RTEK DD here...lot's of DD.. from ONZA's site.
RTEK DD:
Tuesday, 11-Apr-2000 15:23:26
152.163.201.69 writes:
RTEK rubbertechnology.com Corporate Information
Head Office 3185 East Washington Blvd Los Angeles, California 90023 phone: 323.268.6842 fax: 323.268.7328 email: RTEKIntl@aol.com
NASD Share Listings OTC Bulletin Board Trading Symbol: RTEK
Directors Raymond L. Webb, President Terrence Burke
Head of Operations James C. Mason, Vice President
Investor Relations Barbara Young
Registrar and Transfer Agent Securities Transfer Corp. 16910 Dallas Parkway, Suite 100 Dallas, Texas 75248
Rubber Technology International Inc. (OTC: BB: RTEK).
Rubber Technology International (RTI), OTC Symbol = RTEK , is a leader in the emerging environmentally friendly growth industry of recycled rubber and molded products. RTI is paid to accept waste tires from tire retailers, service stations, salvage yards and from clean up jobs with governmental agencies, private individuals and companies. Vendors of new tires charge a fee to the customer in order to pay for the legal disposal of the old tires. These vendors then pay Rubber Technology International a "tipping fee" to accept their non-usable tires. RTI is also paid to receive tires from legal landfills and illegal tire dumps.
The scrap tires are ambiently reduced in size solely with the use of shredders, grinders and cracker mills. All the steel and nylon fluff is removed with magnets and blowers at appropriate stages of the production. As a result of this process particles of rubber called "Crumb Rubber" are produced. Crumb Rubber is little pieces of rubber in varied sizes from 3/8 inch to 100 mesh. "100 mesh" means material that passes through a sizing screen that has 100 holes per square inch.
Rubber Technology International, after recycling the waste tires into usable Crumb Rubber, manufactures and sells high quality, recycled rubber for a variety of applications within the transportation, agriculture, sports and fitness, playground equipment and manufacturing industries. The Company uses recycled rubber from scrap tires as the exclusive source of rubber for its own molded rubber products. The Company also sells processed, recycled rubber as a raw material for use by others.
The Company has increased production of both Crumb Rubber and molded products through continuous improvements of their manufacturing processes. The Company is currently implementing new proprietary production methods that it believes will permit it to increase production significantly by shortening the production cycle. These methods will lower the cost of products, permit more efficient use of raw materials and expand the use of scrap tires as a raw material for a wide variety of potential applications. The Company believes that these new processes will also permit more efficient use of raw materials, thus expanding the use of scrap tires as a raw material.
A Growing Company in an Expanding Market
Rubber Technology International is committed to growth in this rapidly expanding global industry. Prior to 1986 there was virtually no scrap tire recycling industry. Whole tires were landfilled, and "Crumb Rubber" from whole tires did not exist. Today the scrap tire recycling industry is alive and growing. The Scrap Tire Management Council estimates that the Crumb Rubber industry will increase by 10 to 15% per year for at least the next 3 to 5 years. Some large and well known companies are entering the business, bringing their money and expertise to the Crumb Rubber industry which is bringing about rapid expansion of Crumb Rubber markets. Uses for Crumb Rubber Traffic control products: delineator bases, speed bumps, car bumpers, barricades, crash absorbers, etc. * Mats, anti-fatigue, * exercise Molded rubber products * Punched and stamped products, i.e. gaskets, seals, shims, washers, electrical insulators, etc. * Floor tiles and mats, carpet pads * Roofing products: fireproof shakes and shingles * Siding materials * 4 inch x 4 inch fence posts (will not rot) * Surfacing products, i.e. athletic and recreational, playground fill and mats under equipment * Golf courses * In barns and stables and at horse tracks and horse arenas to reduce injuries by offering a resilient track as well as decreased dust and mud * Cow mattresses to increase production of milk * Marine uses: dock bumpers, materials for docks and planks * Landscaping: soil amendments, augment drainage, decorative bender boards, edging materials * Bulking agent in composting of waste water treatment sludge * Civil engineering uses: road base, backfill material * Surfacing for parking lots and driveways * Railroad crossings and ties * Automotive parts and accessories, i.e. bed liners, mud flaps, undercoating, and more. Ford Motor Company and Michelin Tire Corp. recently announced the results of a research program wherein new tires can be manufactured with as much as 10% recycled content (old tires) without sacrificing tire durability or driving performance. Ford and Michelin estimate that recycling scrap tires back into new tires using recycled rubber at the rate of 10% could cut the number of tires going into landfills by approximately 30 million tires annually or 12% of the approximately 250 million tires discarded each year. (Clarence Hermann, Michelin, Vice Pres. Products Engineering) Uniroyal Chemical, a world wide specialty chemical company, has expanded its focus to include the tire recycling market. Terry Drudge of Uniroyal Chemical Marketing states, "Making molded products from recycled tires is still a relatively new industry. The entrepreneurial people who are entering the business are developing new technologies and adapting old ones to develop a new generation of rubber products." Effective May 1, 1996, floor tile, patio blocks, traffic cones, traffic barricades and running tracks which contain recycled rubber or plastic are among the 19 products the Environmental Protection Agency (EPA) added to its list of recycled items that government agencies are required to purchase. The guideline requires that whenever a procuring agency is using federal funds to purchase any of the 19 specified items, the items should be purchased with the highest percentage of recovered material possible. The State of California has mandated that used tires be disposed of as prescribed by state law. From the time non-usable tires are removed from a vehicle, the state of California tracks these tires until they are disposed of legally. Under present legislation tires have to be size-reduced if they are to be landfilled. Because of federally mandated diversion requirements, the state's emphasis is to restrict the dumping of scrap tires in landfills. Although Rubber Technology International is now well positioned in this industry to take advantage of the opportunities that are available both domestically and internationally, we believe continuing expansion of our place in the market is essential. Thus the Company is involved in an ongoing program to facilitate North American growth while actively pursuing markets in Europe and the Pacific Rim. Rubber Technology International is continually developing customers for its existing products and is expanding its product line, through research and development, to include a significantly larger customer base. As the technology is developed, the product selection will expand by creating new products and replacing existing virgin rubber products in the marketplace. We currently market to industries that use products made from virgin (new) rubber, and we see this as a growth market. The Company's newly expanded facility in Southern California uses new production methods for existing and new products as they are developed. It is our plan to duplicate our processing and production facility in appropriate geographical areas in the United States and internationally. During 1999 operations are projected using double shift production in Southern California and 1 to 1.5 shift production in a fully operational second site. In the years after 1999 we are projecting multiple sites, each located in an area that best allows for the reasonable attainment of raw product for recycling and as near to customers as possible. A leader in the emerging industry of recycled rubber and molded products, Rubber Technology International is a highly visible company known for its innovation and production.
The Market
Approximately 28 million tires are currently discarded in California each year, and there are an estimated 33 million tires stockpiled illegally in the state. Effective January 1, 1994 it became illegal to dispose of whole tires in landfills. Primarily for these reasons, Southern California was selected as Rubber Technology International's permanent facility location. As Southern California's population increases the number of discarded tires continues to increase too, and as the used tires are discarded, we are paid to receive those tires. The uses for the product derived from these scrap tires (crumb rubber) range from a fuel source, Tire Derived Fuel (TDF) in power and cement plants, to an ingredient in rubberized asphalt. Crumb rubber is usefull in many industries as an ingredient in the manufacturing process, including roofing materials, siding, various automotive parts including hoses and even body parts, electrical insulators and floor tiles and mats among others. Crumb rubber is also useful as an end product in barns and stables. Cows provided with cow mattresses made of crumb rubber give more milk, and milk of a higher quality, than cows without mattresses. Crumb rubber is used in barns and stables and at horse tracks and horse arenas to reduce injuries by offering a resilient track as well as decreased dust and mud. Crumb rubber used as playground fill is found to be cleaner than wood chips or sand, easier to maintain than grass and much safer than hard dirt or pavement. Continuing research into uses for crumb rubber has shown that asphalt roads become smoother and quieter when crumb rubber is added to the asphalt. One California city faced with the necessity of building sound barriers along a particularly noisome stretch of road found that by using a rubber/asphalt mix in road materials the projected sound barrier became unnecessary.
Rubber Technology International Inc. Retains New Investor Relations and Financial Consulting Firm
LOS ANGELES--(BUSINESS WIRE)--April 4, 2000--Rubber Technology International Inc. (OTCBB:RTEK ) today announced that it has retained the services of the financial consulting firm PMR and Associates of San Diego.
PMR and Associates provides consulting services to private and public companies in areas ranging from corporate finance, acquisitions, business development and investor relations. Under the leadership of Patrick M. Rost, PMR and Associates has developed a strong track record in creating shareholder value for numerous Nasdaq and OTC clients by integrating a broad range of services into the corporate strategy of its clients.
Rost is a graduate of the Catholic University of America, Columbus School of Law in Washington, D.C., and the Notre Dame London Law Centre, Concannon School of International Law and Finance. He has previously served on the board of directors of several organizations, including the American Liver Foundation (San Diego Chapter) and the Scripps Memorial Hospital Steven's Cancer Center Annual Fund Raising Event. After finishing his legal career with one of the top law firms in the country, Rost joined a holding company as the Director of Legal Affairs and Business Development. He played a major role in several acquisitions and initiated business development resulting in a revenue growth from $15 million to $75 million before he began his own firm.
``I am extremely excited about working with the management of Rubber Technology International Inc., assisting them with strategic planning and enhancing shareholder value,' stated Rost.
Rubber Technology International is a leader in the tire recycling industry. The Los Angeles-based company is paid to receive scrap tires that are then ground into crumb rubber, which is in ever-increasing demand for molded goods, topping for horse arenas, safety material for playgrounds and as an ingredient in rubberized asphalt.
Rubber Technology International Inc. Rejects Hostile Takeover Proposal
LOS ANGELES--(BUSINESS WIRE)--March 31, 2000--Rubber Technology International Inc. (OTCBB:RTEK ) today announced that its board of directors had summarily rejected a proposal by Senior Care Industries Inc. (OTCBB:SENR ) to acquire 80% of RTI stock for $4 million in SENR stock and a purported $800,000 cash infusion.
In exercising its fiduciary duties to shareholders, the board noted that the SENR stock proposed to be offered has extremely limited trading and volume, which the board believes reflects an actual value substantially below the purported market price for the SENR stock. The board noted that SENR stock is unlikely to maintain its present market value without substantial support and additional investor interest.
The board determined that the proposed offer of shares of SENR would be uneconomic to RTEK shareholders when the RTEK stock is trading with significant liquidity. The board also noted that the proposal failed to consider RTEK's recent acquisition of reporting status and its improvement in stock price, as well as capital infusions in support of its plans which exceed $800,000.
The board noted that the proposal only involved an immediate infusion of $200,000 in cash, which is substantially below what the board is seeking to further undertake its business plan. The board consequently rejected the proposal.
March 30, 2000
RUBBER TECHNOLOGY INTERNATIONAL INC /FL (RTEK.OB)
Annual Report (SEC form 10KSB)
Security Ownership of Certain Beneficial Owners and Management.
Item 12 Certain Relationships and Related Transactions.
Item 13 Exhibits and Reports on Form 8-K.
INTRODUCTORY NOTE
This Annual Report on Form 10-KSB may be deemed to contain 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. The Company intends that such forward-looking statements be subject to the safe harbors created by such statutes. The forward-looking statements included herein are based on current expectations that involve a number of risks and uncertainties. Accordingly, to the extent that this Annual Report contains forward-looking statements regarding the financial condition, operating results, business prospects or any other aspect of the Company, please be advised that the Company's actual financial condition, operating results and business performance may differ materially from that projected or estimated by the Company in forward-looking statements. The differences may be caused by a variety of factors, including but not limited to adverse economic conditions, intense competition, including intensification of price competition and entry of new competitors and products, adverse federal, state and local government regulation, inadequate capital, unexpected costs and operating deficits, increases in general and administrative costs, lower sales and revenues than forecast, loss of customers, customer returns of products sold to them by the Company, disadvantageous currency exchange rates, termination of contracts, loss of suppliers, technological obsolescence of the Company's products, technical problems with the Company's products, price increases for supplies and components, inability to raise prices, failure to obtain new customers, litigation and administrative proceedings involving the Company, the possible acquisition of new businesses that result in operating losses or that do not perform as anticipated, resulting in unanticipated losses, the possible fluctuation and volatility of the Company's operating results, financial condition and stock price, losses incurred in litigating and settling cases, dilution in the Company's ownership of its business, adverse publicity and news coverage, inability to carry out marketing and sales plans, loss or retirement of key executives, changes in interest rates, inflationary factors, and other specific risks that may be alluded to in this Annual Report or in other reports issued by the Company. In addition, the business and operations of the Company are subject to substantial risks which increase the uncertainty inherent in the forward-looking statements. In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives or plans of the Company will be achieved.
PART I
ITEM 1 - DESCRIPTION OF BUSINESS
General
Rubber Technology International, Inc. ("RTEK") is a Florida corporation that accepts waste tires from tire retailers, service stations, salvage yards and from clean up jobs with governmental agencies, private individuals and companies.
In the early 1990's, Raymond L. Webb and James Mason initiated a business of cleaning up tire stock piles, collecting and receiving tires for shred and land filling the remnant portions. This is the dominant business of the majority of companies in the tire recycling business.
In late 1996, this business was incorporated in Nevada as Rubber Technology International, Inc. ("RTI-Nevada"). RTEK initiated the preparation of a full tire recycling facility in Los Angeles, CA. In February 1997, RTI-Nevada purchased a Florida-based publicly traded corporation, Sunshine Capital, Inc. (SCI), and through a reverse merger technique became company traded on the over-the-counter bulletin board maintained by Nasdaq. Concurrently, SCI changed its name to Rubber Technology International, Inc. ("RTEK").
The common stock of RTI-Nevada was exchanged for the common stock of Sunshine Capital, Inc. Concurrently, Sunshine changed its name to Rubber Technology International, Inc. The transaction took the form of a reverse merger, with the Webb family then owning 3,700,000 shares of RTI common stock and the original incorporators owning a minor amount. A 300 for one reverse stock split was effected in February 1997.
The Company raised additional capital in private placements effectuated in accordance with Rule 504 promulgated by the Securities Exchange Commission in 1997 and 1998. These transactions resulted in approximately $1,907,985 in gross proceeds. RTEK furthered its operations by making investments in plant, production, design, product development and the sales. RTEK also developed a reputation for quality products and timely production.
On March 12, 2000, the Company entered into a Securities Purchase Agreement pursuant to which it agreed to issue $800,000 aggregate amount of convertible debentures. These debentures are convertible at 75% of the bid price of the Company's common stock on the trading day preceding the date of conversion.
RTEK uses 100% recycled, scrap rubber in a proprietary process to produce a line of molded rubber products. The scrap tires are reduced in size with shredders, grinders and cracker millsThe steel and nylon fluff are removed with magnets and blowers at appropriate stages of the production. As a result of this process, particles of rubber are produced. The particles are called "Crumb Rubber", little pieces of rubber in varied sizes from 3/8 inch to 40 mesh. These materials pass through sizing screens.
RTEK sells Crumb Rubber for use in rubberized running tracks, tennis courts, rubber railroad crossings, earthquake isolators, traffic safety devices and rubberized asphalt for roads and for other applications and to manufacturers of molded products.
RTEK manufactures and sells high quality, recycled rubber for a variety of applications within the transportation, agriculture, sports and fitness, playground equipment and manufacturing industries. The Company uses recycled rubber from scrap tires as the exclusive source of rubber for its own products. RTEK also sells processed, recycled rubber as a raw material for use by others.
RTEK has increased production of its Crumb Rubber and molded products through continuous improvements of its manufacturing processes. RTEK is currently implementing new proprietary production methods that it believes will permit it to increase production significantly by shortening of the production cycle. These methods will permit the production of products with a wide variety of potential applications. RTEK believes that these new processes will also permit more efficient use of raw materials, thus expanding the use of scrap tires as a raw material.
The key components of RTEK's expansion strategy include: (1) expanding production of RTEK's existing product lines by improving the production process; (2) focusing sales and marketing efforts on the higher value market segments; (3) development of new products i.e. playground safety surfacing; and ( 4) establishing additional plants in other locations where large quantities of scrap tires are located.
RTEK is known for its innovation and production. RTEK is developing new products and marketing these to industries that are currently using products made from virgin (new) rubber. RTEK's industry focus is recycled rubber and molded products. RTEK markets to customers in North America, Europe and the Pacific Rim.
Products and Services
The rubber tire recycling industry itself is less than twenty years old. Over a dozen states in the United States have established methods, criteria and support for the disposal of used tires. California is an industry leader. Not only has it mandated requirements on the landfills within the state, eliminating obligation to accept tires in the landfills, but the California Integrated Waste Management Board has established grants and other supportive programs for the businesses within California to foster the growth of all bona fide tire recyclers. Further, the state has issued mandates allowing and requiring the use of recycled products. Examples include the use of a mixed rubber and asphalt slurry solution on most asphalt roads and their repair as well as the use of rubber byproducts on school playgrounds in place of sand and/or wood fibers. Rubber is safer, more resilient and less expensive than other materials.
The Company's product mix includes:
Rubber for garden hose production Through a sub-contractor during the year 2000, the Company intends to commence to annually deliver 4.5 million pounds of product. Management of the Company anticipates that these requirements could increase in the event the Company successfully satisfies this contract.
Asphalt Rubber The Company currently delivers rubber to the asphalt industry.
Playground Fill The Company delivers more than one million pounds annually to local and out of state schools. This product is ground rubber and fiber to a 3/8" +/- size, without metal. The Company will be initiating an advertising campaign to promote this product.
Molded Products .There are two forms of molded products, traffic and safety products that the Company produces from its stockpiles and the Company prepares on a service basis. Sales of traffic devices have increased to approximately 250,000 pounds annually.
Landscape products, principally comprised of tree rings and borders. These are produced under contract and sold in WalMart and Target stores
Service Income
The Company receives used tires for shredding and grinding into other products. For this service the Company is paid a "tipping fee". There is a fee paid in all jurisdictions for tire recycling but the amount of the fee varies. In Los Angeles the fee the Company receives ranges from $0.45 to $5.00 per tire.
Competition
There are very few full recyclers in any areas. For example, in Los Angeles there are approximately eight companies that take in tires. Of these companies, all but five simply shred the tires and land fill the shreds, and of these shredding companies one has approached RTEK to accept shredded tires on a wholesale basis. The stated goal of the California Governmental Board is to eliminate the land filling of all tires and to cause all waste tires to be recycled or reused in some way.
The two companies in Los Angeles that actually recycle tires are RTEK and a company that only produces rubber for the rubberized asphalt industry. RTEK has a purchase order from this competitor to cover volume short runs as they occur. Only RTEK creates a final product from the tires it receives.
Last year, RTEK received almost three million pounds of tires. RTEK can increase its receipts of tires without significant expense or revenue reduction by increasing collection sites in other counties or states and thereby increase its revenues and profits.
Trademarks, Patents, and Other Intellectual Property
RTEK's philosophy is to utilize existing technology in all its production applications. There are no patents, etc. in RTEK's name and no additional research and development costs have been incurred in the pursuit of new processes. All research and development is applied to the research of new and better products.
Marketing Plan
Tire recycling is a relatively new industry. New products are being created every day based on the creativity of the inventors and the inherent characteristics and components of rubber. RTEK has recently identified several recycled products that it intends to market in the future. Based on its ability to produce these products, past sales, and discussions with current and prospective customers, RTEK will concentrate its efforts in (i) mesh for various products including garden hoses, (ii) playground fill, and (iii) molded products. The receipt of tipping fees continues to increase as long as tires are being taken in and products are produced to customers.
Governmental Regulations
Management of the Company is not aware of any significant governmental regulations on the operation of its business, other than environmental regulations. Most jurisdictions require a process permit to assure that tire piles are not allowed to accumulate into a fire hazard and mosquitoes are controlled. RTEK has permits for its Los Angeles facility.
ITEM 2. DESCRIPTION OF PROPERTY
The Company presently has only one production facility, located at 3185 East Washington Blvd, Los Angeles, CA 90023. The Company's telephone number is (323) 268-6842 and its facsimile number is (323) 268-7328. The Company's offices contain approximately 1,800 square feet and the Company's production facility of 17,200 square feet houses all equipment necessary to store shred, grind and mold used tires into marketable products.
The Company's facility is leased for a monthly rental of $12,848 and has a term until December 31, 2001, with a five year option to extend.
ITEM 3. LEGAL PROCEEDINGS
The Company may from time to time be involved in various claims, lawsuits, disputes with third parties, actions involving allegations of discrimination, or breach of contract actions incidental to the operation of its business. The Company is not currently involved in any such litigation which it believes could have a materially adverse effect on its financial condition or results of operations.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There were no matters submitted to a vote of security holders during year ended November 30, 1999.
Rubber Technology International Inc. Gets New Investment
LOS ANGELES--(BUSINESS WIRE)--March 23, 2000--Rubber Technology International Inc. (OTCBB:RTEK ) today announced that HLKT Holdings LLC, an institutional investor, has agreed to invest $800,000 for equity in Rubber Technology over the next 60 days.
HLKT has already funded $400,000 in gross proceeds to Rubber Technology from this investment.
``This investment provides us the needed liquidity to move forward with our immediate growth plans,' said Ray Webb, Rubber Technology's president. ``We continue to actively discuss additional financing with other sources for our long term plans and have found the market receptive since we became a fully reporting company.'
Rubber Technology International is a leader in the tire recycling industry. The Los Angeles-based company is paid to receive scrap tires that are then ground into crumb rubber, which is in ever-increasing demand for molded goods, topping for horse arenas, safety material for playgrounds and as an ingredient in rubberized asphalt.
Rubber Technology International Inc. Gets Nasdaq Approval and has `E' Removed from Symbol
LOS ANGELES--(BUSINESS WIRE)--March 22, 2000--Rubber Technology International Inc. (OTCBB:RTEK ) announced today that Nasdaq advised on its daily list, and in fact has effectuated, a change of the symbol for the company from ``RTEKE' to ``RTEK' on March 20, 2000.
The company's common stock will remain trading on the OTCBB. The daily list can be viewed at www.otcbb.com/dailylist .
Rubber Technology International Inc. Acquires Global Sight Inc. and Elects Successor Issuer Status
LOS ANGELES--(BUSINESS WIRE)--March 16, 2000--Rubber Technology International Inc. (OTCBB:RTEKE ) today announced that the Company has entered into a stock exchange agreement with Global Sight Inc. under which RTEK acquired Global Sight.
Immediately subsequent to the stock exchange, RTEK elected successor issuer status under Rule 12g-3 of the Exchange Act. The Company has filed a Form 8-K with the SEC which will provide more information on the stock exchange as well as appropriate financial information with respect to RTEK.
The Form 8-K filing, which is expected to be available through the SEC's EDGAR system at www.sec.gov , is Rubber Technology Interna |
