UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 2005
[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange
Act of 1934
For the transition period to
Commission File No. 0-13337
ADVANCED BATTERY TECHNOLOGIES, INC.
-------------------------------------------------
(Name of Small Business Issuer in Its Charter)
DELAWARE 22-2497491
------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
136-14 Northern Blvd., Suite 8E, Flushing, NY 11354
---------------------------------------------------
(Address of principal executive offices)
718-359-6866
---------------------------------------------------
(Issuer's telephone number, including area code)
Check whether the 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 for
such shorter period that the registrant was required to file such reports);
and (2) has been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
The number of shares outstanding of each of the issuer's class of equity
as of the latest practicable date is stated below:
Title of each class of Common Stock Outstanding as of August 18, 2005
--------------------------------------------------------------------------
Common Stock, $0.001 par value 25,337,116
Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements........................ 3
Item 2. Management's Discussion and Analysis or Plan of
Operation............................................... 9
Item 3. Controls and Procedures.................................. 11
PART II - OTHER INFORMATION........................................... 12
Item 1. Legal Proceedings........................................ 12
Item 2. Changes in Securities and Use of Proceeds................ 12
Item 3. Defaults Upon Senior Securities.......................... 12
Item 4. Submission of Matters To a Vote of Security Holders...... 12
Item 5. Other Information........................................ 12
Item 6. Exhibits and Reports on Form 8-K......................... 12
-2-
PART I - FINANCIAL INFORMATION
ADVANCED BATTERY TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
June 30,2005
------------
(Unaudited)
USD
ASSETS
Current assets
Cash and cash equivalents $ 29,985
Accounts receivable 60
Inventories 367,075
Prepayments, deposits and other receivable 1,138,474
----------
Total current assets 1,535,594
Property, plant and equipment, net 8,858,763
Construction in process 3,109,394
Deposits for acquisition of property, plant and
equipment 185,484
Rights to use land and power, net 420,789
Patents, net 2,310,386
Prepaid expenses 3,149,982
----------
Total assets $ 19,570,392
==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 108,357
Accrued expenses and other payables 315,376
Notes payable 362,450
Other loans payable 301,780
Current maturities of long-term debts 1,844,582
Customer deposits 1,395,822
Welfare payable 80,250
----------
Total current liabilities 4,408,617
Long-term debts, less current maturities 1,209,277
----------
Total liabilities 5,617,894
----------
Minority interests 3,639,770
----------
Stockholders' equity
Common stock (Note 3) 25,337
Additional paid-in capital 13,944,707
Accumulated deficit (3,684,802)
Accumulated other comprehensive income 27,486
----------
Total stockholders' equity 10,312,728
----------
Total liabilities and stockholders' equity $ 19,570,392
==========
See the accompanying notes to the unaudited consolidated financial statements.
-3-
ADVANCED BATTERY TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended Six months ended
June 30, June 30,
------------------------ ----------------------
2005 2004 2005 2004
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
USD USD USD USD
Revenue $ 236,360 $ 492,666 $ 267,767 $ 968,675
Cost of sales (156,205) (343,552) (180,370) (610,118)
---------- ---------- ---------- ---------
Gross profit 80,155 149,114 87,397 358,557
Other income 578 6 1,379 105
Selling expenses (5,255) (6,637) (8,251) (13,742)
General and administrative
expenses (476,723) (103,452) (918,562) (348,119)
Research and development costs (25,514) (13,184) (25,514) (37,017)
Interest expense (61,690) (781) (110,406) (7,872)
---------- ---------- ---------- ---------
(Loss)/income before minority
interests (488,449) 25,066 (973,957) (48,088)
Minority interests 31,529 (7,520) 80,746 14,426
---------- ---------- ---------- ---------
Net (loss)/income $ (456,920) $ 17,546 $ (893,211) $ (33,662)
========== ========== ========== =========
Net (loss)/income per share
(Note 5) $ (0.019) $ 0.002 $ (0.039) $ (0.004)
========== ========== ========== =========
Weighted average number of
shares outstanding 24,599,753 9,697,474 23,050,807 9,419,302
========== ========== ========== =========
See the accompanying notes to the unaudited consolidated financial statements.
-4-
ADVANCED BATTERY TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six months ended June 30,
---------------------------
2005 2004
(Unaudited) (Unaudited)
USD USD
Cash flows from operating activities :
Net loss $ (893,211) $ (33,662)
Adjustments to reconcile net loss to
net cash (used in)/provided by
operating activities:
Depreciation and amortization 119,377 80,292
Amortization of prepaid expenses 677,052 -
Minority interests (80,746) (14,426)
Changes in operating assets and
liabilities :
Decrease/(increase) in accounts
receivable 258 (318,973)
Increase in inventories (132,944) (133,716)
(Increase)/decrease in prepayments,
deposits and other receivable (833,624) 38,287
Increase in accounts payable, accrued
expenses and other payable 78,287 379,665
Increase in customer deposits 579,317 227,731
Increase in welfare payable 22,223 17,362
--------- ---------
Net cash (used in)/provided by operating
activities (464,011) 242,560
--------- ---------
Cash flows from investing activities :
Purchase of property, plant and equipment (3,067,158) (127,875)
Additions to construction in process (1,148,454) (504,008)
Purchase of patents - (5,065)
--------- ---------
Net cash used in investing activities (4,215,612) (636,948)
--------- ---------
Cash flows from financing activities :
Net proceeds from issuance of common
stocks 3,383,084 -
Repayment from officers - 90,788
(Decrease)/increase in other loans payable (27,788) 285,913
Decrease in other loans receivable - 35,249
Increase in long-term debts 594,116 10,421
--------- ---------
Net cash provided by financing activities 3,949,412 422,371
--------- ---------
Net (decrease)/increase in cash and cash
equivalents (730,211) 27,983
Effect of foreign exchange rate changes 2,181 -
Cash and cash equivalents, beginning of
period 758,015 8,063
--------- ---------
Cash and cash equivalents, end of period $ 29,985 $ 36,046
========= =========
See the accompanying notes to the unaudited consolidated financial statements.
-5-
ADVANCED BATTERY TECHNOLOGIES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
(i) The accompanying consolidated financial statements of Advanced
Battery Technologies, Inc. ("ABAT") and its subsidiaries (the
"Group") have been prepared in accordance with generally accepted
accounting principles in the United States of America for interim
consolidated financial information. Accordingly, they do not include
all the information and notes necessary for comprehensive
consolidated financial statements.
In the opinion of the management of ABAT, all adjustments necessary
for a fair presentation of the financial position and the results of
operations and cash flows for the interim periods have been included.
Interim results are not necessarily indicative of results for a full
year.
(ii) The Company has two subsidiaries, Cashtech Investment Limited
("Cashtech"), a British Virgin Island corporation, and Heilongjiang
ZhongQiang Power-Tech Co., Ltd. ("ZQ Power-Tech"). ZQ Power-Tech is
a limited liability company established in the People's Republic of
China (the "PRC") in which Cashtech owns 51.2% interest as of June
30, 2005.
(iii) On March 1, 2004, the previous stockholders holding 70%
ownership of ZQ Power-Tech agreed to the transfer of their
shares to obtain 100% ownership in Cashtech. Cashtech is the
legal parent of ZQ Power-Tech since inception, with the
transaction being treated as a reverse merger and
recapitalization of ZQ Power-Tech, which is treated as the
accounting acquirer.
On May 6, 2004, ABAT completed a share exchange with the
stakeholders of Cashtech. This share exchange has been
treated as a reverse takeover with Cashtech taken as the
accounting acquirer and ABAT as the accounting acquiree.
The purchase method under reverse takeover accounting has been
applied for the above two share exchanges. These consolidated
financial statements issued under the name of the legal parent,
ABAT, are a continuation of the financial statements of ZQ
Power-Tech.
(iv) The Group has an accumulated deficit as at June 30, 2005.
However, based on the substantial backlog of orders of
approximately $29 million that the Group has accumulated, the
management of the Group believes that these orders will
generate sufficient revenue and cash flows to enable the Group
to continue as a going concern.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting policies followed by the Company are set forth in the
section "Summary of significant accounting policies" of the
consolidated financial statements of the Company included in the
Company's Form 10-KSB submitted to the United States Securities and
Exchange Commission on March 31, 2005.
NEW ACCOUNTING PRONOUNCEMENT
In May 2005, the Financial Accounting Standards Board ("FASB")
issued FASB Statement No. 154 "Accounting Changes and Error
Corrections - a replacement of APB Opinion No. 20 and FASB Statement
No. 3". This statement replaces APB Opinion No. 20 "Accounting
Changes" and FASB Statement No. 3 "Reporting Accounting Changes in
Interim Financial Statements", and changes the requirements for the
accounting for and reporting of a change in accounting principle.
It applies to all voluntary changes in accounting principle and to
changes required by an accounting pronouncement which does not
include specific transition provisions. FASB No. 154 requires
-6-
retrospective application to prior periods' financial statements of
changes in accounting principle, unless it is impracticable to
determine either the period-specific effects or the cumulative
effect of the change. When it is impracticable to determine the
period-specific effects of an accounting change on one or more
individual prior periods presented, this statements requires that
the new accounting principle be applied to the balances of assets
and liabilities as of the beginning of the earliest period for which
retrospective application is practicable and that a corresponding
adjustment be made to the opening balance of retained earnings for
that period rather than being reported in an income statement. When
it is impracticable to determine the cumulative effect of applying a
change in accounting principle to all prior periods, this statement
requires that the new accounting principle be applied as if it were
adopted prospectively from the earliest date applicable.
The adoption of the statement had no impact on the Company's results
of operation or financial position.
3. COMMON STOCK
No. of shares Amount
USD
Authorized :- --------------- -----------
Common stock at USD0.001 par value 60,000,000 $ 60,000
=========== ========
Issued and outstanding :-
At January 1, 2005 12,940,169 $ 12,940
Shares issued for settlement of loan
(Note 3(i)) 11,276,947 11,277
Shares issued to a consultant
(Note 3(ii)) 20,000 20
Shares issued to employees
(Note 3(iii)) 1,100,000 1,100
----------- --------
At June 30, 2005 25,337,116 $ 25,337
=========== ========
Notes :-
(i) On January 20, 2005, the Company entered into a contract with
its chairman, Zhiguo Fu, as well as Zhijie Fu and Wenhua Yang.
The contract acknowledged that these three individuals had
provided $4,832,976 to fund the construction of plant
facilities owned by ZQ Power-Tech. Since the Company has a
70% interest in ZQ Power-Tech, the contract provided that the
Company would issue a total of 11,276,947 shares of common
stock to satisfy $3,383,084 (i.e. 70%) of the loan from the
three individuals to ZQ Power-Tech. The number of shares to
be issued was based upon US$0.30 per share, which represented
the closing price of the Company's common stock on the Over-
the-Counter Bulletin Board on January 19, 2005.
Accordingly, the Company issued 11,276,947 shares of common
stock to the three individuals on January 20, 2005. The
excess of the loan amount over the par value of the stock
issued was included in additional paid-in capital.
(ii) The Company entered into an agreement with a consultant for
the provision of consultancy services in connection with the
operation of the businesses of the Company for a period from
January 24, 2005 to June 30, 2005. As full compensation for
the services to be rendered, the Company issued to the
consultant 20,000 shares of its common stock on January 24,
2005. An amount of $10,380, which represents the aggregate
fair value of the shares in excess of par value, was included
in additional paid-in capital.
(iii) On June 1, 2005, 1,100,000 shares of common stock were issued
to 4 employees of the Company for the provision of services for a
term of five years commencing on the same date. An amount of
$2,022,900, which represents the aggregate fair value of the shares
in excess of par value, was included in additional paid-in capital.
The aggregate fair value of the issued common stock of $2,024,000 was
-8-
included in prepaid expenses which will be amortized on a straight-
line basis over the terms of services.
4. GAIN ON DEEMED DISPOSAL OF INTEREST IN A SUBSIDIARY
On May 31, 2005, ZQ Power-Tech issued 18,350,000 shares of stock
with par value of RMB1 each to Mr. Fu Zhiguo in return for a patent
transferred by Mr. Fu. The patent was appraised by a PRC appraiser
to have a value of $2,216,987 (equivalent to RMB18,350,000) on May
25, 2005. As a result, the Company's interest in ZQ Power-Tech was
diluted from 70% to 51.2% at the same date, which constituted a
deemed disposal by the Company of its partial interest in ZQ Power-
Tech.
An amount of $158,584, which represents the net increase in the
Company's share of the net assets in ZQ Power-Tech as a result of
the aforementioned issuance of stock, was included in additional
paid-in capital due to the nature of the transaction being between
related parties.
5. NET (LOSS)/INCOME PER SHARE
(i) The basic net (loss)/income per share is calculated using the
net (loss)/income and the weighted average number of common
stock outstanding during the interim periods.
Three months ended Six months ended
June 30, June 30,
------------------------- -------------------------
2005 2004 2005 2004
Net (loss)/income USD (456,920) USD 17,546 USD (893,211) USD (33,662)
============ ========== ============ ===========
Weighted average
number of shares
outstanding 24,599,753 9,697,474 23,050,807 9,419,302
============ ========== ============ ===========
Basic net (loss)/income
per share USD (0.019) USD 0.002 USD (0.039) USD (0.004)
============ ========== ============ ===========
(ii) The diluted net loss per share is not presented as there was
no dilutive effect for both interim periods.
6. SUPPLEMENTAL CASH FLOW INFORMATION
Six months ended June 30,
--------------------------
2005 2004
USD USD
Interest paid 110,406 7,872
======= =======
Income taxes - -
======= =======
Other than the above-mentioned information, during the six months
ended June 30, 2005, the Group had the following non-cash transactions :-
(i) The Company issued 20,000 of its common stock to a consultant
for the provision of consultancy work, the details of which
are set out in note 3(ii).
(ii) The Company issued a total of 1,100,000 of its common stock to
4 employees for the provision of services, the details of
which are set out in note 3(iii).
-8-
(iii) The acquisition of a patent of $2,216,987 was settled by the
issuance of stock by ZQ Power-Tech, the details of which are
set out in note 4.
7. COMMITMENTS
(i) At June 30, 2005, the Group had capital commitments amounting
to $78,582 in respect of acquisition of property, plant and
equipment which are contracted for but not provided in the
financial statements.
(ii) At June 30, 2005, the Group had agreed to pay $132,898 to
Harbin Institute of Technology for the research and
development of polymer lithium-ion batteries for motor
vehicles.
8. WARRANTIES
The Group warrants that all batteries manufactured by it will be
free from defects in material and workmanship under normal use for a
period of one year from the date of shipment. The Group's
experience for costs and expenses in connection with such warranties
has been minimal and during the six months ended June 30, 2005, no
amounts have been considered necessary to reserve for warranty costs.
9. RELATED PARTY TRANSACTIONS
Apart from the acquisition of the patent from Mr. Fu as referred to
in note 4 above, during the period ended June 30, 2005, the Group
sold goods amounting to $236,360 to a related company in which a
director of the Company has a controlling interest. The sales
transaction was entered into in the normal course of business and on
normal commercial terms.
Item 1. Management's Discussion and Analysis or Plan of Operation
Forward Looking Statements
The information in this discussion contains forward-looking
statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. These forward-looking statements include statements regarding
our capital needs, business strategy and expectations. Any statements
contained herein that are not statements of historical facts may be deemed
to be forward-looking statements. Readers are cautioned that there are
risks and uncertainties which may cause actual future results to differ
from the results anticipated in these forward-looking statements. A
detailed discussion of some of the risks that may cause such a difference
has been set forth in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 2004 in the section numbered "Item 6" under the
heading "Risk Factors That May Affect Future Results." Readers are
cautioned not to place undue reliance on these forward-looking statements,
which reflect management's opinions only as of the date hereof. We
disclaim any obligation to publicly update these statements, or disclose
any difference between its actual results and those reflected in these
statements.
RECENT BUSINESS EVENTS
Business Overview
Advanced Battery Technologies, Inc. is a holding company with one
subsidiary: Cashtech Investment Limited, a British Virgin Islands
corporation. Cashtech Investment Limited has only one asset, which is
51.2% of the capital stock of Heilongjiang ZhongQiang Power-Tech Co., Ltd.,
a China limited liability company ("ZQ Power-Tech").
ZQ Power-Tech designs, manufactures and markets rechargeable polymer
lithium-ion ("PLI") batteries. PLI batteries produce a relatively high
-9-
average of 3.8 volts per cell, which makes them attractive in terms of
both weight and volume. Additionally, they can be manufactured in very
thin configurations and with large footprints. PLI cells can be
configured in almost any prismatic shape, and can be made thinner than
0.0195 inches (0.5 mm) to fill virtually any shape efficiently. The
Company's products include rechargeable PLI batteries for electric
automobiles, motorcycles, mine-use lamps, notebook computers, walkie-
talkies and other personal electronic devices.
ZQ Power-Tech focused its initial marketing activities in Southeast
Asia, primarily China, Taiwan and Japan in 2004. After we expanded our
manufacturing capacity in April 2005, ZQ Power-Tech started to expand its
marketing efforts in North America and worldwide. In June 2005, ZQ Power
Tech. started to establish a network of sales offices in the Middle East
and Africa by an agreement with IGT, Inc. of Dubai, U.A.E.
ABAT's Holding Percentage Changed
On May 31, 2005, ZQ Power-Tech issued 18,350,000 shares of stock
with par value of RMB1 each to Mr. Fu Zhiguo in return for a patent
transferred by Mr. Fu. The patent was appraised by a PRC appraiser to
have a value of $2,216,987 (equivalent to RMB18,350,000) on May 25, 2005.
The patent provides ZQ Power Tech with the core technology that
distinguishes its batteries from those of competitors. As a result of the
transaction, the Company's interest in ZQ Power-Tech was diluted from 70%
to 51.2% at the same date, which constituted a deemed disposal by the
Company of its partial interest in ZQ Power-Tech
Resume Production in New Factory
On April 12, 2005, the company resumed production in its newly built
factory in Heilongjiang, China with three production lines, two of which
are newly built. The new factory has a daily PLI battery production
capacity of 50,000 AH per 8-hour shift, ten times the capacity of the pre-
existing plant. The old facility is being converted into an R&D laboratory.
Strategic Partnership
In August 2005, the company signed a letter of intent with ECr
Technologies, Inc. of San Jose to jointly develop an all-electric bus.
Their joint venture will focus on maximizing the number of parts
specifically designed for electric buses so that the bus will be more
competitive with alternative drive systems, such as traditional buses or
hybrids. ABAT will supply the batteries, including the battery management
and charging systems.
Intellectual Property
In June 2005, the company filed a US patent application for its
Nano-Lithium-Ion (NLI) battery. ABAT has been developing a new PLI battery
using Lithium Titanate Spinel Electrode Nanomaterials provided by Altair
Nanotechnologies, Inc. and has developed a method for incorporating the
nanomaterials into its PLI battery that is included in its patent
application.
New Employees Training
Because of the 900 new employees, the company will need 6 months to
finish the training process. The manufacture capacity couldn't reach the
maximum level until these new employees become skilled workers. During the
training process, the company arranged one skilled worker to train 3 new
employees during the daily manufacturing. The training process will
finish by this August.
RESULTS OF OPERATIONS
Revenues
Revenues for the three months ended June 30, 2005 were $ 236,360,
and for the three months ended June 30, 2004 were $492,666. The decrease
was due to the training process to the 900 new employees. During the
training process, the company arranged one skilled worker to train 3 new
employees during the daily manufacturing. The training process will be
finished by this August. Therefore, the new production lines couldn't
reach the anticipated manufacture capacity and the company couldn't
manufacture enough products for shipment.
-10-
Revenues for the six months ended June 30, 2005 were $267,767.,
compared to revenues of $968,675 during the first six months of 2004.
During the first quarter of this year, the Company closed its production
lines to focus on completion of its new production facility. As a result,
revenues during the first quarter were minimal. The new production
facility commenced operations in April 2005; however production is
increasing only slowly, as the new staff is being trained.
Selling, general and administrative expenses
Selling, general and administrative expenses for the three months
ended June 30, 2005 were $481,978 and for the three months ended June 30,
2004 were $110,089. Likewise, the Company incurred selling, general and
administrative expenses of $926,813 in the six months ended June 30, 2005,
compared to selling, general and administrative expenses of $361,861 in
the first six months of 2004. The increase during 2005 was due to the
expansion of facilities, the increase of employees and the amortization of
prepaid expenses attributable to compensation to certain consultants and
employees that were prepaid by the Company by issuing common stock to
them.
Net Loss
Net loss for the three months ended June 30, 2005 was $456,920,
compared to net income of $17,546 realized in the three months ended June
30, 2004. Net loss for the six months ended June 30, 2005 was $893,211,
compared to a net loss of $33,662 in the six months ended June 30,
2004.The increase of net loss was due to the increase of expenses related
to capacity expansion, the decrease of revenue and the amortization of
prepaid expenses.
LIQUIDITY AND CAPITAL RESOURCES
Until December 2004, the development and initial operations of ZQ
Power-Tech were financed primarily by contributions to capital made by
Zhiguo Fu, the Company's Chairman. On December 1, 2004, ZQ Power-Tech
entered into a Loan Agreement with Harbin Commercial Bank, and received a
loan of RMB20 million (approximately $2.4 million). The Loan Agreement
requires that half of the principal be paid in a balloon in November 2005
and half in November 2006. Interest at 8.064% per annum is payable
monthly. $1.9 million of the obligation is secured by a pledge of ZQ
Power-Tech's manufacturing facilities; the remainder of the debt is
secured by a pledge of our realty assets.
The arrangement with Harbin Commercial Bank provided ZQ Power-Tech
with working capital. Nevertheless, the expansion of its manufacturing
facilities that has been ongoing since early 2004 required that Mr. Fu and
two business associates contribute $4,832,976 to fund construction. In
January 2005 Advanced Battery compensated Mr. Fu and his associates for
70% of that contribution by issuing them a total of 11,276,947 common
shares. The remaining 30% of the cash was treated as a contribution to
the capital of ZQ Power-Tech, 30% of which was owned by Mr. Fu at that time.
Despite its negative working capital, ZQ Power-Tech has sufficient
liquidity to fund its near-term operations. The principal capital
resource available is $12,574,430 in property, plant and equipment,
construction in process, related deposits and real property rights, which
ZQ Power-Tech owns subject only to the Harbin Commercial Bank lien for
$2.4 million. Based on the substantial backlog of orders that ZQ Power-
Tech has accumulated, it believes that additional secured financing will
be available to it on favorable terms when needed. Until then, if short-
term cash shortages occur, Mr. Fu has committed to provide financing as
needed.
Based upon the financial resources available to ZQ Power-Tech,
management believes that it has sufficient capital and liquidity to
sustain operations for the foreseeable future.
Item 3. Controls and Procedures
We carried out an evaluation, under the supervision and with the
participation of our management, including our Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the design and operation
of our disclosure controls and procedures as of the end of the period
covered by this report. The evaluation was undertaken in consultation
with our accounting personnel. Based on that evaluation, our Chief
Executive Officer and Chief Financial Officer concluded that, given our
limited operations, our disclosure controls and procedures are currently
effective to ensure that information required to be disclosed by us in the
reports that it files or submits under the Securities Exchange Act of 1934
-11-
is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's rules and forms. As
we develop new business or if we engage in an extraordinary transaction we
will review our disclosure controls and procedures and make sure that they
are adequate.
We made no significant changes in our internal controls or in other
factors that could significantly affect these controls subsequent to the
date of the evaluation of those controls by the Chief Executive and Chief
Financial officers. We have also undertaken to periodically review our
disclosure controls and procedures and internal controls for adequacy and
effectiveness.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Small Business Issuer Purchase of Equity
Securities
None.
Item 3. Defaults Upon Senior Securities
Not Applicable.
Item 4. Submission of Matters To a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits
Exhibits
31.1 Certification of the Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of the Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.
32.1 Certification of the Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
32.2 Certification of the Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
-12-
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
ADVANCED BATTERY TECHNOLOGIES, INC.
(Registrant)
Date: August 19, 2005 By: /s/ Zhiguo Fu
-------------------------------------
Name: Zhiguo Fu
Title: Chief Executive Officer and
Chairman of the Board
Date: August 19, 2005 By: /s/ Guohua Wan
-------------------------------------
Name: Guohua Wan
Title: Chief Financial Officer