Updated ISO Certification
Energy & Technology, Corp. recognizes that quality is every bit as important as price and prompt service. This is even truer of the Company’s typical client, who often contracts for services that other companies are not able to provide. In response to our clients’ requirements, the Company has obtained the latest ISO:9001 certification by Moody’s, recognized in the industry as representing the highest quality control available. As the Company’s business lines are very synergistic, management feels that it can leverage this dominant position to increase share in the markets in which it competes, and likely more in the critical service arena. ENGT recently passed ISO audit with no remarks.
Foreign Trade Zone Status
Energy & Technology, Corp. has selected the well known auditing and financial consulting firm KPMG to assist the Company in meeting the requirements to establish a Foreign Trade Zone at its Houston, Texas facility. KPMG has started the initial feasibility analysis with the formal application to follow. The establishment of a Foreign Trade Zone is expected to produce a substantial increase in the Company’s ability to sell to overseas markets, and make the Company a far more attractive distribution partner for foreign manufacturers. Management feels that market share could be taken through a successful designation as an FTZ subzone.
Increased Sales and Marketing Effort
Energy & Technology, Corp. has grown over the historical period without an aggressive marketing and sales effort. New business was generated from referrals, technical sessions given to oil and gas and industry related companies, the Company website, and through the use of a marketing company on a limited basis. ENGT has experienced significant new interest from major oil and gas companies - including site visits and evaluations - for its VisonArray™ deep water and critical well technologies, and ENGT Manufacturing facilities. Currently, there are several employees whose duties are focused on sales, and one marketing and promotional activity director. Management believes revenue can be greatly increased by expanding the Company's sales force. ENGT has replaced Richard Best, formerly of Halliburton, with Rachel Shen to execute marketing from our Houston location. Ms. Shen holds an MBA from the University of Texas.
Diversification
Energy & Technology, Corp. has diligently worked to diversify its business model by adding sales, service, and storage of OCTG and all types of oilfield pipe, as well as equipment leasing and sales. The Company’s new threading and repair facility, located on our Houston campus, became operational in July 2010 and on September 30, 2011 received numerous ISO and API certifications. Additional growth will come domestically, but management feels that overseas expansion is critical to the ultimate success of the business plan.
Critical Accounting Policies
The Company has identified the following accounting policies to be the critical accounting policies of the Company:
Revenue Recognition.
Revenue for inspection services is recognized upon completion of the services rendered. Revenue for the sales of pipe is recognized when pipe is delivered and the customer takes ownership and assumes the risks of loss, collection of the relevant receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable.
Inventory.
Inventory is stated at the lower of cost determined by the specific identification method or market. At June 30, 2013, inventory consisted of pipe available for sale.
Property and Equipment.
Property and equipment are stated at cost. Expenditures for property and equipment and items that substantially increase the useful lives of existing assets are capitalized at cost and depreciated. Routine expenditures for repairs and maintenance are expensed as incurred. The cost and related accumulated depreciation of property and equipment disposed of are eliminated from the accounts, and any resulting gain or loss is recognized. Depreciation is provided utilizing the straight-line method over the estimated useful lives of the assets capitalized.
Valuation of Long-Lived Assets.
In the event facts and circumstances indicate that carrying amounts of long-lived assets may be impaired, the Company evaluates the recoverability of its long-lived assets using the estimated future undiscounted cash flows associated with the asset compared to the asset’s carrying amount to determine if a write-down is required, pursuant to the provisions of SFAS Financial Accounting Standards Board (FASB) ASC 360-10-35. Any impairment loss is measured as the difference between the carrying amount and the fair value of the impaired asset.
Discussion of Changes in Financial Condition from December 31, 2012 to June 30, 2013
At June 30, 2013, total assets amounted to $11,902,844 compared to $13,065,758 at December 31, 2012, a decrease of $1,162,914, or 8.9%. The decrease is primarily due to a decrease in cash of $869,627, a decrease in inventory of $569,037, and a decrease of property and equipment held for operations of $475,521, partially offset by an increase in accounts receivable of $570,370, an increase in deferred tax asset of $147,444, and an increase in property held for investment of $69,433.
Our liabilities at June 30, 2013, totaled $7,717,818 compared to $8,269,272 at December 31, 2012, a decrease of $551,454, or 6.7%. The decrease is primarily due to a decrease in accounts payable of $236,962, a decrease in notes payable of $244,670, a decrease in due to affiliates of $47,237, and a decrease in deferred taxes payable of $111,051, partially offset by an increase in accrued rent of $75,000.
Total stockholder’s equity decreased from $4,796,486 at December 31, 2012, to $4,185,026 at June 30, 2013. This decrease was due to our net loss for the six months ended June 30, 2013 and our purchase of treasury stock for the quarter.
Cash and Cash Equivalents
Cash and Cash Equivalents totaled $2,009,568 at June 30, 2013, a decrease of $869,627 from the balance of $2,879,195 at December 31, 2012. The decrease in cash and cash equivalents was primarily due to the net operating loss and cash used to reduce debt and accounts for the six months ended June 30, 2013.
Inventory
Inventory consists primarily of pipe held for sale to our customers. We began purchasing pipe for sale to customers in December, 2007. This was an opportunity for us to expand our services to our customers. It is anticipated that the Company will continue its efforts to expand its sales of pipe.
Property and Equipment
The decrease in property and equipment is primarily due to depreciation for the six months ended June 30, 2013 of $485,226.
Deferred Tax Asset/Income Taxes Payable
Due to the Company’s loss for the six months ended June 30, 2013, our deferred tax asset has increased by $147,465. We have decreased our deferred income taxes by $111,051 due to the change in book and tax depreciation differences.
Accounts Payable
Accounts payable at June 30, 2013 totaled $1,983,083 compared to $2,220,045 at December 31, 2012, a decrease of $236,962. The decrease is primarily due to the reduction of debt.
Discussion of Results of Operations for the Three Months Ended June 30, 2013 compared to the Three Months Ended June 30, 2012
Revenues
Our revenue for the three months ended June 30, 2013, was $1,319,313 compared to $1,830,981, for the three months ended June 30, 2012, a decrease of $511,668, or 27.9%. The decrease is attributable primarily to a decrease in pipe sales.
The following table presents the composition of revenue for the three months ended June 30, 2013 and 2012:
|
|
2013
|
|
|
2012
|
|
|
Variance
|
|
Revenue:
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inspection Fees
|
|
$
|
587,642
|
|
|
|
44.5
|
%
|
|
$
|
509,385
|
|
|
|
27.8
|
%
|
|
$
|
78,257
|
|
Storage Fees
|
|
|
108,999
|
|
|
|
8.3
|
%
|
|
|
206,609
|
|
|
|
11.3
|
%
|
|
|
(97,610
|
)
|
Pipe Threading
|
|
|
261,053
|
|
|
|
19.8
|
%
|
|
|
99,297
|
|
|
|
5.4
|
%
|
|
|
161,756
|
|
Pipe and Other Equipment
Sales
|
|
|
296,254
|
|
|
|
22.5
|
%
|
|
|
919,320
|
|
|
|
50.2
|
%
|
|
|
(623,066
|
)
|
Other Income
|
|
|
65,365
|
|
|
|
5.0
|
%
|
|
|
96,370
|
|
|
|
5.3
|
%
|
|
|
(31,005
|
)
|
Total Revenue
|
|
$
|
1,319,313
|
|
|
|
100.0
|
%
|
|
$
|
1,830,981
|
|
|
|
100.0
|
%
|
|
$
|
(511,668
|
)
|
Cost of Revenue and Gross Profit
Our cost of revenue for the three months ended June 30, 2013, was $920,699 or 69.8% of revenues, compared to $1,302,308, or 71.1% of revenues, for the three months ended June 30, 2012. The overall decrease in our cost of revenue is primarily due to our decreased sales. The decrease in cost of revenue as a percentage of revenues was due to the decrease in pipe sales.
The following table presents the composition of cost of revenue for the three months ended June 30, 2013 and 2012:
|
|
2013
|
|
|
2012
|
|
|
Variance
|
|
Cost of Revenue:
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Materials and Supplies
|
|
$
|
281,365
|
|
|
|
30.6
|
%
|
|
$
|
701,244
|
|
|
|
53.8
|
%
|
|
$
|
(419,879
|
)
|
Depreciation
|
|
|
202,733
|
|
|
|
22.0
|
%
|
|
|
171,646
|
|
|
|
13.2
|
%
|
|
|
31,087
|
|
Subcontract Labor
|
|
|
207,304
|
|
|
|
22.5
|
%
|
|
|
216,445
|
|
|
|
16.6
|
%
|
|
|
(9,141
|
)
|
Labor and Related Costs
|
|
|
132,097
|
|
|
|
14.3
|
%
|
|
|
133,607
|
|
|
|
10.3
|
%
|
|
|
(1,510
|
)
|
Insurance
|
|
|
43,574
|
|
|
|
4.7
|
%
|
|
|
30,845
|
|
|
|
2.4
|
%
|
|
|
12,729
|
|
Other Costs
|
|
|
37,588
|
|
|
|
4.1
|
%
|
|
|
34,724
|
|
|
|
2.6
|
%
|
|
|
2,864
|
|
Repairs and Maintenance
|
|
|
16,038
|
|
|
|
1.8
|
%
|
|
|
13,797
|
|
|
|
1.1
|
%
|
|
|
2,241
|
|
Total Cost of Revenues
|
|
$
|
920,699
|
|
|
|
100.0
|
%
|
|
$
|
1,302,308
|
|
|
|
100.0
|
%
|
|
$
|
(381,609
|
)
|
Due to limitations with the pool of qualified individuals, we utilized the services of subcontractors to assist us in providing timely and quality service to our customers. We will continue our efforts to attract employ and retain qualified individuals to serve the needs of our customers.
Operating Expenses
For the three months ended June 30, 2013, our operating expenses totaled $411,380 as compared to $467,761 in 2012, representing a decrease of $56,381, or 12.1%. The largest components of our operating expense for 2013 consists of salaries and wages, professional services, rent, depreciation, and travel expenses. Salaries and wages for general and administrative personnel was $137,008 for the three months ended June 30, 2013, compared to $109,659 for the three months ended June 30, 2012, an increase of $27,349, or 24.9%.
Professional services expense decreased from $87,134 for the three months ended June 30, 2012, to $70,665 for the three months ended June 30, 2013, a decrease of $16,469, or 18.9%. The decrease is primarily a result of the timing of expenses we incurred in the first and second quarters of 2013.
Rent expense totaled $48,948 for the three months ended June 30, 2013, as compared to $60,991 for the three months ended June 30, 2012, a decrease of $12,043, or 19.7%. Rent expense for both the three months ended June 30, 2013, and for the three months ended June 30, 2012, pertains primarily to our rental of office space for our headquarters in Lafayette as well as our rental of land and facilities for operating purposes.
Travel, Lodging and Meals totaled $29,052 for the three months ended June 30, 2013, as compared to $33,625 for the three months ending June 30, 2012, a decrease of $4,573 or 13.6%.
Other operating expenses decreased from $47,219 at June 30, 2012 to $19,622 for the three months ended June 30, 2013, a decrease of $27,597, or 58.4%. Other operating expense consists primarily of taxes and licenses, training, advertising, dues and subscriptions.
Other Income and Expense
Other income and expense consists of investment income, interest expense, and gains and losses from the sale and disposal of assets. Other expense, net, totaled $33,577 for the three months ended June 30, 2013, compared to $32,020, for the three months ended June 30, 2012, an increase of $1,557 or 4.9%. Investment income, which consists of interest, dividends, realized gains and losses, and unrealized gains and losses, amounted to a gain of $6,523 for the three months ended June 30, 2013, compared to a gain of $6,906 for the three months ended June 30, 2012.
Interest expense totaled $40,100 for the three months ended June 30, 2013, as compared to $38,926 for the three months ended June 30, 2012, an increase of $1,174, or 3.0%. Interest expense pertains primarily to amounts due to affiliates as well as to our notes payable with third parties.
Provision for income taxes
For the three months ended June 30, 2013, we reported an income tax benefit of $19,607 compared to income tax expense of $7,052 for the three months ended June 30, 2012, an increase of $26,659, or 378.0%. The change was due to the net loss for the current period.
Discussion of Results of Operations for the Six months Ended June 30, 2013 compared to the Six months Ended June 30, 2012
Revenues
Our revenue for the six months ended June 30, 2013, was $2,279,988 compared to $5,269,659 for the six months ended June 30, 2012, a decrease of $2,989,671, or 56.7%. The decrease is primarily due to the decline in pipe sales and inspection services.
The following table presents the composition of revenue for the six months ended June 30, 2013 and 2012:
|
|
2013
|
|
|
2012
|
|
|
Variance
|
|
Revenue:
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inspection Fees
|
|
$
|
754,732
|
|
|
|
33.1
|
%
|
|
$
|
1,611,715
|
|
|
|
30.6
|
%
|
|
$
|
(856,983
|
)
|
Storage Fees
|
|
|
220,592
|
|
|
|
9.7
|
%
|
|
|
213,088
|
|
|
|
4.0
|
%
|
|
|
7,504
|
|
Manufacturing & Threading
|
|
|
292,843
|
|
|
|
12.8
|
%
|
|
|
179,906
|
|
|
|
3.4
|
%
|
|
|
112,937
|
|
Pipe and Other Equipment
Sales
|
|
|
815,006
|
|
|
|
35.7
|
%
|
|
|
2,866,515
|
|
|
|
54.4
|
%
|
|
|
(2,051,509
|
)
|
Other Income
|
|
|
196,815
|
|
|
|
8.7
|
%
|
|
|
398,435
|
|
|
|
7.6
|
%
|
|
|
(201,620
|
)
|
Total Revenue
|
|
$
|
2,279,988
|
|
|
|
100.0
|
%
|
|
$
|
5,269,659
|
|
|
|
100.0
|
%
|
|
$
|
(2,989,671
|
)
|
Cost of Revenue and Gross Profit
Our cost of revenue for the six months ended June 30, 2013, was $2,015,278, or 88.4 % of revenues, compared to $3,819,717, or 72.5% of revenues, for the six months ended June 30, 2012. The overall decrease in our cost of revenue is primarily due to our decreased sales. The increase in cost of revenue as a percentage of revenues was due to the fixed costs reported in cost of revenues. Materials and supplies decreased $1,638,783 due to the decrease in pipe sales. Subcontract labor costs decreased by $104,253, or 22.0%. Labor and related costs decreased by $40,049, or 14.6%. These decreases are primarily attributable to the overall decrease in volume of inspection services. The increase in depreciation expense for the six months ended June 30, 2013 compared to the six months ended June 30, 2012 is primarily due to equipment purchases. Maintenance expense decreased by $138,329, or 84.1%, during this period.
The following table presents the composition of cost of revenue for the six months ended June 30, 2013 and 2012:
|
|
2013
|
|
|
2012
|
|
|
Variance
|
|
Cost of Revenue:
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
Percentage
|
|
|
Dollars
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
$
|
405,907
|
|
|
|
20.1
|
%
|
|
$
|
343,292
|
|
|
|
9.0
|
%
|
|
$
|
(62,615
|
)
|
Subcontract Labor
|
|
|
369,041
|
|
|
|
18.3
|
%
|
|
|
473,294
|
|
|
|
12.4
|
%
|
|
|
104,253
|
|
Labor and Related Costs
|
|
|
233,652
|
|
|
|
11.6
|
%
|
|
|
273,701
|
|
|
|
7.2
|
%
|
|
|
40,049
|
|
Repairs and Maintenance
|
|
|
26,095
|
|
|
|
1.3
|
%
|
|
|
164,424
|
|
|
|
4.3
|
%
|
|
|
138,329
|
|
Materials and Supplies
|
|
|
817,218
|
|
|
|
40.6
|
%
|
|
|
2,456,001
|
|
|
|
64.3
|
%
|
|
|
1,638,783
|
|
Insurance
|
|
|
99,846
|
|
|
|
5.0
|
%
|
|
|
55,226
|
|
|
|
1.4
|
%
|
|
|
(44,620
|
)
|
Other
|
|
|
63,519
|
|
|
|
3.1
|
%
|
|
|
53,779
|
|
|
|
1.4
|
%
|
|
|
(9,740
|
)
|
Total Cost of Revenue
|
|
$
|
2,015,278
|
|
|
|
100.0
|
%
|
|
$
|
3,819,717
|
|
|
|
100.0
|
%
|
|
$
|
1,804,439
|
|
Due to limitations with the pool of qualified individuals, we utilized the services of subcontractors to assist us in providing timely and quality service to our customers. We will continue our efforts to attract, employ, and retain qualified individuals to serve the needs of our customers.
Operating Expenses
For the six months ended June 30, 2013, our operating expenses totaled $967,510 as compared to $978,709 at June 30, 2012, representing a decrease of $11,199, or 1.1%. The largest component of our operating expenses for 2013 consists of salaries and wages and professional services. Salaries and wages for general and administrative personnel was $245,572 for the six months ended June 30, 2013, compared to $243,125 for the six months ended June 30, 2012, an increase of $2,447, or 1.0%.
Professional services expense increased from $185,886 for the six months ended June 30, 2012, to $277,708 for the six months ended June 30, 2013, an increase of $91,822, or 49.4%. The increase is primarily a result of increased accounting, auditing, and legal fees relating to the settlement of a lawsuit regarding pipe, and the associated issues with reporting the transactions.
Rent expense totaled $98,728 for the six months ended June 30, 2013, as compared to $120,607 for the six months ended June 30, 2012. Rent expense pertains primarily to our rental of office space for our headquarters in Lafayette as well as our rental of land and facilities for operating purposes.
Utilities expense decreased from $52,698 for the six months ended June 30, 2012 to $26,792 for the six months ended June 30, 2013, a decrease of $25,906 or 49.2%. The decrease is primarily due to a reduction of utility expenses at the Houston facility.
Other Income and Expense
Other income and expense consists of investment income, gains or losses on sale of assets, and interest expense, respectively. Investment income, which consists of interest, dividends, realized gains and losses, and unrealized gains and losses, amounted to $13,930 for the six months ended June 30, 2013, compared to $11,222 for the six months ended June 30, 2012. The increase is due primarily to income from temporary cash invested during the period.
Interest expense totaled $80,601 for the six months ended June 30, 2013, as compared to $78,463 for the six months ended June 30, 2012, an increase of $2,138, or 2.7%. Interest expense pertains primarily to amounts due to affiliates as well as to our notes payable with third parties, and the increase relates to the principal payments on those debts and obligations.
Provision for income taxes
For the six months ended June 30, 2013, we reported an income tax benefit of $258,516 compared to income tax expense of $133,004 for the six months ended June 30, 2012, an increase of $391,520 or 294.4%, which is the result of the decreased revenue and pre-tax net loss for the period.
Comparative financial information for the six months ended June 30:
|
|
June 30,
2013
|
|
|
June 30,
2012
|
|
|
June 30,
2011
|
|
|
June 30,
2010
|
|
|
June 30,
2009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
$
|
2,279,988
|
|
|
$
|
5,269,659
|
|
|
$
|
592,655
|
|
|
$
|
1,604,066
|
|
|
$
|
4,683,663
|
|
Cost of Revenues
|
|
|
2,015,278
|
|
|
|
3,819,717
|
|
|
|
1,158,193
|
|
|
|
1,194,782
|
|
|
|
2,215,132
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit (Loss)
|
|
|
264,710
|
|
|
|
1,449,942
|
|
|
|
(565,538
|
)
|
|
|
409,284
|
|
|
|
2,468,531
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General & Administrative
Expenses
|
|
|
888,191
|
|
|
|
896,379
|
|
|
|
809,424
|
|
|
|
1,173,429
|
|
|
|
996,806
|
|
Depreciation
|
|
|
79,319
|
|
|
|
82,330
|
|
|
|
82,413
|
|
|
|
61,558
|
|
|
|
89,222
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Operating Expenses
|
|
|
967,510
|
|
|
|
978,709
|
|
|
|
891,837
|
|
|
|
1,234,987
|
|
|
|
1,086,028
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) from Operations
|
|
|
(702,800
|
)
|
|
|
471,223
|
|
|
|
(1,457,375
|
)
|
|
|
(825,703
|
)
|
|
|
1,382,503
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expense)
|
|
|
(66,671
|
)
|
|
|
(67,241
|
)
|
|
|
(88,053
|
)
|
|
|
434,241
|
|
|
|
(46,459
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (Loss) Before Income Taxes
|
|
|
(769,471
|
)
|
|
|
403,992
|
|
|
|
(1,545,428
|
)
|
|
|
(391,462
|
)
|
|
|
1,336,044
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for Income Taxes
|
|
|
(258,516
|
)
|
|
|
133,004
|
|
|
|
(588,356
|
)
|
|
|
(140,588
|
)
|
|
|
492,534
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss)
|
|
$
|
(510,955
|
)
|
|
$
|
270,988
|
|
|
$
|
(957,072
|
)
|
|
$
|
(250,874
|
)
|
|
$
|
843,510
|
|
Capital Resources and Liquidity
As of June 30, 2013 we had $2,009,568 in cash and cash equivalents. Our cash outflows have consisted primarily of expenses associated with our operations. These outflows have been offset by the timely inflows of cash from our customers for sales that have been made. We have been able to utilize our relationships with affiliated entities to stabilize our liquidity needs.
We believe we can satisfy our cash requirements for the next twelve months only with our current cash and additional loans. However, completion of our plan of operation is subject to attaining adequate revenue. We cannot assure investors that adequate revenues will be generated. In the absence of our projected revenues, we may be unable to proceed with our plan of operations. Even without adequate revenues within the next twelve months, we still anticipate being able to continue with our present activities, but we will require financing to potentially achieve our growth goals.
In the event we are not successful in reaching our initial revenue targets, additional funds may be required, and we may not be able to proceed with our business plan for the development and marketing of our core services. Should this occur, we would likely seek additional financing to support the continued operation of our business.