial Information The financial statements presented in this report have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and include all adjustments which are, in the opinion of management, necessary for fair presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to such rules and regulations for interim reporting. These financial statements for the three-month period ended September 30, 2003 are not necessarily indicative of the results which may be expected for an entire fiscal year. NOTE 2 - PER SHARE INFORMATION Basic loss per common share for the three months ended September 30, 2003 and September 30, 2002 has been computed based on net income (loss) divided by the weighted average number of common shares outstanding during the period. Dilutive net loss per share is not reported since the effects are anti-dilutive and the Registrant is in a net loss position. For both the three months ended September 30, 2003 and September 30, 2002, the weighted average number of shares outstanding totaled 321,615 (these average number of shares outstanding have been adjusted for the forty-for-one reverse stock split that took place on December 6, 2005). NOTE 3 - GOING CONCERN As shown in the accompanying financial statements, the Registrant reported a net income of $0 for the three months ended September 30, 2003. The Registrant has incurred total losses of $10,642,494 since its inception. Therefore, the ability of the Registrant to continue as a going concern is dependent on obtaining additional capital and financing. The accompanying financial statements do not include any adjustments that might be necessary if the Registrant is unable to continue as a going concern. NOTE 4 - PROPERTY AND EQUIPMENT The Registrant did not own any property and equipment as of September 30, 2003. NOTE 5 - NOTES PAYABLE The Registrant entered into notes payable with various third parties from October 1994 through June 1997. None of these notes were ever paid. These notes were written off in June of 2002 due to the lapse of the statute of limitations for the holders to collect them. 7 NOTE 6 - LEGAL ISSUES None. NOTE 7 - SUBSEQUENT EVENTS From 1999 through March of 2004 the Registrant had no significant business activities. In March of 2004, the Registrant merged with (purchased all the stock of) a Nevada corporation, Ingen Technologies, Inc. Ingen Technologies, Inc. survived as a wholly owned subsidiary in Nevada for the sole purpose of operating the new business of the Registrant. The Registrant remained a Georgia company, with completely new management and an active business plan in the medical devices industry (operated by the Nevada corporation with the same name). Shortly thereafter, the name of the Registrant was changed to Ingen Technologies, Inc. For more current information on the Registrant, please see more recent filings. 8 The Registrant reduced the authorized number of shares of its common shares from 500 million to 100 million in 2005. The number of authorized preferred shares is 40 million. Effective December 6, 2005, the Registrant authorized a reverse split of common shares on a ratio of 40 into 1; thereby reducing the number of issued shares from 488,037,593 to 12,201,138. The preferred shares were also reverse split at a ratio of 3 into 1, reducing the issued preferred shares from 39.9 million to 13.3 million. The preferred shares are convertible into common shares on a 1 into 1 basis and are entitled to vote on an equal footing with common shares on all matters for which shareholder voting input is required. The Registrant's common stock currently trades under the symbol "IGTG." The shares outstanding as of September 30, 2003 have been adjusted to reflect this reverse stock split. 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Period Ending September 30, 2003) Unaudited Financial Data The discussion and analysis contained herein should be read in conjunction with the preceding financial statements, the information contained in the Registrant's Form 10-KSB and other filings with the SEC. Except for the historical information contained herein, the matters discussed in this 10-QSB contain forward looking statements that are based on management's beliefs and assumptions, current expectations, estimates, and projections. Statements that are not historical facts, including without limitation statements which are preceded by, followed by or include the words "believes," "anticipates," "plans," "expects," "may," "should," or similar expressions are forward-looking statements. Many of the factors that will determine the Registrant's future results are beyond the ability of the Registrant to control or predict. These statements are subject to risks and uncertainties and, therefore, actual results may differ materially. All subsequent written and oral forward-looking statements attributable to the Registrant, or persons acting on its behalf, are expressed qualified in their entirety by these cautionary statements. The Registrant disclaims any obligation to update any forward-looking statements whether as a result of new information, future events or otherwise. Results of Operations - Revenues The Registrant did not report any revenues in either the quarter ended September 30, 2003 or in the quarter ended September 30, 2002. General and Administrative Expenses The Registrant did not incur any general and administrative expense in the quarter ended September 30, 2003. The Registrant incurred general and administrative expenses of $1,950 in the quarter ended September 30, 2002. Interest Expense The Registrant wrote off all of its interest bearing notes payable in the fiscal year ended June 30, 2002 due to the statute of limitations for the noteholders to collect on such notes lapsing. Due to this write-off, the Registrant did not incur any interest expense in the quarter ended September 30, 2003 or the quarter ended September 30, 2002. Net Income or Loss The Registrant reported net income of $0 in the quarter ended September 30, 2003. This represented income of nil per share for the quarter. The Registrant reported a net loss of $1,950 in the quarter ended September 30, 2002 which represented a net loss per share of $0.01. 10 Liquidity and Capital Resources The Registrant did not expend any cash in the quarter ended September 30, 2003. The Registrant did not have any assets as of September 30, 2003. Its current liabilities equaled $116,096, generating a net working capital deficit of $116,096. ITEM 3. CONTROLS & PROCEDURES (a) Evaluation of Disclosure Controls and Procedures As of the filing date of this report, we carried out an evaluation, under the supervision and with the participation of company management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are effective. (b) Changes in Internal Controls There were no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation. PART II. OTHER INFORMATION ITEM 1 - LEGAL PROCEEDINGS None. 11 ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Recent Sales of Unregistered Securities --------------------------------------- The Registrant did not issue any stock during the quarter ended September 30, 2003. 12 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 (a) Exhibits Exhibit 31.1 Certification of the Chief Executive Officer of Ingen Technologies, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 31.2 Certification of the Chief Financial Officer of Ingen Technologies, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 32.1 Certification of the Chief Executive Officer and Chief Financial Officer of Ingen Technologies, Inc. pursuant to Section 906 of the Sarbanes Oxley Act of 2002 13 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. INGEN TECHNOLOGIES, INC. Dated: May 22, 2007 /s/ Scott R. Sand ------------------------------------ Chief Executive Officer and Chairman 14