A touch of DD for DD. . . SETO HISTORIC VITALS:
The Company was incorporated on October 8, 1985 in the State of Nevada, under the name Epic Resources, Inc. ("Epic") for the purpose of exploring and developing mineral, oil and gas properties. On April 21, 1987 Epic was merged with Semicon Tools, Inc., a newly formed New York corporation, with Epic being the surviving entity. Epic then changed its name to Semicon Tools, Inc.
The Company's executive offices are located at 111 Business Park Drive,Armonk, New York. The Company's telephone number is (914) 273-1400
A change in control of Semicon Tools, Inc. (the "Company") occurred on November 26, 1997, as a result of its issuance of 10,000,000 shares of its Common Stock to Tan Khay Swee. The Company issued such shares as the consideration for its acquisition of all of the outstanding capital stock of Teik Tatt Holding Co., (1979) Sdn. Bhd. as described in Item 2 below. Mr. Sweenow owns beneficially, directly and indirectly, approximately 51% of theCompany's issued and outstanding shares of Common Stock.
The Company intends to continue using TTH's assets for its business as presently conducted. TTH is one of the leading Malaysian manufacturers of plastic ropes and twine, which are commonly used in fishery, construction, agriculture, forestry, shipping, transportation and sporting and household uses. Through a wholly-owned subsidiary, TTH also manufactures rubber bands. TTH also recovers and recycles plastics and nonferrous and precious metals from electrical/telephone cables and electronic components, including obsolete computers.
The Company currently intends to use its existing network of electronic and semiconductor sales representatives and distributors to expand this product line to obtain additional sources and consumers of recyclable materials, focusing on the United States and Europe. Consideration Paid or Payable. Pursuant to an agreement dated the Closing Date, among the Company, TTH and Tan Khay Swee, the stockholder of TTH, the Company acquired the TTH Stock in exchange for an aggregate of 10,000,000 shares of the Company's Common Stock.
5.2 The authorized capital stock of the Company consists solely of 100,000,000 Shares of Common Stock, $.001 par value per Share...
As of January 31, 1996, the Company had a 9 1/4% interest in KBR (Malaysia)SDN. BHD., a foreign affiliate, which manufactures products sold by the Company. This investment is recorded under the equity method of accounting since the Company exercises significant influence over its operating and financial activities. During the six months ended July 31, 1996, this affiliate relocated its manufacturing facilities and operations were minimal, accordingly, the Company has not recorded any equity in operations for the year.
The Company's other wholly-owned subsidiary, Fuji Fabrication, SDN BHD, a Malaysian corporation, manufactures cellular phone replacement batteries. On June 30, 1998, the Company issued 100,000 shares of its unregistered common shares in exchange for 100% of the outstanding shares of Fuji Fabrication, SDN BHD, the value of the shares being $1.00 per share. The acquisition was accounted for as a purchase.
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MARKET VALUE OF SETO ON JUNE 30, 1998 WAS .79/shr. . . . FUJI FABRICATION was purchased for 79,000 worth of common stock. Sort of puts a different spin on that news release pushing the name "FUJI" with Sony, Panasonic, etc. . .
You guys know that I don't pull punches, so I gotta tell ya. . .the whole FUJI connection looks and smells fishy to me. It appears that there may be an effort to confuse shareholders. If so, that throws up a major red flag. Hope this helps clarify things some.
Rande Is |