U.S. 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 March 31, 2005
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
Commission File Number: 0-27445
Enviro Voraxial Technology, Inc.
--------------------------------
(Exact name of Small Business Issuer as specified in its Charter)
IDAHO 82-0266517
----- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
821 NW 57th Place, Fort Lauderdale, Florida 33309
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(Address of principal executive offices)
(954) 958-9968
--------------
(Issuer's telephone number)
(Former Name, former address and former fiscal year,
if changed since last Report.)
Check mark whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 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 [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: March 31, 2005, we had 17,676,402
shares of our Common Stock outstanding.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
INDEX
PART I. CONSOLIDATED CONDENSED FINANCIAL INFORMATION 3
Item 1. Consolidated Condensed Financial Statements.............................................. 3
Basis of Presentation.................................................................... 3
Condensed Consolidated Balance Sheet - March 31, 2005 (Unaudited)........................ 4
Condensed Consolidated Statements of Operations for the
Three Months Ended March 31, 2005 and 2004 (Unaudited)................................ 5
Condensed Consolidated Statements of Cash Flows for the
Three Months Ended March 31, 2005 and 2004 (Unaudited)................................ 6
Notes to Condensed Consolidated Financial Statements (Unaudited)......................... 7
Item 2. Management's Discussion and Analysis and Plan of
Operation................................................................................ 11
Item 3. Controls and Procedures.................................................................. 13
PART II. OTHER INFORMATION 14
Item 1. Legal Proceedings........................................................................ 14
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.............................. 14
Item 3. Default Upon Senior Securities........................................................... 14
Item 4. Submission of Matters to a Vote of Securities............................................ 14
Item 5. Other Information........................................................................ 14
Item 6. Exhibits................................................................................. 14
Signatures ......................................................................................... 14
2
PART I. CONSOLIDATED FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements (unaudited)
Basis of Presentation
The accompanying unaudited consolidated financial statements of Enviro Voraxial
Technology, Inc. (the "Company") have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-QSB and Article 10 of Regulation S-B. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments considered necessary for a fair presentation
(consisting of normal recurring accruals) have been included. The preparation of
financial statements in conformity with generally accepted accounting principles
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates. Operating results for the three-month period ended March
31, 2005 are not necessarily indicative of the results that may be expected for
the year ending December 31, 2005. For further information, refer to the
consolidated financial statements and footnotes for the year ended December 31,
2004 found in the Company's Form 10-KSB.
The Company may be unable to continue as a going concern, given its limited
operations and revenues and its significant losses to date. Since 2001, the
Company has encountered greater expenses in the development of its Voraxial(TM)
Separators and has had limited sales income for the Voraxial(TM) Separators from
this development. Consequently, the Company's working capital may not be
sufficient and its operating costs may exceed those experienced in prior years.
In light of these recent developments, the Company may be unable to continue as
a going concern. However, the Company believes that the exposure received in the
past year for the Voraxial(TM) Separator has positioned the Company to generate
sales which may supply it with sufficient working capital.
3
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEET
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(Unaudited)
ASSETS
------
March 31, 2005
--------------
Current Assets:
Cash and cash equivalents $ 41,000
Inventory 126,000
Prepaid insurance 25,000
------------
Total Current Assets 192,000
Fixed assets, net 39,000
Other assets 10,000
------------
Total Assets $ 241,000
============
LIABILITIES
-----------
Current liabilities:
Deposits from customers 58,000
Accounts payable and accrued expenses 242,000
------------
Total Current Liabilities $ 300,000
============
Commitments and Contingencies
STOCKHOLDERS' DEFICIENCY
------------------------
Capital stock, par value $.001 par value:
Preferred stock, voting, 8% noncumulative, convertible,
authorized 7,250,000 shares, issued and outstanding - None --
Common stock, authorized 42,750,000 shares,
17,676,402 shares issued and outstanding 18,000
Additional paid-in capital 4,974,000
Deferred consulting expense (16,000)
Accumulated deficit (5,035,000)
------------
Total Stockholders' Deficiency (59,000)
------------
Total Liabilities and Stockholders' Deficiency $ 241,000
============
See accompanying notes to condensed consolidated financial statements
4
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
For the Three Months
Ended March 31,
---------------
2005 2004
---- ----
Revenue
Product $ -- $ --
Rental income -- 1,000
Contract revenue -- 1,000
------------ ------------
Total Revenue -- 2,000
------------ ------------
Cost of goods sold
Product -- --
Contract revenue -- --
------------ ------------
-- --
Gross profit -- 2,000
------------ ------------
Operating expenses:
General and administrative 125,000 510,000
Research and development 119,000 143,000
------------ ------------
Total operating expenses 244,000 653,000
------------ ------------
Loss from operations (244,000) (651,000)
------------ ------------
Other expenses (income)
Interest expense -- 4,000
------------ ------------
Total Other Expenses -- 4,000
------------ ------------
Net loss $ (244,000) $ (655,000)
============ ============
Basic and diluted loss per common share $ (.01) $ (.04)
============ ============
Weighted average number of common
shares outstanding basic and diluted 17,676,402 15,531,830
============ ============
See accompanying notes to condensed consolidated financial statements
5
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
For the Three Months
Ended March 31,
---------------
2005 2004
---- ----
Cash Flows From Operating Activities:
Net loss $(244,000) $(655,000)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation 2,000 3,000
Additional compensation for options issued in excess
of accrued compensation -- 337,000
Amortization of deferred compensation 16,000 42,000
Changes in operating assets and liabilities:
Accounts receivable -- (4,000)
Inventory (47,000) --
Prepaid insurance (22,000) (25,000)
Accounts payable and accrued expenses 73,000 15,000
Deposits from customers 48,000 --
--------- ---------
Net cash used in operating activities (174,000) (287,000)
--------- ---------
Cash Flows From Investing Activities
Additions to fixed assets (6,000) --
--------- ---------
Net cash used in investing activities (6,000) --
--------- ---------
Cash Flows From Financing Activities:
Net proceeds from issuance of common stock -- 37,000
Notes payable -- 250,000
Payments of obligations under capital leases -- (8,000)
--------- ---------
Net cash used in financing activities -- 279,000
--------- ---------
Decrease in cash and cash equivalents (180,000) (8,000)
Cash and cash equivalents, beginning of period 221,000 150,000
--------- ---------
Cash and cash, equivalents, end of period $ 41,000 $ 142,000
========= =========
Supplemental disclosures of cash flow information:
Cash paid for interest $ -- $ 4,000
Common stock for services $ -- $ 138,000
Options issued in settlement of accrued expenses $ -- $ 370,000
See accompanying notes to condensed consolidated financial statements
6
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
NOTE A - ORGANIZATION AND OPERATIONS
Enviro Voraxial Technology, Inc. and subsidiary (the "Company") is a provider of
environmental and industrial separation technology. The Company has developed
and patented the Voraxial(R) Separator, which is a technology that efficiently
separates solids and liquids with distinct specific gravities. The Voraxial(R)
Separator is a continuous flow turbo machine that separates a mixture of fluids
or fluids and solids at extremely high flow rates while achieving very high
levels of purity through the utilization of a strong centrifugal force or
vortex. The scalability, efficiency and effectiveness of the Voraxial(R)
Separator make the technology universal to any industry requiring the separation
of liquids and/or liquids and solids, regardless of the quantity needed to be
processed. Potential commercial applications and markets include pre-treatment
of wastewater (headworks) at municipal wastewater facilities, exploration and
production, oil/water separation, and environmental cleanup.
Prior to 1999, the Company performed contract-manufacturing services to the
aerospace and automotive industries through the operation of its high precision
engineering machine shop, which designed, manufactured and assembled specialized
parts and components. Since 1999, the Company has been focusing its efforts on
developing and marketing the Voraxial(R) Separator. The Company is focusing its
efforts on a few key opportunities, including wastewater, grit/sand separation,
oil-water separation, exploration and production, marine/oil-spill clean up,
bilge and ballast treatment and manufacturing and food processing waste
treatment markets.
The Company may be unable to continue as a going concern, given its limited
operations and revenues and its significant losses to date. Since 2001, the
Company has encountered greater expenses attributed to the development of the
Voraxial(R) Separator and has had limited sales revenues from this development.
Consequently, the Company's working capital may be insufficient and its
operating costs may exceed those experienced in prior years. In light of these
recent developments, the Company may be unable to continue as a going concern.
However, the Company believes that the exposure received in the past year for
the Voraxial(R) Separator has positioned the Company to generate sales and that
will provide it with sufficient working capital. The Company intends to fund
current working capital requirements through third party financing, including
the private placement of securities. However, the Company cannot provide any
assurances that it will be able to obtain adequate financing. If the Company is
unable to obtain adequate financing, it may reduce its operating activities
until sufficient funding is secured or revenues are generated to support
operating activities. As a result of the above, the accompanying condensed
consolidated financial statements have been prepared assuming that the Company
will continue as a going concern. The condensed consolidated financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.
7
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
[1] Principles of Consolidation:
The condensed consolidated financial statements as of March 31, 2005 include the
accounts of the parent company, Enviro Voraxial Technology, Inc., and its wholly
owned inactive subsidiary, Florida Precision Aerospace, Inc. All significant
intercompany accounts and transactions have been eliminated
[2] Use of Estimates:
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the amount of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ. A significant estimate involves
the value of the Company's inventory.
[3] Fair Value of Financial Instruments:
The carrying amounts of the Company's financial instruments, including cash and
cash equivalents, customer deposits and accounts payable and accrued expenses as
of March 31, 2005 approximate their fair values because of their relativity
short-term nature.
[4] Interim Financial Statements:
Financial statements as of March 31, 2005 are unaudited but in the opinion of
management the financial statements include all adjustments consisting of normal
recurring accruals necessary for a fair presentation of financial position and
the comparative results of operation. Results of operations for interim periods
are not necessarily indicative of those to be achieved or expected for the
entire year.
[5] Net Loss Per Share:
Basic and diluted loss per share has been computed by dividing the net loss
available to common stockholders by the weighted average number of common shares
outstanding. The warrants and options have been excluded from the calculation
since it would be anti-dilutive. Such equity instruments may have a dilutive
effect in the future and include the following potential common shares:
Warrants 5,598,695
Stock options 4,054,666
---------
9,553,361
---------
[6] Stock-based Compensation:
The Company accounts for stock-based employee compensation under Accounting
Principles Board ("APB" Opinion No. 25, "Accounting for Stock Issued to
Employees," and related interpretations. The Company has adopted the
disclosure-only provisions of Statement of Financial Accounting Standards
8
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
("SFAS") No. 123, "Accounting for Stock-Based Compensation" and SFAS No. 148,
"Accounting for Stock-Based Compensation - Transition and Disclosure," which was
released in December 2002 as an amendment to SFAS No. 123. The following table
illustrates the effect on net loss and loss per share if the fair value based
method had been applied to all awards.
Three months ended March 31,
2005 2004
---- ----
Reported net loss $ (244,000) $ (655,000)
Stock-based employee compensation expense included
in reported net loss, net of related tax effects -- 146,000
Stock-based employee compensation determined under
the fair value based method -- (191,000)
----------- ----------
Pro forma net loss $ (244,000) $ (700,000)
=========== ==========
Basic and diluted loss per common share:
As reported $ (.01) $ (.04)
=========== ==========
Pro forma $ (.01) $ (.05)
=========== ==========
NOTE C - EQUITY TRANSACTIONS
On February 16, 2005 the Company reduced the exercise price of 4,514,997 of the
Company's outstanding common stock purchase warrants to $0.40 per share for a
period of 60-days. These warrants were issued from February 2000 through August
2004 to accredited investors in private placement transactions exempt from
registration under Section 4(2) of the Securities Act of 1933 and Regulation D
of Rule 506. Each warrant is exercisable to purchase one share of our restricted
common stock at exercise prices ranging from $1.00 to $4.00 per share.
Subsequent to the 60-day period, the exercise price of the warrants will revert
to the original exercise price per share until the expiration date of the
warrants. No other terms of the warrants were modified or changed as a result of
the reduction in the exercise price. Proceeds from the exercised warrants, if
any, will be used for working capital purposes. No warrants were exercised for
the three months ended March 31, 2005.
In January 2005, the Company entered into a one-year consulting agreement with
its former Chief Operating Officer for engineering design, marketing and sales
of Company products and services. Pursuant to this agreement, the Company
granted 50,000 warrants to this individual. These warrants vest equally in 12
traunches over a period of one year commencing in January, 2005 and expire in
January 2008. The Company estimated the fair value of the warrants at the grant
date by using the Black-Scholes option-pricing model with the following weighted
average assumptions: no dividend yield for all the years; expected volatility of
133%; risk-free interest rate of 3% and an expected life of 3 years, resulting
in a fair value of approximately $21,000. The amount is being amortized over the
life of the agreement resulting in consulting expense of approximately $5,000
for the three months ended March 31, 2005. The remaining unamortized balance of
$16,000 is included in the condensed consolidated balance sheet as deferred
consulting expense.
9
ENVIRO VORAXIAL TECHNOLOGY, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS ROUNDED TO 000's, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
NOTE D - DEPOSITS FROM CUSTOMERS
In February 2005, the Company received approximately $48,000 from a customer as
an advance on a Voraxial(R) 4000 Separator, which is currently being
manufactured in accordance to the customer's specifications.
NOTE E - SUBSEQUENT EVENTS
Subsequent to March 31, 2005, the Company received subscriptions from four
accredited investors to purchase an aggregate of 343,333 shares of the Company's
restricted common stock. The Company received proceeds of $137,333 from the
sales of stock to these individuals. The securities were sold pursuant to the
exemption from registration provided by Section 4(2) of the Securities Act of
1933.
10
Item 2. Management's Discussion and Analysis of Financial Condition and Plan
of Operations
General
Forward-Looking Statements
The following discussion of the financial condition and results of operations
should be read in conjunction with our consolidated financial statements and
related notes thereto. The following discussion contains forward-looking
statements. Enviro Voraxial(R) Technology is referred to herein as "the
Company", "we" or "our." The words or phrases "would be," "will allow," "intends
to," "will likely result," "are expected to," "will continue," "is anticipated,"
"estimate," "project," or similar expressions are intended to identify
"forward-looking statements". Such statements include those concerning our
expected financial performance, our corporate strategy and operational plans.
Actual results could differ materially from those projected in the
forward-looking statements as a result of a number of risks and uncertainties.
Statements made herein are as of the date of the filing of this Form 10-QSB with
the Securities and Exchange Commission and should not be relied upon as of any
subsequent date. Unless otherwise required by applicable law, we do not
undertake, and we specifically disclaim any obligation, to update any
forward-looking statements to reflect occurrences, developments, unanticipated
events or circumstances after the date of such statement.
Application of Critical Accounting Policies
The Company's consolidated condensed financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America. Certain accounting policies have a significant impact on amounts
reported in the financial statements. A summary of these significant accounting
policies can be found in Note B to the Company's financial statements in the
Company's 2004 Annual Report on Form 10-KSB. The Company has not adopted any
significant new policies during the quarter ended March 31, 2005.
Among the significant judgments made in preparation of the Company's financial
statements are the determination of the allowance for doubtful accounts and
adjustments of inventory valuations. These adjustments are made each quarter in
the ordinary course of accounting.
Results of Operations for the Three Months ended March 31, 2005 and 2004:
Revenue
Our revenues were $-0- for the three months ended March 31, 2005 as compared to
$2,000 for the three months ended March 31, 2004. The Company continues to focus
on its sales and marketing program for the Voraxial(R) Separator and management
believes such efforts will result in increasing revenues in 2005.
Research and Development Expenses
Research and Development expenses decreased by 17% to $119,000 for the three
months ended March 31, 2005, down from $143,000 for the previous three months
ended March 31, 2004. Although the Company has finalized the development of the
Voraxial(R) Separator, we targeted expenditures for specific industry
applications for the technology during the three months ended March 31, 2005.
11
General and Administrative Expenses
General and Administrative expenses decreased by 75% to $125,000 for the three
months ended March 31, 2005 down from $510,000 for the three months ended March
31, 2004. In the quarter ended March 31, 2004 certain non-cash equity
transactions resulted in $350,000 of charges for services provided. We are
focusing our efforts on marketing of the Voraxial(R) Separator.
Liquidity and Capital Resources:
For the three months ended March 31, 2005 our working capital decreased by
$232,000 to a deficiency of $108,000 from a December 31, 2004 working capital
balance of $124,000. This decrease was represented by a decrease in cash of
$180,000, an increase in inventory of $47,000, an addition of prepaid insurance
of $22,000 and an increase in other current liabilities of $121,000.
Operating at a loss for the three months ended March 31, 2005, negatively
impacted our cash position. We anticipate generating positive cash flow from the
Voraxial(R) Separator by the end of 2005. To the extent such revenues and
corresponding cash flows do not materialize, we will require infusion of capital
to sustain our operations. We cannot be assured that we will generate revenues
or that the level of any future revenues will be self sustaining. Furthermore,
we cannot provide any assurances that required capital will be obtained or that
terms of such required capital may be acceptable to us.
The Company intends to fund current working capital requirements through third
party financing, including the private placement of securities. However, the
Company cannot provide any assurances that it will be able to obtain adequate
financing. If the Company is unable to obtain adequate financing, it may reduce
its operating activities until sufficient funding is secured or revenues are
generated to support operating activities. Subsequent to the period covered by
this report, the Company sold an aggregate of 343,333 shares of its common stock
to four investors and received proceeds of $137,333. Such proceeds will be used
to fund working capital requirements.
Continuing Losses
We may be unable to continue as a going concern, given our limited operations
and revenues and our significant losses to date. Since 2001, we have encountered
greater expenses in the development of our Voraxial(R) Separators and have had
limited sales income from this development. Consequently, our working capital
may not be sufficient and our operating costs may exceed those experienced in
our prior years. In light of these recent developments, we may be unable to
continue as a going concern. However, we believe that the exposure received in
the past year for the Voraxial Separator has positioned the Company to begin
generating sales and supply us with sufficient working capital. As a result of
the above, the accompanying condensed consolidated financial statements have
been prepared assuming that the Company will continue as a going concern. The
condensed consolidated financial statements do not include any adjustments that
might result from the outcome of this uncertainty.
12
Item 3. Controls and Procedures
Evaluation of disclosure controls and procedures
As of the end of the period covered by this report, we carried out an evaluation
of the effectiveness of the design and operation of our disclosure controls and
procedures pursuant to Exchange Act Rule 13a-15(e). This evaluation was done
under the supervision and with the participation of our Principal Executive
Officer and Principal Financial Officer. Based upon that evaluation, our
Principal Executive Officer and Principal Financial Officer concluded that our
disclosure controls and procedures are effective in gathering, analyzing and
disclosing information needed to satisfy our disclosure obligations under the
Exchange Act.
Changes in internal controls
There were no changes in our internal controls or in other factor during the
period covered by this report that have materially affected, or is likely to
materially affect the Company's internal controls over financial reporting.
13
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
In January 2005, the Company entered into a one year consultant contract
agreement with its former chief operating officer, who was terminated by
mutual agreement on December 31, 2004. Pursuant to this agreement, the
former officer will provide marketing and consulting services for a
period of one year. Under the agreement the Company issued 50,000
cashless warrants to purchase common stock of an exercise price of $1.00
per share. The warrants were issued under the exemption from
registration provided by Section 4(2) of the Securities Act. The
warrants contain a legend restricting their transferability absent
registration or applicable exemption. The former officer had access to
current information concerning the Company at the time the warrants were
issued.
On February 16, 2005, the Company reduced the exercise price of
4,514,997 of its outstanding common stock purchase warrants to $0.40 per
share for a period of 60 days. These warrants were issued from February
2000 through August 2004 to accredited investors in private placement
transactions exempt from registration under Section 4(2) of the
Securities Act of 1933 and Regulation D of Rule 506. Each warrant was
originally issued and exercisable to purchase one share of the Company's
restricted common stock at exercise prices ranging from $1.00 to $4.00
per share. Subsequent to the 60 day period, the exercise price of the
warrants reverted to the original exercise price per share. No warrants
were exercised during the three months ended March 31, 2005.
Item 3. Default Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Securities
None.
Item 5. Other Information
None.
Item 6. Exhibits
Exhibits required by Item 601 of Regulation S-B
31.1 Form 302 Certification of CEO
31.2 Form 302 Certification of Principal Financial Officer
32.1 Form 906 Certification of CEO
32.2 Form 906 Certification of Principal Financial Officer
14
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned as a duly authorized officer of the Registrant.
Enviro Voraxial Technology, Inc.
By: /s/ Alberto DiBella
-------------------
Alberto DiBella
Chief Executive Officer and
Principal Financial Officer
DATED: May 14, 2005
15