UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2004.
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the transition period from __________ to ________.
Commission file number: 001-16237
AIRTRAX, INC.
(Name of Small Business Issuer in its charter)
New Jersey 22-3506376
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
870B Central Avenue, Hammonton, New Jersey 08037
(Address of principal executive offices)
(609) 567-7800
(Issuer's telephone number)
Check whether issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or 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 [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: as of August 12, 2004, the issuer had
12,850,517 shares of common stock, no par value, issued and outstanding.
Transitional Small Business Issuer Format (Check One): Yes [ ] No [X]
AIRTRAX, INC.
June 30, 2004 QUARTERLY REPORT ON FORM 10-QSB
TABLE OF CONTENTS
PAGE
Special Note Regarding Forward Looking Statements
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets 1
Statements of Operations and Deficit Accumulated During
Development Stage 2
Statements of Cash Flows 4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis or Plan of Operations 7
Item 3. Controls and Procedures 8
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 9
Item 4. Submission of Matters to a Vote of Security Holders 9
Item 5. Other Information 9
Item 6. Exhibits and Reports on Form 8-K 9
SIGNATURES 11
AIRTRAX, INC.
(A Development Stage Company)
Financial Statements
JUNE 30, 2004
(Unaudited)
AIRTRAX, INC.
(A Development Stage Company)
FINANCIAL STATEMENTS
JUNE 30, 2004
(Unaudited)
CONTENTS
Page
Balance Sheets 1
Statements of Operations and Deficit Accumulated
During Development Stage 2
Statements of Cash Flows 4
Notes to Financial Statements 5
AIRTRAX, INC.
(A Development Stage Company)
BALANCE SHEETS
June 30, 2004 December 31, 2003
---------------- ----------------
(Unaudited) (Audited)
ASSETS
Current Assets
Cash $ 361,821 $ 37,388
Accounts receivable 27,368 -
Interest receivable 10,127 -
Inventory 418,637 384,754
Prepaid expenses 62,610 267,790
Deferred tax asset 268,775 201,005
------------- ------------
Total current assets 1,149,338 890,937
Fixed Assets
Office furniture and equipment 89,820 75,652
Automotive equipment 21,221 21,221
Shop equipment 23,354 22,155
Casts and tooling 184,184 173,639
------------- ------------
318,579 292,667
Less, accumulated depreciation 170,297 154,469
------------- ------------
Net fixed assets 148,282 138,198
Other Assets
Patents - net 40,775 43,053
Loans to subsidiary 1,000,000 -
Utility deposits 65 65
------------- ------------
Total other assets 1,040,840 43,118
------------- ------------
TOTAL ASSETS $ 2,338,460 $ 1,072,253
============= ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 57,373 $ 475,951
Payroll taxes and other accrued liabilities 186,626 279,878
Shareholder deposits for stock 12,000 130,000
Current portion of note payable 1,933 1,572
Stockholder note payable 31,815 80,895
------------- ------------
Total current liabilities 289,747 968,296
Long Term Liabilities
Long term portion of note payable 3,144 3,974
------------- ------------
TOTAL LIABILITIES 292,891 972,270
------------- ------------
Stockholders' Equity
Common stock - authorized, 20,000,000 shares without
par value; issued and outstanding - 12,670,517 and
8,696,552, respectively 8,725,132 5,909,729
Preferred stock - authorized, 500,000 shares without
par value; 275,000 issued and outstanding 12,950 12,950
Deficit accumulated during development stage (6,485,561) (5,615,744)
Deficit prior to development stage (206,952) (206,952)
------------- ------------
Total stockholders' equity 2,045,569 99,983
TOTAL LIABILITIES AND ------------- ------------
STOCKHOLDER'S EQUITY $ 2,338,460 $ 1,072,253
============= ============
The accompanying notes are an integral part of these financial statements.
1
AIRTRAX, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS AND DEFICIT
ACCUMULATED DURING DEVELOPMENT STAGE
For the Six Month Periods Ended June 30, 2004 and 2003
(Unaudited)
May 19,1997
(Date of Inception)
2004 2003 to June 30, 2004
----- ----- ------------------
SALES $ - $ 21,977 $ 1,023,123
COST OF GOODS SOLD - 56,767 470,371
------------ -------------- ------------
Gross Profit (Loss) - (34,790) 552,752
OPERATING AND ADMINISTRATIVE EXPENSES 848,141 1,080,080 7,154,732
------------ -------------- ------------
OPERATING LOSS (848,141) (1,114,870) (6,601,980)
OTHER INCOME AND EXPENSE
Interest expense (13,730) (21,547) (157,900)
Interest income 10,127 - 10,127
Other income 94 3,369 75,409
------------ -------------- ------------
NET LOSS BEFORE INCOME TAXES (851,650) (1,133,048) (6,674,344)
------------ -------------- ------------
INCOME TAX BENEFIT (STATE):
Current 67,770 102,100 67,770
Prior years - - 518,319
------------ -------------- ------------
Total Benefit 67,770 102,100 586,089
------------ -------------- ------------
LOSS ACCUMULATED DURING
DEVELOPMENT STAGE (783,880) (1,030,948) (6,088,255)
PREFERRED STOCK DIVIDENDS DURING
DEVELOPMENT STAGE (85,937) (80,749) (397,306)
------------ -------------- ------------
DEFICIT ACCUMULATED DURING DEVELOPMENT
STAGE$ (869,817) $ (1,111,697) $(6,485,561)
============ ============== ============
NET LOSS PER SHARE - Basic and Diluted $(.08) $(.15)
============ ==============
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 10,267,532 7,047,585
============ ==============
The accompanying notes are an integral part of these financial statements.
2
AIRTRAX, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS AND DEFICIT
ACCUMULATED DURING DEVELOPMENT STAGE
For the Three Month Periods Ended June 30, 2004 and 2003
(Unaudited)
May 19, 1997
(Date of Inception)
2004 2003 to June 30, 2004
----- ---- ------------------
SALES $ - $ - $ 1,023,123
COST OF GOODS SOLD - 11,072 470,371
------------- ------------- -------------
Gross Profit (Loss) - (11,072) 552,752
OPERATING AND ADMINISTRATIVE EXPENSES 549,332 561,305 7,154,732
------------- ------------- -------------
OPERATING LOSS (549,332) (572,377) (6,601,980)
OTHER INCOME AND EXPENSE
Interest expense (6,126) (13,843) (157,900)
Interest income 10,127 - 10,127
Other income 94 3,333 75,409
------------- ------------- -------------
NET LOSS BEFORE INCOME TAXES (545,237) (582,887) (6,674,344)
------------- ------------- -------------
INCOME TAX BENEFIT (STATE):
Current 41,811 52,586 67,770
Prior years - - 518,319
------------- ------------- -------------
Total Benefit 41,811 52,586 586,089
------------- ------------- -------------
LOSS ACCUMULATED DURING
DEVELOPMENT STAGE (503,426) (530,301) (6,088,255)
PREFERRED STOCK DIVIDENDS DURING
DEVELOPMENT STAGE (40,104) - (397,306)
------------- ------------- -------------
DEFICIT ACCUMULATED DURING DEVELOPMENT
STAGE$ (543,530) $ (530,301) $(6,485,561)
============= ============= =============
NET LOSS PER SHARE - Basic and Diluted $(.05) $(.07)
============= =============
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 11,430,485 7,879,880
============= =============
The accompanying notes are an integral part of these financial statements.
3
AIRTRAX, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
For the Six Month Periods ended June 30, 2004 and 2003
(Unaudited)
May 19, 1997
(Date of Inception)
2004 2003 to June 30, 2004
----- ----- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (783,880) $(1,030,948) $(6,088,255)
Adjustments to reconcile net loss to net cash
consumed by operating activities:
Depreciation and amortization 18,106 15,536 218,796
Value of common stock issued for services 278,244 682,669 2,292,969
Accrual of deferred tax benefit (67,770) (102,100) (268,775)
Interest accrued on shareholder loan 2,925 - 20,000
Changes in current assets and liabilities:
Increase (decrease) in accounts payable, and
accrued liabilities (345,261) 234,767 348,643
Increase in prepaid expense - - (146,957)
Increase (decrease) in accounts receivable (37,485) 38,079 (37,485)
Increase in inventory (33,833) (177,714) (418,587)
------------- ------------ ------------
Net Cash Consumed By
Operating Activities (968,954) (339,711) (4,079,651)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of equipment (25,412) (38,828) (324,390)
Additions to patent cost - (6,700) (76,992)
Investment in notes receivable - (357,390) -
Acquisition of equity interest in subsidiary (1,000,000) - (1,000,000)
------------- ------------ ------------
Net Cash Consumed By
Investing Activities (1,025,412) (402,918) (1,401,382)
CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds of common stock sales 2,457,212 745,202 5,926,720
Proceeds of sales of preferred stock - - 12,950
Repayments of stockholder loans (52,005) (46,710) 35,120
Preferred stock dividends paid in cash (85,937) - (139,440)
Principal payments on installment note (471) - (896)
Proceeds from option exercises - - 8,400
------------- ------------ ------------
Net Cash Provided By
Financing Activities 2,318,799 698,492 5,842,854
------------- ------------ ------------
Net (Decrease) Increase In Cash 324,433 (44,137) 361,821
Cash balance at beginning of period 37,388 51,431 -
------------- ------------ ------------
Cash balance at end of period $ 361,821 $ 7,294 $ 361,821
============= ============ ============
The accompanying notes are an integral part of these financial statements.
4
AIRTRAX, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
June 30, 2004
(Unaudited)
1. BASIS OF PRESENTATION
The unaudited interim financial statements of AirTrax, Inc. ("the Company") as
of June 30, 2004 and for the three month and six month periods ended June 30,
2004 and 2003, respectively, have been prepared in accordance with generally
accepted accounting principles. In the opinion of management, such information
contains all adjustments, consisting only of normal recurring adjustments,
necessary for a fair presentation of the results for such periods. The results
of operations for the quarter and six month periods ended June 30, 2004 are not
necessarily indicative of the results to be expected for the full fiscal year
ending December 31, 2004.
Certain information and disclosures normally included in the notes to financial
statements have been condensed or omitted as permitted by the rules and
regulations of the Securities and Exchange Commission, although the Company
believes the disclosure is adequate to make the information presented not
misleading. The accompanying unaudited financial statements should be read in
conjunction with the financial statements of the Company for the year ended
December 31, 2003.
2. COMMON STOCK
Shares of common stock totaling 1,363,325 and 2,131,055 shares, respectively,
were issued during the second quarter and first six months of 2004, as follows:
Second Six
Quarter Months
Private placement sales 1,778,875 3,610,125
Stock issued for services 70,095 163,840
Stock option exercises - 70,000
Issuance of shares sold in prior
year private placement - 130,000
---------- ---------
Total shares issued 1,848,970 3,973,965
========== =========
5
AIRTRAX, INC.
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
June 30, 2004
(Unaudited)
3. SUPPLEMENTAL CASH FLOWS INFORMATION:
There were no cash payments for income taxes during the six month periods ended
June 30, 2004 and 2003. Interest paid during the six month period ended June 30,
2004 was $10,815; there was none paid during the six month period ended June 30,
2003.
4. CONTINGENCY
During January 2004, the Company entered into an agreement with an NASD
registered broker dealer to raise additional capital through a private placement
offering. The offering consists of units, with each unit comprised of one share
of common stock and a warrant to purchase 50% of an additional share at an
exercise price of $.80. During the six months ended June 30, 2004, there were
four closings on this offering, with 3,600,125 units issued yielding net
proceeds of $2,446,562. The Company agreed as part of the fee of the placement
agent, to sell additional warrants to the agent equal to no more than 10% of the
units sold, at a price of $.001 per warrant. These warrants would allow the
agent to purchase common stock during a five year term at $1.25 per share.
On February 19, 2004, the Company reached an agreement in principal to purchase
51% of the stock of FiLCO GmbH., a German manufacturer of fork trucks (formerly
Clark Material Handling Company of Europe) with a manufacturing facility in
Mulheim, Germany (FiLCO). Until the Company finalizes certain union issues
regarding the acquisition, the Company agreed to loan FiLCO approximately
$1,220,000, to be advanced in monthly installments. Through June 30, 2004, loans
totaling $1,000,000 had been made. These loans may be converted to capital on
the books of FiLCO if the acquisition is completed. The seller, who will
continue to own the remaining 49% of the FiLCO stock, has agreed that if the
Company converts its loan to capital he also will convert to FiLCO capital a
loan of 1,225,000 Euros that FiLCO owes to him. As additional consideration for
this FiLCO stock purchase, the Company agreed to pay the seller 12,750 Euros and
to issue to the seller 900,000 warrants to purchase Company stock; these
warrants would be exercisable at $.01 per share. The Company also agreed to
appoint the seller of the FiLCO stock a director of the Company and grant him
options to purchase 100,000 shares of Company stock for $.01. Additionally, the
Company agreed to advance funds, if needed, to FiLCO to provide for its working
capital needs. Any advances made under the latter provision would be
collateralized by the remaining 49% of FiLCO stock and would be repaid only from
dividends paid on that 49% stock.
6
Item 2. Management's Discussion and Analysis and Results of Operations
Forward Looking Statements
This report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These statements relate to future events or our future
financial performance. In some cases, you can identify forward-looking
statements by terminology such as "may," "will," "should," "expect," "plan,"
"anticipate," "believe," "estimate," "predict," "potential" or "continue," the
negative of such terms, or other comparable terminology. These statements are
only predictions. Actual events or results may differ materially from those in
the forward-looking statements as a result of various important factors.
Although we believe that the expectations reflected in the forward-looking
statements are reasonable, such should not be regarded as a representation by
AIRTRAX, Inc., or any other person, that such forward-looking statements will be
achieved. The business and operations of AIRTRAX, Inc. are subject to
substantial risks, which increase the uncertainty inherent in the
forward-looking statements contained in this report.
Results of Operations - Three and Six Months Ended June 30, 2004 compared with
Three and Six Months Ended June 30, 2003
The Company is a development stage company and has not engaged in
full-scale operations for the periods covered by this report. The limited
revenues for the 2003 period were derived from a contract with the United States
Navy that relates to the research and potential application of omni-directional
products for military use. The period-to-period results presented and discussed
below are not necessarily meaningful comparisons due to the Company's
development stage status, and are not indicative of future results.
Revenues. For both the three and six month periods ended June 30,
2004, the Company had sales revenue of $0. This compares to revenues of $0 and
$21,977 for the three and six months ended June 30, 2003, respectively. There
was no billing for the Navy MP2 project in either the first or second quarters
of 2004. The MP2 munitions carrier was delivered to the Navy on/or about April
1, 2004 for their evaluation and testing. Production of the Sidewinder ATX-3000
Omni-Directional Lift Truck is scheduled to begin pending wheel deliveries from
Timken Corporation.
Cost of Goods Sold. The Company's cost of goods sold for both the
three and six months ended June 30, 2004 amounted to $0. For the three months
and six months ended June 30, 2003, the Company's cost of goods sold were
approximately $11,072 and $56,767, respectively. The Company's $0 cost of goods
sold reflects that we had no sales during the three and six months ended June
30, 2004.
Operating and Administrative Expenses. Operating and administrative
expenses includes administrative salaries and overhead. For the three and six
months ended June 30, 2004, the Company's operating and administrative expenses
totaled $549,332 and $848,141, respectively. Operating and administrative
expenses totaled $561,305 and $1,080,080 for the three and six months ended June
30, 2003, respectively. For the three and six months ended June 30, 2004
operating and administrative expenses decreased $11,937 (2%) and $231,939 (21%),
respectively, compared with the same periods of 2003. These decreases are a
result of decreased work on behalf of the United States Navy MP2 contract during
this period.
Net Loss Before Income Taxes. Net loss before income taxes for the
three- and six-month periods ended June 30, 2004 totaled $545,237 and $851,650,
respectively. For the three and six months ended June 30, 2003, net loss before
income taxes totaled $582,887 and $1,133,048, respectively. The decrease in net
loss before income tax for the three and six months ended June 30, 2004 compared
with the same periods of 2003 was caused by the allocation of stock for services
rendered in the first half of 2003 did not occur in 2004.
Preferred Stock Dividends. During the three and six months ended June
30, 2004, the Company recorded dividends on preferred stock in the amount of
$40,104 and $85,937, respectively. During the three and six months ended June
30, 2003, the Company recorded dividends on preferred stock in the amount of $0
and $80,749, respectively. The preferred stock dividends are payable to a
company that is owned by the Company's President. Liquidity and Capital
Resources - Three and Six Months Ended June 30, 2004.
7
As of June 30, 2004, the Company's cash on hand was $361,821 and
working capital was $859,591. Since its inception, the Company has financed its
operations through the private placement of its common stock. During the three
months ended June 30, 2004, the Company sold an aggregate of 1,778,875 shares of
common stock to accredited and institutional investors and issued an aggregate
of 70,095 shares of common stock in consideration for services rendered. During
the six months ended June 30, 2004, the Company sold an aggregate of 3,610,125
shares of common stock to accredited and institutional investors and issued an
aggregate of 163,840 shares of common stock in consideration for services
rendered.
The Company anticipates that its cash requirements for the foreseeable
future will be significant. In particular, management expects substantial
expenditures for inventory, production, and advertising in anticipation of the
rollout of its omni-directional forklift. The Company expects that it will be
required to raise funds through the private or public offering of its
securities.
The Company's initial production run of ten SIDEWINDER
Omni-Directional Lift Trucks is expected to be completed late in the third
quarter of 2004 or early in the fourth, pending wheel deliveries. The Company's
management believes that it has sufficient working capital to support its
overhead and general and administrative expenses for the next 6 months. The
Company will need additional funds to support production requirements beyond the
initial production run of its forklift which are estimated to be $2,000,000. Of
the total amount, approximately 75% is projected for parts and component
inventory and manufacturing costs, with the balance projected as general
operating expenditures, which includes overhead and salaries. The Company also
will require additional funds to complete the acquisition of the 51% interest in
Filco GmbH ("Filco"), and for Filco's working capital needs. As of June 30,
2004, the Company has loaned to Filco a total of $1 million, and an additional
amount of approximately $220,000 will be required to complete the acquisition of
Filco. The Company will supply operating capital to FilCo to finance their
operations.
Item 3. Controls and Procedures
As of the end of the period covered by this report, the Company
conducted an evaluation, under the supervision and with the participation of its
principal executive officer and principal financial officer of its disclosure
controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the
Exchange Act). Based upon this evaluation, the Company's principal executive
officer and principal financial officer concluded that its disclosure controls
and procedures are effective to ensure that information required to be disclosed
by the Company in the reports that it files or submits under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified
in the Commission's rules and forms. There was no significant change in the
Company's internal controls or in other factors that could significantly affect
these controls subsequent to the date of the evaluation.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
During the period covered by this report, the Company sold an
aggregate of 1,778,875 shares of common stock to 36 accredited and institutional
investors and received gross proceeds totaling $1,423,100 from such sales. These
sales were exempt from registration pursuant to Section 4(2) of the Securities
Act of 1933, as amended (the "Act"), and Rule 506 of Regulation D promulgated
under the Act. Each subscriber was an "accredited investor," each subscriber
represented his or her intention to acquire the securities for investment only
and not with a view to or for sale in connection with any distribution thereof,
appropriate legends were affixed to the share certificates issued in such
transactions, and no advertisement or general solicitation was used in
connection with the offering.
The Company also issued an aggregate of 70,095 shares of common stock
to American Machinery Export, L.L.C., Jeffrey Birdman, Brian Cartin and Andrew
Guzettie in consideration for services rendered. Such issuances were exempt from
registration pursuant to Section 4(2) of the Act.
8
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 and Reports on Form 8-K
(a) Exhibits.
Exhibit Number
Description
--------------------------------------------------------------------------------
2.1 Agreement and Plan of Merger by and between MAS Acquisition IX Corp.
and Airtrax, Inc. dated November 5, 1999. (Incorporated by reference
to the Company's Form 8-K filed with the Securities and Exchange
Commission on January 13, 2000).
3.1 Certificate of Incorporation of Airtrax, Inc. dated April 11, 1997.
(Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on November 19, 1999).
3.2 Certificate of Amendment to Certificate of Incorporation of Airtrax,
Inc. dated November 11, 1999. (Incorporated by reference to the
Company's Form 8-K filed with the Securities and Exchange Commission
on November 19, 1999).
3.3 Certificate of Correction of the Company dated April 30, 2000
(Incorporated by reference to the Company's Form 8-K filed with the
Securities and Exchange Commission on November 17, 1999).
3.4 Certificate of Amendment of Certificate of Incorporation dated March
19, 2001 (Incorporated by reference to the Company's Form 8-K filed
with the Securities and Exchange Commission on November 17, 1999).
3.5 Amended and Restated By-Laws of the Company. (Incorporated by
reference to the Company's Form 8-K filed with the Securities and
Exchange Commission on November 19, 1999).
10.1 Employment agreement dated April 1, 1997 by and between the Company
and Peter Amico. (Incorporated by reference to the Company's Form
8-K/A filed with the Securities and Exchange Commission on January 13,
2000).
10.2 Employment agreement dated July 12, 1999, by and between the Company
and D. Barney Harris. (Incorporated by reference to the Company's Form
8-K/A filed with the Securities and Exchange Commission on November
19, 1999).
10.3 Consulting Agreement by and between MAS Financial Corp. and Airtrax,
Inc. dated October 26, 1999. (Incorporated by reference to the
Company's Form 8-K filed with the Securities and Exchange Commission
on November 19, 1999).
10.4 Employment Agreement effective July 1, 2002 by and between the Company
and Peter Amico (Incorporated by reference to the Company's Form
10-KSB for the period ended December 31, 2002)
10.5 Agreement dated July 15, 2002 by and between the Company and
Swingbridge Capital LLC and Brian Klanica. (Incorporated by reference
to the Company's Form 8-K filed on August 7, 2002).
10.6 Agreement dated March 9, 2004 by and between Airtrax, Inc., and Fil
Filipov and Addendum dated March 9, by and between Airtrax, Inc. and
Fil Filipov. (Incorporated by reference to the Company's Form 8-K
filed on March 9, 2004).
10.7 Product Development, Sales and Manufacturing Representation Agreement
dated March 13, 2004 by and between Airtrax, Inc., and MEC Aerial
9
Platform Sales Corporation. (Incorporated by reference to the
Company's Form 8-K filed on March 15, 2004).
10.8 General Sales Contract and Amendment dated March 10, 2004 by and
between Airtrax, Inc with Incomex Saigon. (Incorporated by reference
to the Company's Form 8-K filed on March 22, 2004).
31.1 Certification by Peter Amico, Chief Executive Officer and Principal
Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.
32.1 Certification by Peter Amico, Chief Executive Officer and Principal
Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.
(b) Reports on Form 8-K.
None.
10
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized, on this
12th day of August 2004.
AIRTRAX, INC.
By: /s/ Peter Amico
---------------
Peter Amico, Chief Executive Officer,
Principal Financial Officer and Chairman
11