UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ________ to _________
Commission file number: 0-28353
INTEGRAL TECHNOLOGIES, INC.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in it charter)
NEVADA 98-0163519
- ------------------------------- -------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
805 W. ORCHARD DRIVE, SUITE 3, BELLINGHAM, WASHINGTON 98225
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(360) 752-1982
---------------------------
(issuer's telephone number)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 such shorter
period that the issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the issuer filed all documents and reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: AS OF NOVEMBER 10, 2003, THE ISSUER
-----------------------------------
HAD 33,767,551 SHARES OF $.001 PAR VALUE COMMON STOCK OUTSTANDING.
- ---------------------------------------------------------------------------
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
INDEX
PAGE
----
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . F-1
ITEM 2. PLAN OF OPERATION . . . . . . . . . . . . . . . . . . . . . 1
ITEM 3. CONTROLS AND PROCEDURES . . . . . . . . . . . . . . . . . . 2
PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . 3
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
i
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2003
(U.S. DOLLARS)
(UNAUDITED)
INDEX PAGE
----------------------------------------------- ----
FINANCIAL STATEMENTS
Consolidated Balance Sheets F-2
Consolidated Statements of Operations F-3
Consolidated Statements of Stockholders' Equity F-4
Consolidated Statements of Cash Flows F-5
Note to Consolidated Financial Statements F-6
F-1
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(U.S. DOLLARS)
================================================================================================
SEPTEMBER 30, JUNE 30,
2003 2003
- ------------------------------------------------------------------------------------------------
ASSETS
CURRENT
Cash $ 283,720 $ 174,210
Accounts receivable 1,141 1,141
Prepaid expenses 11,844 11,844
- ------------------------------------------------------------------------------------------------
TOTAL CURRENT ASSETS 296,705 187,195
PROPERTY AND EQUIPMENT 48,524 54,282
INVESTMENTS 1 1
- ------------------------------------------------------------------------------------------------
TOTAL ASSETS $ 345,230 $ 241,478
================================================================================================
LIABILITIES
CURRENT
Accounts payable and accruals $ 434,548 $ 472,254
Due to West Virginia University Research Corporation 397,296 397,296
- ------------------------------------------------------------------------------------------------
TOTAL CURRENT LIABILITIES 831,844 869,550
- ------------------------------------------------------------------------------------------------
STOCKHOLDERS' DEFICIT
PREFERRED STOCK AND PAID-IN CAPITAL IN EXCESS OF $0.001 PAR
VALUE
20,000,000 Shares authorized
439,610 (June 30, 2003 - 439,610) issued and outstanding 439,610 439,610
COMMON STOCK AND PAID IN CAPITAL IN EXCESS OF $0.001 PAR VALUE
50,000,000 Shares authorized
33,717,551 (June 30, 2003 - 32,923,855) issued and outstanding 14,045,194 13,335,752
SHARE SUBSCRIPTIONS 0 211,915
PROMISSORY NOTES RECEIVABLE (66,500) (66,500)
OTHER COMPREHENSIVE INCOME 46,267 46,267
DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE (14,951,185) (14,595,116)
- ------------------------------------------------------------------------------------------------
TOTAL STOCKHOLDERS' DEFICIT (486,614) (628,072)
- ------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 345,230 $ 241,478
================================================================================================
See notes to consolidated financial statements.
F-2
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(U.S. DOLLARS)
==================================================================================
PERIOD FROM
FEBRUARY 12, 1996
THREE MONTHS ENDED (INCEPTION)
SEPTEMBER 30, TO
2003 2002 SEPTEMBER 30, 2003
- ----------------------------------------------------------------------------------
REVENUE $ 676 $ 4,398 $ 237,343
COST OF SALES 0 0 216,016
- ----------------------------------------------------------------------------------
676 4,398 21,327
- ----------------------------------------------------------------------------------
EXPENSES
Salaries and benefits 103,750 111,717 3,360,198
Consulting 125,559 48,036 2,281,076
General and administrative 20,110 26,734 526,526
Legal and accounting 54,140 19,805 1,230,309
Travel and entertainment 24,844 19,791 768,512
Rent 8,279 7,252 261,897
Telephone 8,315 7,160 265,615
Advertising 0 4,500 271,255
Research and development 0 450 1,244,755
Bank charges and interest, net 495 185 108,350
Settlement of lawsuit 45,250
Remuneration pursuant to
proprietary, non-competition
agreement 0 0 711,000
Financing fees 0 0 104,542
Write-off of investments 0 0 1,249,999
Interest on beneficial
conversion feature 0 0 566,456
Write-down of license and
operating assets 0 0 1,855,619
Bad debts 0 0 76,571
Depreciation and amortization 5,758 5,758 275,862
- ----------------------------------------------------------------------------------
351,250 251,388 15,203,792
- ----------------------------------------------------------------------------------
LOSS BEFORE OTHER ITEM (350,574) (246,990) (15,182,465)
OTHER ITEM
Cancellation of debt 0 0 602,843
- ----------------------------------------------------------------------------------
NET LOSS FOR PERIOD $ (350,574) $ (246,990) $ (14,579,622)
==================================================================================
NET LOSS PER COMMON SHARE $ (0.01) $ (0.01)
==================================================================================
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 32,957,330 30,787,562
==================================================================================
See notes to consolidated financial statements.
F-3
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(UNAUDITED)
(U.S. DOLLARS)
================================================================================================================================
COMMON PREFERRED
STOCK AND STOCK AND
SHARES OF PAID-IN SHARES OF PAID-IN
COMMON CAPITAL PREFERRED CAPITAL PROMISSORY OTHER
STOCK IN EXCESS STOCK IN EXCESS NOTES SHARE COMPREHENSIVE
ISSUED OF PAR ISSUED OF PAR RECEIVABLE SUBSCRIPTIONS INCOME
- --------------------------------------------------------------------------------------------------------------------------------
BALANCE, JUNE 30, 2002 30,787,562 $12,116,450 439,610 $ 439,610 $ (66,500) $ 0 $ 46,267
SHARES ISSUED FOR
Private placement for cash 1,684,000 842,050 0 0 0 0 0
Settlement of debt 144,793 104,542 0 0 0 0 0
Services 200,000 196,000 0 0 0 0 0
Exercise of options 52,500 43,750 0 0 0 0 0
Exercise of warrants 55,000 27,500 0 0 0 0 0
Subscription received 0 0 0 0 0 176,665 0
Stock option compensation 0 5,460 0 0 0 0 0
Settlement of lawsuit 0 0 0 0 0 35,250 0
Dividends on preferred shares 0 0 0 0 0 0 0
Net loss for year 0 0 0 0 0 0 0
- --------------------------------------------------------------------------------------------------------------------------------
BALANCE, JUNE 30, 2003 32,923,855 13,335,752 439,610 439,610 (66,500) 211,915 46,267
Dividends on preferred shares 0 0 0 0 0 0 0
Net loss for period 0 0 0 0 0 0 0
Shares issued for
Cash on private placement 898,336 674,192 0 0 0 (211,915) 0
Settlement of debt 37,500 35,250 0 0 0 0 0
Shares returned to treasury for
cancellation (142,140) 0 0 0 0 0 0
- --------------------------------------------------------------------------------------------------------------------------------
BALANCE, SEPTEMBER 30, 2003 33,717,551 $14,045,194 439,610 $ 439,610 $ (66,500) $ 0 $ 46,267
================================================================================================================================
DEFICIT
ACCUMULATED
DURING THE TOTAL
DEVELOPMENT STOCKHOLDERS'
STAGE EQUITY
- ---------------------------------------------------------------
BALANCE, JUNE 30, 2002 $(13,226,223) $ (690,396)
SHARES ISSUED FOR
Private placement for cash 0 842,050
Settlement of debt 0 104,542
Services 0 196,000
Exercise of options 0 43,750
Exercise of warrants 0 27,500
Subscription received 0 176,665
Stock option compensation 0 5,460
Settlement of lawsuit 0 35,250
Dividends on preferred shares (22,060) (22,060)
Net loss for year (1,346,833) (1,346,833)
- ---------------------------------------------------------------
BALANCE, JUNE 30, 2003 (14,595,116) (628,072)
Dividends on preferred shares (5,495) (5,495)
Net loss for period (350,574) (350,574)
Shares issued for
Cash on private placement 0 462,277
Settlement of debt 0 35,250
Shares returned to treasury for
cancellation 0 0
- ---------------------------------------------------------------
BALANCE, SEPTEMBER 30, 2003 $(14,951,185) $ (486,614)
===============================================================
See notes to consolidated financial statements.
F-4
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(U.S. DOLLARS)
==================================================================================================================
PERIOD FROM
FEBRUARY 12,
1996
THREE MONTHS ENDED (INCEPTION)
SEPTEMBER 30, THROUGH
2003 2002 SEPTEMBER 30, 2003
- ------------------------------------------------------------------------------------------------------------------
OPERATING ACTIVITIES
Net loss $(350,574) $(246,990) $ (14,579,622)
Items not involving cash
Write-down of investment 0 0 1,249,999
Proprietary, non-competition agreement 0 0 711,000
Depreciation and amortization 5,758 6,243 301,418
Extraordinary item 0 0 (602,843)
Consulting services and financing fees 40,000 0 935,400
Stock option compensation benefit 0 0 812,208
Interest on beneficial conversion feature 0 0 566,456
Settlement of lawsuit 0 0 60,250
Write-down of license and operating assets 0 0 1,853,542
Bad debts 0 0 76,571
CHANGES IN NON-CASH WORKING CAPITAL
Due from affiliated company 0 0 (116,000)
Notes and account receivable 0 0 (109,213)
Inventory 0 0 (46,842)
Prepaid expenses 0 7,000 (11,846)
Deferred revenue 0 0 0
Other 0 0 (2,609)
Accounts payable and accruals (43,202) 39,374 672,627
Due to West Virginia University Research Corporation 0 0 397,296
- ------------------------------------------------------------------------------------------------------------------
CASH USED IN OPERATING ACTIVITIES (348,018) (194,373) (7,832,208)
- ------------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Purchase of property, equipment and intangible assets 0 0 (200,936)
Assets acquired and liabilities assumed on purchase of subsidiary 0 0 (129,474)
Investment purchase 0 0 (2,000,000)
License agreement 0 0 (124,835)
- ------------------------------------------------------------------------------------------------------------------
CASH USED IN INVESTING ACTIVITIES 0 0 (2,455,245)
- ------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Repayment of loan 0 0 (45,000)
Repayments to stockholders 0 0 (94,046)
Issuance of common stock 457,528 0 8,986,423
Advances from stockholders (net of repayments) 0 0 1,078,284
Share issue cost 0 0 (227,420)
Subscriptions received 0 0 226,665
Proceeds from convertible debentures 0 0 600,000
- ------------------------------------------------------------------------------------------------------------------
CASH PROVIDED BY FINANCING ACTIVITIES 457,528 0 10,524,906
- ------------------------------------------------------------------------------------------------------------------
EFFECT OF FOREIGN CURRENCY TRANSLATION
ON CASH 0 0 46,267
- ------------------------------------------------------------------------------------------------------------------
INFLOW (OUTFLOW) OF CASH 109,510 (194,373) 283,720
CASH, BEGINNING OF PERIOD 174,210 267,795 0
- ------------------------------------------------------------------------------------------------------------------
CASH, END OF PERIOD $ 283,720 $ 73,422 $ 283,720
==================================================================================================================
F-5
INTEGRAL TECHNOLOGIES, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2003
(UNAUDITED)
(U.S. DOLLARS)
================================================================================
1. BASIS OF PRESENTATION
These unaudited consolidated financial statements have been prepared in
accordance with generally accepted accounting principles in the United
States for interim financial information. These financial statements are
condensed and do not include all disclosures required for annual financial
statements. The organization and business of the Company, accounting
policies followed by the Company and other information are contained in the
notes to the Company's audited consolidated financial statements filed as
part of the Company's June 30, 2003 Form 10-KSB.
In the opinion of the Company's management, these consolidated financial
statements reflect all adjustments necessary to present fairly the
Company's consolidated financial position at September 30, 2003 and June
30, 2003 and the consolidated results of operations and the consolidated
statements of cash flows for the three months ended September 30, 2002 and
2003. The results of operations for the three months ended September 30,
2003 are not necessarily indicative of the results to be expected for the
entire fiscal year.
2. STOCKHOLDERS' EQUITY
(a) During the period ended September 30, 2003, the Company entered into a
private placement whereby the Company issued 898,336 shares at a price
of $0.75 per share and 449,168 share purchase warrants exercisable
within two years with an exercise price of $1.00 per share.
(b) During the period ended September 30, 2003 the Company received for
cancellation 142,140 shares previously issued and held in escrow under
the Swartz agreement which expired during the year ended June 30,
2003.
(c) During the period ended September 30, 2003 the Company issued 37,500
shares as part of the mutual release agreement in settlement of all
claims related to the Joffre J. Rolland and Robin L. Rolland claim.
F-6
ITEM 2. PLAN OF OPERATION.
To date the Company has recorded nominal revenues from operations. The
Company is still considered a development stage company for accounting purposes.
From inception on February 12, 1996 through September 30, 2003, the Company has
accrued an accumulated deficit of approximately $15 million.
As a result of the commercial interest in the Company's antenna
technologies, the Company presently intends to focus substantially all of its
resources on the commercialization and sales of Plastenna and Electriplast
technologies. As a result, the Company will not be devoting any of its
resources on the further research, development and commercialization of the
other technologies in which it has an interest.
The Company's business strategy focuses on leveraging its intellectual
property rights on its antenna technologies, its strengths in antenna design,
material innovation, and an understanding of the wireless marketplace.
The Company is not in the manufacturing business and does not expect to
make any capital purchases of a manufacturing plant or significant equipment in
the next twelve months. The Company will be relying on contract manufacturers
to produce the antenna products.
The Company is focusing its marketing efforts through to the end of
calendar 2004 on wireless market segments. The Company's technology will be
marketed to manufacturers of such wireless devices as cellular phones, portable
phones, paging communicators, satellite communications, global positioning
systems (GPS) and wireless based networks. The Company's GPS/LEO antenna is for
use in mobile asset tracking and fleet management, utilizing GPS satellite
tracking and low earth orbit (LEO) satellite data communications to trucking
fleets, heavy equipment, marine vessels, railway cars, shipping containers,
transit vehicles, all via satellite interface communications. Presently, the
Company is focusing all of its resources on the researching, developing and
commercializing its Plastenna and Electriplast technologies.
The Company anticipates spending approximately $250,000 over the next
twelve months on ongoing research and development of the different applications
and uses of its antenna technologies.
During the next twelve months, the Company does not anticipate increasing
its staff.
To date, the Company has relied on loans from management and management's
ability to raise capital through debt and equity private placement financings to
fund its operations. During the past two fiscal years, the majority of financing
was completed pursuant to an equity line of credit with the Swartz Private
Equity, LLC ("Swartz"). Pursuant to the terms of an Investment Agreement with
Swartz (executed in May 2000), the Company, in its sole discretion and subject
to certain restrictions, periodically sold ("Put") shares of common stock to
Swartz. The Company received net proceeds of $102,356 from a Put of 81,885
shares to Swartz during the fiscal year ended June 30, 2001. The Company
received net proceeds of $954,582 from Puts totaling 775,975 shares to Swartz
during the year ended June 30, 2002. The Investment Agreement terminated in May
2003.
In November 2002, the Company completed a private placement with eight
investors and sold 1,684,000 shares of its common stock at $.50 per share and
warrants to purchase 842,000 shares of its common stock within two years at an
exercise price of $.75 per share. Aggregate proceeds from the sale of the
common stock was $842,000. In connection with the offering, the Company agreed
to use its best efforts to register the shares of common stock (including the
shares underlying the warrants) for resale by the investors within 180 days
after the close of the offering.
1
In September 2003, the Company completed a private placement with ten
investors and sold 898,336 shares of its common stock at $.75 per share and
warrants to purchase 449,168 shares of its common stock within two years at an
exercise price of $1.00 per share. Aggregate proceeds from the sale of the
common stock was $673,752. In connection with the offering, the Company agreed
to use its best efforts to register the shares of common stock (including the
shares underlying the warrants) for resale by the investors within 180 days
after the close of the offering.
The Company does not currently have adequate funds available to fund its
operations over the next twelve months. If the Company does not earn adequate
revenues to sufficiently fund operations during this time period, the Company
will attempt to raise capital through the sale of its securities. There can be
no assurance, however, that market conditions will permit the Company to raise
sufficient funds or that additional financing will be available when needed or
on terms acceptable to the Company.
ITEM 3. CONTROLS AND PROCEDURES
Based on their most recent evaluation, which was completed as of the end of the
period covered by this periodic report on Form 10-QSB, the Company's Chief
Executive Officer and Chief Financial Officer believe the Company's disclosure
controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) are
effective to ensure that information required to be disclosed by the Company in
this report is accumulated and communicated to the Company's management,
including its principal executive officer and principal financial officer, as
appropriate, to allow timely decisions regarding required disclosure. During the
fiscal quarter to which this report relates, there were no significant changes
in the Company's internal controls or other factors that could significantly
affect these controls subsequent to the date of their evaluation and there were
no corrective actions with regard to significant deficiencies and material
weaknesses.
2
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
There have been no material developments in the pending legal proceeding
previously described in the Company's periodic reports.
ITEM 2. CHANGES IN SECURITIES.
In September 2003, the Company completed a private placement with ten investors
and sold 898,336 shares of its common stock at $.75 per share and warrants to
purchase 449,168 shares of its common stock within two years at an exercise
price of $1.00 per share. Aggregate proceeds from the sale of the common stock
was $673,752. In connection with the offering, the Company agreed to use its
best efforts to register the shares of common stock (including the shares
underlying the warrants) for resale by the investors within 180 days after the
close of the offering. The transaction did not involve any public offering, no
sales commissions were paid and a restrictive legend was placed on each
certificate evidencing the shares. The Company believes that the transaction
was exempt from registration pursuant to Section 4(2) and Section 4(6) of the
Securities Act and/or Rule 506 of Regulation D.
In September 2003, the Company issued 37,500 shares of restricted common stock
in connection with a settlement of a legal dispute with Joffre J. Rolland, Jr.
and Robyn Rolland, pursuant to a mutual release executed in August 2003. The
transaction did not involve any public offering, no sales commissions were paid
and a restrictive legend was placed on each certificate evidencing the shares.
The Company believes that the transaction was exempt from registration pursuant
to Section 4(2) of the Securities Act and/or Rule 506 of Regulation D.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES - None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - None.
ITEM 5. OTHER INFORMATION - None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
Exhibit No. Description
- ------------ -----------
3.1 Articles of Incorporation, as amended and currently in effect.
(Incorporated by reference to Exhibit 3.1 of Integral's
registration statement on Form 10-SB (file no. 0-28353) filed
December 2, 1999.)
3.2 Bylaws, as amended and restated on December 31, 1997.
(Incorporated by reference to Exhibit 3.2 of Integral's
registration statement on Form 10-SB (file no. 0-28353) filed
December 2, 1999.)
10.12 Integral Technologies, Inc. 2001 Stock Plan dated January 2,
2001, as amended December 17, 2001. (Incorporated by reference to
Exhibit 10.12 of Integral's registration statement on Form S-8
(file no. 333-76058).)
3
10.13 Employment Agreement between Integral and William S. Robinson
dated July 1, 2002. (Incorporated by reference to Exhibit 10.13
of Integral's Annual Report on Form 10-KSB for the fiscal year
ended June 30, 2002.)
10.14 Employment Agreement between Integral and William A. Ince dated
July 1, 2002. (Incorporated by reference to Exhibit 10.13 of
Integral's Annual Report on Form 10-KSB for the fiscal year ended
June 30, 2002.)
31.1 Section 302 Certification by the Corporation's Chief Executive
Officer. (Filed herewith).
31.2 Section 302 Certification by the Corporation's Chief Financial
Officer. (Filed herewith).
32.1 Section 906 Certification by the Corporation's Chief Executive
Officer. (Filed herewith).
32.2 Section 906 Certification by the Corporation's Chief Financial
Officer. (Filed herewith).
(b) Reports on Form 8-K - None.
4
SIGNATURES
In accordance with the requirements of the Exchange Act, the Company caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
INTEGRAL TECHNOLOGIES, INC.
By: /s/ William S. Robinson
----------------------------------------------
William S. Robinson, Chairman, Chief Executive
Officer, Treasurer and Director
By: /s/ William A. Ince
----------------------------------------------
William A. Ince, President, Secretary,
Chief Financial Officer and Director
Date: November 14, 2003
5
EXHIBIT INDEX
Exhibit No. Description
- ------------ -----------
3.1 Articles of Incorporation, as amended and currently in effect.
(Incorporated by reference to Exhibit 3.1 of Integral's
registration statement on Form 10-SB (file no. 0-28353) filed
December 2, 1999.)
3.2 Bylaws, as amended and restated on December 31, 1997.
(Incorporated by reference to Exhibit 3.2 of Integral's
registration statement on Form 10-SB (file no. 0-28353) filed
December 2, 1999.)
10.12 Integral Technologies, Inc. 2001 Stock Plan dated January 2,
2001, as amended December 17, 2001. (Incorporated by reference to
Exhibit 10.12 of Integral's registration statement on Form S-8
(file no. 333-76058).)
10.13 Employment Agreement between Integral and William S. Robinson
dated July 1, 2002. (Incorporated by reference to Exhibit 10.13
of Integral's Annual Report on Form 10-KSB for the fiscal year
ended June 30, 2002.)
10.14 Employment Agreement between Integral and William A. Ince dated
July 1, 2002. (Incorporated by reference to Exhibit 10.13 of
Integral's Annual Report on Form 10-KSB for the fiscal year ended
June 30, 2002.)
31.1 Section 302 Certification by the Corporation's Chief Executive
Officer. (Filed herewith).
31.2 Section 302 Certification by the Corporation's Chief Financial
Officer. (Filed herewith).
32.1 Section 906 Certification by the Corporation's Chief Executive
Officer. (Filed herewith).
32.2 Section 906 Certification by the Corporation's Chief Financial
Officer. (Filed herewith).