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Technology Stocks : Thermo Tech Technologies (TTRIF) -- Ignore unavailable to you. Want to Upgrade?


To: Sheldon Fast who wrote (5809)10/12/1999 1:17:00 AM
From: CAYMAN  Respond to of 6467
 
The Cover Letter - October 6, 1999

Ladner Downs
Barristers & Solicitors
Document: 580467:01

1200 WATERFRONT CENTRE
200 BURRARD STREET
PO BOX 48600
VANCOUVER, CANADA V7X 1T2

TELEPHONE (604) 687-5744

FAX (604) 687-1415

CHRISTINA D. SWAN LEGAL ASSISTANT

DIRECT LINE (604) 687-5744 EXT. 4314

E-MAIL: cswan@ladner.com

FILE NO:

October 6, 1999

VIA SEDAR

British Columbia Securities Commission

Dear Sirs/Mesdames:

Thermo Tech Technologies Inc. - Interim Financial Statements

On behalf of Thermo Tech Technologies Inc. (the "Termo Tech") we submit via SEDAR Thermo Tech's Interim Financial Statements for the three months ended July 31, 1999 and 1998.

The mailing to the shareholders will occur in the near future and that we should receive a confirmation of mailing from the transfer agent thereafter. When we have received the confirmation of mailing we will attach it to this filing.

Should you have any questions regarding this filing, please contact the writer or Eric Doherty at (604) 640-4193.

Yours truly,

By: (signed) Christina D. Swan

Christina D. Swan Legal Assistant



To: Sheldon Fast who wrote (5809)10/13/1999 8:37:00 PM
From: CAYMAN  Respond to of 6467
 
SEDAR (System for Electronic Document Analysis and Retrieval) is the system used for electronically filing most securities related information with the Canadian securities regulatory authorities. Filing with SEDAR started January 1, 1997, and is now mandatory for most reporting issuers in Canada.

Thermo Tech TM Technologies Inc.

Unaudited Financial Statements for the Three Month Periods Ended July 31, 1999 and 1998

Document: 579869:01

Page 11

On June 2, 1999 the Company was notified by the British Columbia Securities Commission (the "Commission") that it was conducting a review of the Company's continuous disclosure reporting. The British Columbia Securities Commission announced in its letter of June 2, 1999 that it would be reviewing the following information disclosed by the Company over the periods noted:

· The company's internet website;

· Audited financial statements for the years ended April 30, 1998 and 1997;

· Interim financial statements for the periods ended July 31, 1997 and 1998, October 31, 1997 and 1998, and January 31, 1998 and 1999;

· Quarterly reports in SEC Form 10Q and 20F for the periods referred to above;

· News releases from March 24, 1997 to April 22, 1999

· Material change reports from August 25, 1997 to April 22, 1999;

· Insider reports;

· Form 20's (disclosure of material events);

· The information circulars dated as of September 22, 1997 and September 25, 1998;

· Trading history for the period November 26,1998 to November 23, 1998;

· AIF dated September 25, 1998; and

· Dissident Proxy Circular dated October 19, 1998.

As a consequence of this review, the Commission determined that it was not satisfied with the Company's continuous disclosure in respect to the Company's acquisition of a 50% interest in Ontario Thermo Tech™. On July 14, 1999 the British Columbia Securities Commission issued a Cease Trade Order under Section 164 of the Securities Act R.S.B.C. 1996, c.418. The Order concluded as follows:

"AND WHEREAS it appears to staff that, during the period of February 11, 1998 through to the date of this order, the issuer failed to issue and file a press release, and failed to file a material change report, that were sufficiently complete to enable a reader to appreciate the significance of the Acquisition without references to other material, contrary to section 85 of the Securities Act, F.S.B.C. 1996, c.418 (the "Act"), including the following disclosure deficiencies concerning the Acquisition:

(a) - the issuer has failed to disclose the nature and substance of the transactions and underlying agreements related to the Baha Agreement and the Acquisition, including certain matters referred to in Paragraph 2 above; and

(b) - the Issuer has failed to disclose the reasons for the Issuer incurring an indebtedness of $11,545,464 for an acquisition valued at $5,968,992;

(collectively, the "Required Disclosure");

NOW THEREFORE it is ordered under section 164 of the Act that all persons cease trading in the securities of the Issuer until the Issuer makes the Required Disclosure.

DATED at Vancouver, British Columbia, on July 14, 1999."




To: Sheldon Fast who wrote (5809)10/13/1999 8:45:00 PM
From: CAYMAN  Respond to of 6467
 
SEDAR -- Thermo Tech TM Technologies Inc.

Unaudited Financial Statements for the Three Month Periods Ended July 31, 1999 and 1998

Document: 579869:01

Page 14

Results of Operations

Comparison of Three Months Ended July 31, 1999 and 1998.

Revenues. The Company's $1,355,994 in revenue for the three months ended July 31, 1999 was an increase of $445,382 compared to revenue of $910,612 for the three months ended July 31, 1998. Higher overall revenues for the three months ended July 31, 1999 were primarily attributable to increased processing capacity in Thermo Masterä plants and advances in Company technology which have increased revenue potential on every ton of organic waste processed. During commissioning and start-up of the Richmond Bio Conversion plant, all revenue and expenses were capitalized.

Plant Operating Costs. The Company experienced plant operating costs of $570,695 for the three months ended July 31, 1999 compared to $507,654 for the three months ended July 31, 1998. Transfer station operating costs increased to $660,796 for the three months ended July 31, 1999 from $234,711 for the three months ended July 31, 1998. This increase was primarily due to increased waste processing activities at the Company's Thermo Master ä plants.

Profit Before Expenses. The profit before transfer station expenses for the three months ended July 31, 1999 was $785,299 compared to $402,958 for the corresponding period in 1998. After all plant and transfer station operating costs, operations showed a profit of $124,503 for the three month period ended July 31, 1999, as compared to $168,427 for the three month period ended July 31, 1998.

Operating Expenses. Total operating expenses for the Company's Thermo Masterä plants for the three months ended July 31, 1999, increased to $1,982,479 from $1,845,317 during the corresponding period in 1998. This $137,162 increase was primarily due to increased research and development expenditures and professional costs incurred as a result of the British Columbia Securities Commission's review of the Company's continuous disclosure reporting.

Engineering Deficiency Expenses. Engineering deficiency expenses during the three months ended July 31, 1999 decreased to $34,714 from $201,458 during the corresponding period in 1998. This decrease primarily reflects the fact that plant designs have been completed, as have most modifications and upgrades to existing facilities.

Selling, General and Administrative Expense. Selling, general and administrative expenses decreased to $1,088,947 for the three months ended July 31, 1999 from $1,262,447 in the corresponding period of 1998. This decrease was primarily attributable to the implementation of cost cutting measures designed to minimize operational expenses over the past year.

Research and Development Costs. Research and development costs increased to $509,334 in the three months ended July 31, 1999 from $137,467 in the corresponding period in 1998. This $371,867 increase was primarily due to research and development expenditures incurred in connection with measures to enhance processing efficiency at the Company's Thermo Master ä plants.

Page 15

Other Expenses. Other expenses increased from $1,183,414 in the three months ended July 31, 1999 from $896,106 during the three months ended July 31, 1998. Other expenses were predominantly comprised of depreciation and amortization expense, which increased to $1,174,260 in the three months ended July 31, 1999 from $858,895 in the corresponding period in 1998. This increase was primarily due to asset purchases.

Net Earnings (loss) for period. Net loss for the period ended July 31, 1999 was $3,041,390, or $.01 per common share, as compared to $2,573,176, or $.03 per common share, at July 31, 1998. Losses were higher in the three month period ended July 31, 1999 as a result of increased research and development expenditures and the professional costs incurred as a result of the British Columbia Securities Commission review of the Company's continuous disclosure reporting.

Liquidity and Capital Resources

Cash amounted to $667,365 at July 31, 1999 as compared to $1,058,743 at April 30, 1999. This decrease of $391,378 was mainly due to investments in Thermo Master™ Mark III Plants of $3,803,698, deferred pre-operating costs in Richmond Bio Conversion Inc. of $303,340 and the current period net loss of $3,041,390. Cash requirements also included repayment of long term debt of $223,049. To fund these cash requirements the Company raised $6,984,148 in equity financing during the period.

The plant development program and asset growth has been funded to date by equity financing. This has been accomplished over the years through a combination of private placements of common shares, issuance of convertible debentures and the issuance of preference shares.

The Company intends to enter into debt financing arrangements for future plant development. It is currently in negotiations regarding financing of multiple plant construction programs.

Due to the July 14, 1999 Cease Trade Order of the British Columbia Securities Commission, the Company is unable to undertake any equity financing or issue shares upon the exercise of outstanding options and warrants or upon the conversion of outstanding Series One convertible Class A Preference Shares.

Risks and Uncertainties

The Company is engaged in the waste management and waste processing industry. Its operations are subject to a number of risks and uncertainties, which include:

Limited Operating History; Prior Losses. Although the Company was incorporated in 1983, it has only a limited history of operating the Thermo Master™ plants and the Thermo Master™

Mark III plants. The Company has completed and operated a total of four plants. The first plant commenced operations in 1994, the second and third commenced operation in June, 1995 and the fourth commenced operation in November, 1998. Accordingly the Company is subject to the risks associated with the absence of a lengthy operating history, including limited liquidity and financial resources. The Company has operated at a net loss in each year since its formation. Risks associated with losses have been associated with the Company's development of the Thermo Master™ plantsand the Thermo Master™ Mark III plants and continuing financing requirements.

Page 16

Fluctuations in Operating Results. The Company has experienced and may continue to experience significant period-to-period fluctuations in operating results as a result of a number of factors, including the volume of waste being processed at the Company's operating plants, the timing of the construction and subsequent operation of planned additional Thermo Master™ Mark III plants and the timing of sales. Additionally, the Company's expense levels are, to a large extent, fixed. The Company may be unable to adjust spending in a timely manner to compensate for any revenue shortfall in a particular quarter and according any significant shortfall in a particular quarter and accordingly any significant shortfall in revenue from the then operating Thermo Master™ Mark III plants could have a material adverse effect on the Company's business, operating results and financial condition.

Competition. The business environment in which the Company operates is highly competitive and subject to rapid change. While the Company believes no products technologically similar to the Thermo Master™ Mark III process or the Thermo Master™ III plants exist, the Company experiences competition from companies involved in other types of wet organic waste management including land filing, incineration, land application and composting. Certain of the Company's existing and potential competitors have greater technical, financial, marketing, sales and other resources than the Company. Future competition may arise from the development of allied or related techniques not encompassed by patents currently licensed to the Company and from the issuance of patents to other companies which may inhibit the Company's ability to develop certain products encompassed by such patents. Moreover, as the demand for the processing of raw organic waste grows, the Company expects new competitors to enter the markets and that a number of existing companies could attempt to increase their presence in the Company's market areas by acquiring or forming strategic alliances with competitors of the Company or by introducing products or services specifically designed for these markets. Increased competition could result in price reductions, reduced margins and loss of market share, all of which could materially adversely affect the Company.

Proprietary Protection. The Thermo Master™ process is the subject of patents registered in the United States and Canada. In addition, the Company has applied for patent protection under the Patent Cooperation Treaty. Application for a patent offers no assurance that a patent will be issued or issued without material modification. Moreover, there can be no assurance that the issued patents will not be circumvented or invalidated, that additional patents will be granted or that proprietary information can be maintained as such. The Company could incur substantial costs in seeking enforcement of its patent rights against infringement or the unauthorized use of its proprietary technology by others.

Dependence on Key Personnel. The Company's success in large measure depends on its ability to attract and retain highly skilled technical, management, sales and marketing personnel. Competition for such personnel is intense. The inability to attract and retain key personnel could impair the development of the Thermo Master Mark III process, the Thermo Master™ Mark III plants as well as new products and could have an adverse effect on the Company's business, operating results and financial condition.

Growth Strategy and New Thermo Master™ Plant Development. The Company's business plan includes an aggressive strategy with respect to the development and completion of New Thermo Master™ Mark III plants on a 50/50 joint venture basis with unrelated parties. There is a risk that the Company may have to reduce its equity participation to achieve new plants.

Page 17

Variations in Tipping Fee. Although the Company takes measures to ensure the viability of all new Thermo Master™ plants, including securing put and pay contracts or letters of intent, there is no assurance that tipping fees for the disposal of raw organic waste will remain constant or increase. Reduced tipping fees may impact on the decision of the Company to proceed with contemplated Thermo Master™ Mark III plants.

International Risks. The Company's primary business operations are in Canada and the Company has plans to construct Thermo Master™ Mark III plants in the United States. Changes in the free trade agreement between Canada and the United States may impact on the ability of the Company to expand as rapidly as projected in the United States. Fluctuations in the currency exchange rate for the Canadian dollar and the U.S. dollar may impact on the financial position of the Company.

Effect of Outstanding Options, Warrants and Series One Convertible Class A Stock. The Company has outstanding warrants, options and Series One Convertible Class A Stock. Although some of these options and warrants are exercisable at prices which may exceed the currently prevailing market prices of the Company's Common Stock, their existence could potentially limit the scope of increases in the market value of the Company's Common Stock which might otherwise be realized. The terms on which the Company may obtain additional financing during the respective terms of these outstanding stock options and warrants may be adversely affected by their existence. The holders of such stock options and warrants may exercise such securities, as the case may be, at times when the Company might be able to obtain additional capital through one or more new offerings of securities or other forms of financing on terms more favorable than those provided by such stock options or warrants.

Absence of Dividends. The Company has never paid any cash dividends on its Common Stock and no cash dividends are expected to be paid on the Common Stock in the foreseeable future. The Company anticipates that for the foreseeable future all of its cash resources and earnings, if any, will be retained for the operation and expansion of the Company's business.

Year 2000

The Year 2000 Issue arises because many computerized systems use two digits rather than four digits to identify a year. Date-sensitive information may recognize the year 2000 as 1900 or some other date, resulting in errors when information using the year 2000 is processed. In addition, similar problems may arise in some systems that use certain dates in 1999 to represent something other than a date. Systems that do not properly recognize such information could generate erroneous data or fail.

The Company believes that the Year 2000 Issue will not pose significant operational problems for the Company's computer systems; however, the Company's has not yet completed its assessment of all of its systems, or the computer systems of suppliers and other third parties with which it deals. While it is not possible at this time to assess the effect of a third party's inability to adequately address Year 2000 Issues, the Company does not believe the potential problems associated with year 2000 will have a material effect on its financial results.

Page 18

PART II

OTHER INFORMATION

Item 1. Legal Proceedings

Various lawsuits have been filed against the Company for incidents which arose in the ordinary course of business. In the opinion of management, the outcome of these actions is not determinable, but would not be material to operations. Should any loss result from the resolution of these claims, such loss will be charged to operations in the year of resolution.

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.





To: Sheldon Fast who wrote (5809)10/14/1999 11:00:00 AM
From: CAYMAN  Respond to of 6467
 
THERMO TECH TECHNOLOGIES INC.

NOTES TO CONSOLIDATED (UNAUDITED) FINANCIAL STATEMENTS

July 31, 1999

Page 7

1. BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in Canada for Interim Information and with the Instructions to Form 10Q and Rule 10-1 of the United States Securities Act of 1933 or Regulation S-X. 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 consisting of normal recurring accruals and certain adjustments to reserves and allowances considered necessary for a fair presentation have been included.
Operating results for the 3 month period ended July 31, 1999 are not necessarily indicative of the results that may be expected for the year ending April 30, 2000.

2. DIFFERENCE BETWEEN ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN CANADA AND THOSE IN THE UNITED STATES

These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in Canada ("Canadian GAAP") which differ in certain significant respects with those in the United States ("US GAAP"). The significant differences relate principally to the following items and the adjustments necessary to restate net loss and shareholders' equity in accordance with US GAAP are shown in the tables below.

(a) The company has advanced funds to Pacific Ocean Resources Corporation who in turn performed research and development activities on behalf of the Company. The terms of the agreement are such that this advance is to be repaid by Pacific Ocean Resources as they receive royalties from the Company. As a result the advance has been set up as a receivable. Under US GAAP such an advance would be considered a research expenditure and would be expensed in the period the advance was made.

(b) Under US GAAP, the Company would expense pre-operating costs in the year incurred.

(c) Under US GAAP, the Company would have been required to reclassify the convertible debentures as Mezzanine Equity.

(d) Under US GAAP, the Company would be required to recognize interest expense on convertible debt with below market conversion privileges at the date the debt was issued. As a result of convertible debt issued in 1996, 1997 and 1998 with below market conversion privileges, interest expense is recognized in these years. There is no such requirement in accordance with Canadian GAAP.

Page 8

----------------------------------- July 31, 1999 -- -- July 31, 1998

Net loss under Canadian GAAP -------- $(3,041,390) ------ $(2,573,176)

Expense – research (a) ------------------ 23,122 -------------- 20,426

Expense – operating costs (b) ----------(303,340)

Interestexpense (d) --------------------------------------(675,000)
----------------------------------------------------------------------

Net Loss under US GAAP ------------- $(3,321,608) ------ $(3,227,750)
--------------------------------------------------------------------

Loss Per Share under US GAAP --------- $(0.01) ------------ $(0.04)

Shareholders' Equity under

Canadian GAAP -------------------- $54,754,354 ------- $40,872,879

Expense research (a) --------------- (94,758) ----------- (189,035)

Expense pre-operating costs (b)--------(303,340)

Convertible debentures (c) ---------------------------- (3,839,750)
----------------------------------------------------------------------

Shareholders' Equity

under US GAAP ------------- $54,356,256 --------- $36,844,094

3. SHARE CAPITAL

The Company has authorized share capital of an unlimited number of common shares without par value and an unlimited number of Class A and Class B Preference shares without par value. During the period, the common shares and Series One Convertible Class A Preference shares issued are as follows:

COMMON SHARES

------------------------------- NUMBER ------ AMOUNT

Balance at April 30, 1999 --- 221,077,035 -- $90,051,271

Options and Warrants --------- 42,705,000 --- $6,984,150

Preference Shares ------------- 5,448,543 ------ 659,120
----------------------------------------------------------------------

Balance at July 31, 1999 ---- 269,230,578 -- $97,694,541
----------------------------------------------------------------------

Page 9

PREFERENCE SHARES

------------------------------NUMBER -------- AMOUNT

Balance at April 30, 1999 ---- 5,335 ----- $5,335,000

Class A ---------------------- (473) -------- (473,000)

Class B -------------------- - ---- -
----------------------------------------------------------------------

Balance at July 31, 1999 ---- 4,862 ------- $4,862,000
----------------------------------------------------------------------

4. RELATED PARTIES

Included in Accounts Payable is $1,314,439 (April 30, 1999 - $2,144,150) due to companies related to Officers and Directors.

5. COMPARATIVE FIGURES

Certain of the comparative figures have been reclassified to comply with the current period's presentation.





To: Sheldon Fast who wrote (5809)10/14/1999 2:57:00 PM
From: CAYMAN  Respond to of 6467
 
SEC At Last!

The United States Securities and Exchange Commission called me this morning. I about bolted right out of my chair with shock. Anyway, for those who think the SEC is not aware of my (our) situations with Thermo Tech … think again … they are. We had a (LONG) conversion by which I felt much better afterwards.

I would strongly urge all of you with protest to contact the SEC regarding TTRIF. The squeaky wheel gets the oil, so to speak and it works. Doing zilch accomplishes just that … NOTHING.

How Do I Submit My Complaint?

Our Email Address is: enforcement@sec.gov

Our Mailing Address is:

SEC Division of Enforcement
Enforcement Complaint Center
Mail Stop 2-2
450 Fifth Street, N. W.
Washington, D.C. 20549-0202

Our Fax Number is: (202) 942-9570

Our Toll Free Number is: 1-800-SEC-0330

While speaking with the SEC, I was informed again that they CANNOT tell (ANYONE) if they (ARE) or (ARE NOT) investigating a company. Until they have authentic evidence … then and only then will they voice an allegation.

The information I gave to the SEC relative to TT was exactly the same as was given to the British Columbia Securities Commission (BCSC). All this data (a stack) was sent last August 18, 1999.

Regards,

cayman_98



To: Sheldon Fast who wrote (5809)10/14/1999 6:59:00 PM
From: CAYMAN  Respond to of 6467
 
THERMO TECH TECHNOLOGIES INC.

CONSOLIDATED BALANCE SHEET

(Canadian $)

Page 3

July 31, 1999 (unaudited)

April 30, 1999 (unaudited)

ASSETS

CURRENT ASSETS

-----------------7/31/99 ------ 4/30/99

Cash in bank -- $ 667,365 -- $ 1,058,743

Accounts Receivable – Trade -- 1,146,202 -- 1,320,954

Account s Receivable – Other -- 265,948 -- 611,407

Prepaid Expenses -- 163,115 -- 192,615

Total Current Assets -- 2,242,630 -- 3,183,719

OTHER ASSETS

Due from Pacific Ocean Resources Corporation -- 94,758 -- 117,880

Land -----2,111,646 -- 2,111,646

Plant and Equipment -- 63,925,447 -- 61,117,622

Pre-Construction Costs -- 886,199 -- 881,559

Engineering Design Package -- 4,735,641 -- 4,783,779

Licenses -- 2,973,878 -- 3,048,878

Due from Co-venturer -- 1,200,000 -- 1,200,000

Deferred Pre-Operating Cost -- 1,464,684 -- 1,161,344

Total Other Assets -- 77,392,253 -- 74,422,708

TOTAL ASSETS -- $79,634,883 -- $77,606,427

Page 4

THERMO TECH TECHNOLOGIES INC.

CONSOLIDATED BALANCE SHEET

(Canadian $)

July 31, 1999 (unaudited) -- April 30, 1999 (unaudited)

LIABILITIES

CURRENT

Accounts payable -- $14,349,645 -- $16,039,121

Current portion of obligation

Under Capital leases -- 17,152 -- 17,792

Current portion of long term debt -- 1,865,790 -- 1,880,620

Loan payable -- 6,405,308 -- 6,405,308

Total Current Liabilities -- 22,637,895 -- 24,342,841

LONG TERM DEBT

Lease payable -- 23,593 -- 24,730

Long term debt -- 2,219,041 -- 2,427,260

Total Long term debt -- 2,242,634 -- 2,451,990

SHAREHOLDERS' EQUITY

Preference Shares -- 6,775,141 -- 7,434,263

Share Capital -- 97,694,541 -- 90,051,271

Retained Earnings -- (49,715,328) -- (46,673,938)

Total Shareholders' Equity -- 54,754,354 -- 50,811,596

TOTAL LIABILITIES -- $79,634,883 -- $77,606,427

APPROVED ON BEHALF OF THE BOARD

/s/ Rene J. Branconnier Director

/s/ Daniel B. Cumming Director

Page 5

THERMO TECH TECHNOLOGIES INC.

Consolidated Statements of Loss and Deficit

FOR THREE MONTHS ENDED July 31, 1999 and 1998 (UNAUDITED)

(Canadian $)

Revenue -- $1,355,994 -- $910,612

Cost of Operations, Thermo Master Plants -- 570,695 -- 507,654

Income Before Transfer Station Costs -- 785,299 -- 402,958

Cost of Operations, Transfer Station Costs -- (660,796) -- (234,711)

Profit before Expenses -- 124,503 -- 168,247

OPERATING EXPENSES

Selling, General & Administrative -- 1,088,947 -- 1,262,447

Professional Fees -- 349,484 -- 243,945

Engineering Deficiencies -- 34,714 -- 201,458

Research & Development -- 509,334 -- 137,467

----------------------1,982,479 -- 1,845,317--------------------------

Loss from Operations -- (1,857,976) -- (1,677,070)

OTHER EXPENSE (INCOME)

Other Expense (income) -- 9,154 -- 36,115

Loss on disposal of assets -- 1,096

Depreciation & Amortization -- 1,174,260 -- 858,895

Total Other Expense -- 1,183,414 -- 896,106

NET LOSS -- (3,041,390) -- (2,573,176)

DEFICIT BEGINNING PERIOD -- (46,673,938) -- (20,485,710)

DEFICIT END OF PERIOD -- $(49,715,328) -- $(23,058,886)

Weighted average common shares
outstanding ------------------ 252,956,313 -- 73,691,623

Loss Per Common Share -- $ (0.01) -- $(0.03)

Page 6

THERMO TECH TECHNOLOGIES INC.

CONSOLIDATED STATEMENTS OF CHANGES IN FINANCIAL POSITION

FOR THREE MONTHS ENDED July 31, 1999 and 1998 (UNAUDITED)

(Canadian $)

Three Months ended July 31, 1999 -- 1998

OPERATIONS

Net Loss -- $(3,041,390) -- $(2,573,176)

Amortization & Dep. Not affecting cash -- 1,174,260 -- 858,895

---------------------------------------1,867,130) -- (1,714,281)------

Change in non-cash operating working

capital items --(1,139,765) -- 702,909

-------------(3,006,895) -- (1,011,372)-------------------------------

FINANCING

Share Capital -- 7,643,270 -- 7,891,984

Preference Shares -- (659,122) for 7/31/99

Convertible Debentures -- 3,224,850 for 7/31/98

Capital Leases -- (1,777) -- 14,789

Long Term Debt -- (223,049) -- 3,861,584

Due to Officers and Directors -- (736,247) -- 7/31/98

Loan Payable -- 2,000,000 -- 7/31/98

-------------------6,759,322 16,256,960-------------------------------

INVESTING

Deferred Pre-Operating Cost -- (303,340) -- 7/31/99

Acquisition of Plant, Equipment

and Construction Cost -- (3,803,698) -- (12,519,401)

Proceeds (Acquisition) of Investments -- (445,041) -- 7/31/98

Engineering and Design -- (59,889) -- 7/31/99

Repayment from Pacific Ocean -- 23,122 -- 20,426

Licenses -- (2,000,000) -- 7/31/98

----------------------(4,143,805) -- (14,944,016)---------------------

(Decrease) Increase in Cash -- (391,378) -- 301,571

Cash, Beginning of Period -- 1,058,743 -- 3,267,954

Cash, End of Period -- $667,365 -- $3,569,525




To: Sheldon Fast who wrote (5809)10/17/1999 11:48:00 PM
From: CAYMAN  Read Replies (2) | Respond to of 6467
 
Tony Diez ~ Ackman ~ Jackman

You wrote:

You can call TT a scam if you like. I believe otherwise. From the volumes traded lately, so do others believe otherwise. A lot of good news to come out from what I have been told once the CTO is lifted. Watching and waiting.

Just callin' it like I sees it,

Tonster

**********************************************************************

Reply:

Well Jackman, I see you crawled out from under your rock to spread more Bull.

Have you checked the (LIABILITIES) on Form 10-Q? I have! And it tells me that there is NO good news. I don't know where your coming from Boy … but it ain't from this world.

TT is in economical death from reading the Unaudited Financial Statements on SEDAR.

In marshaling to persevere, TT must attain 20 Million in cash, tout-de-suite. They have now 2.2 Million in available liquid assets with only 700 Thousand in cash. Not to mention, the present indebtedness of about Twenty Two (22) Million.

And you call this favorable?!

"The trouble with the rat race is that even if you win, you're still a rat."
-- Lily Tomlin, Comedian

cayman_98

Posted: 10/17/1999 11:42 pm EDT as a reply to: Msg 2408 by tonydiez