BSK & Tech, Inc.
RM203, 1002-14 Bangbae-Dong, Saocho-Gu
Seoul, South Korea 137-060
82-2-581-2801 (Telephone)
LAS VEGAS -- BSK & Tech Inc. (OTCBB:ISDV), formerly Integrated Software Development Inc., a Nevada Corporation, has entered a joint venture contract with MasterImage Co. Ltd. (www.masterimage.co.kr),
http://www.masterimage.co.kr/ a leading pioneer in 3-D imaging technology for LCD displays and capture technologies. The venture focuses primarily on the expansive mobility market for handheld terminals for gaming and smart phone markets.
This technology allows 3-D to work without glasses. We look forward to delivering the HD and 3-D experience in every display medium through this innovation, enhancing the ever growing display, 3-D gaming and entertainment markets.
Mr. Young Gil Lim, CEO of BSK & Tech Inc., stated, "Through this mutual collaboration, BSK expects to pioneer the field of 3-D image projection with the production and sales of stereoscopic 3-D imaging camera chips and modules. This ground-breaking technology can be easily integrated into everyday visual devices such as cellular phones, PDAs, UMPCs, monitors and movie projectors, and is available today."
Statements in this press release that are not statements of historical or current fact constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of the company to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements which explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms "believes," "belief," "expects," "intends," "anticipates," "will," or "plans" to be uncertain and forward-looking.
Message from the CEO.
Technology-oriented Venture Company Specializing in Stereoscopic 3D Display BSK&Tech., Inc. is a young venture company focusing on core technologies and technical expertise, and in particular the next evolution in visual imaging devices, namely stereoscopic 3D displays.
Much like science-fiction, Stereoscopic 3D displays overstep the limit of existing 2D displays and projects a sense of depth and space unto the screen, thus looking as if we were viewing images in our own real world.
BSK&Tech., Inc. has succeeded in developing a stereoscopic 3d display system with independent and unique technologies, which help create clean and sharp stereoscopic moving images without having to wear additional special glasses. This high quality allows for our stereoscopic LCD system to be very competitive in the world market, supported by an established mass-production line, and thus strive to take lead the movement towards mass popularization of stereoscopic 3D displays. Furthermore, stereoscopic display software and content creation technologies are also available to provide a total solution package for the commercialization of stereoscopic displays, making this radical technology accessible and easy to integrate into everyday devices as small as mobile phones to large-scale movie theaters. Through BSK&Tech., Inc.’s innovative stereoscopic display technologies, we hope to usher in a new age of stereoscopic 3D vision.
Today, a company’s value, success and even survivability, depends on that company’s ability to match a product to the customer’s needs: The customer dictates the product, not the company. Likewise BSK&Tech., Inc. incessantly strives to develop new technology, insure quality, and maintain a transparent management while being attentive to the customer’s needs, in order to create a trustworthy and sound company. Guided by its motto “Tomorrow’s Technology Today”, everyone here at BSK&Tech., Inc. is unified in our efforts to successfully build a better tomorrow, today.
Thank you for your interest in BSK&Tech., Inc.
Yong-gil Lim
CEO & President.
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http://www.bskntech.com/ BSK & TECH Announces Initial $1.8M 3-D Chip Order with LCD Panel Supplier KDC
BSK & TECH ANNOUNCES INITIAL $1.8M 3-D CHIP ORDER WITH LCD PANEL SUPPLIER KDC
BSK and Technologies (OTC:BSKT) announced today that the company has received an initial purchase order for its stereoscopic 3-D chips from Korean Digital Communications Corp (KDC) for cell phones.
The initial contract from KDC will supply Boda Electronics with 600,000 3D chips for the LCD panels wherein the proprietary 3D chips are integrated for applications on mobile phones. The initial 600,000 chip order represents apx. $1.8 M and will deliver 15,000 chips forthwith. These stereoscopic 3-D chips are priced at $5 however in larger runs average apx. $3 per chip.
In addition to the KDC initial purchase order, sales orders of around 2 million units are anticipated in the near term from other companies requiring the stereoscopic 3D image processing chips. The subsequent orders would bring total sales estimated to be $6 million (US) in this very early stage of marketing and initial introduction to the market this quarter.
The advanced construction of the 3D chips is a breakthrough in modern technology and future prospects from related industry companies are increasingly likely. The 3-D chip set market is only one component of BSK's product line up and we invite you to see our entire product lineup on our website.
It should be noted that the global market for various displays is significant considering the sheer number of LCD displays used in cell phones, PC computers, home entertainment, laptops, PMP's etc. Each of these disparate mediums employ various forms of entertainment and other media that will benefit from the introduction of 3-D capability and display without glasses on their LCD displays.
Praotech Co. Ltd., a wholly owned subsidiary of BSK&Tech Inc., received the purchase order. Praotech acquired the exclusive rights to the stereoscopic 3D image processing chip technology from the R&D company, Master Image Co. Ltd.
KDC Corp. is one of Korea's leading computer affiliation companies. KDC cornered the marketplace by building some of Korea's first computers from scratch. KDC Corp. has completed numerous IT projects for the government, banking sectors and private companies. KDC is also developing a wide range of computer networking equipment.
Boda Electronics Co. Ltd., based out of Shanghai, is a component distributor who specializes in cellphone components design. They also provide application solutions to component sourcing and delivery of completed products in China.
¡ä BSK & Tech Files for Trademark Image N
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ITEM 8. DESCRIPTION OF SECURITIES
History
The Company was founded in 2004 as Ricel Co. in Seoul, South Korea and was initially funded with 1.5 Billion Won (approximately $1,200,000 at the time of funding). The Company was originally established as a sales and marketing company in the health food industry. During 2005, the company set up a sales network but terminated its operations in this area and had no operating activities during 2006. In later changed its name to BSK & Tech Co., Ltd. (“BSK”)
In 2007, the Company entered into certain business domains: manufacturing, R&D, and marketing of Stereoscopic 3 Dimensional Camera Chip and Module, and LCD panels as well as providing Sewage Treatment and Recycling Service to the metropolitan area of Seoul and neighboring outskirts.
On January 27, 2008, a Purchase and Merger Agreement was executed between Integrated Software Development Corp. a Nevada corporation and BSK & Tech Co., Ltd., a Korean Corporation. Under the terms of the agreement, Integrated Software Development Corp. (ISDV) exchanged 28,050,000 shares of ISDV’s common stock for the 2,000,000 outstanding shares of BSK & Tech Co., LTD. During the Merger, the Company changed its name to BSK & Tech, Inc.
On January 14, 2008, The Company entered into a Share Exchange Agreement with Integrated Software Development Corporation (“ISDV”) whereby upon consummation of the exchange, a total of 33,050,000 common shares of ISDV were outstanding of which 28,050,000 shares are owned by the exchanging shareholders of the Company. ISDV was incorporated in June 7, 1999 under the name Zephyr Associates in the state of Nevada. On April 17, 2008, NASDAQ was notified of the share exchange and name change of ISDV to BSK & Tech, Inc. The symbol was changed from ISDV to BSKT. BSKT is currently traded as non-reporting company on the Pink Sheets (www.pinksheets.com)
The Company currently owns a majority of the shares of Praotech, Ltd, a Korean company. In April, 2008, MasterImage and Praotech entered into an exclusive marketing and R&D agreement. This agreement, attached as an exhibit, will allow Praotech to acquire essential stereoscopic 3D technology and exclusive right to produce and sell related components. MasterImage will provide R&D as well as technological support. Praotech has the rights to produce, sell and market the stereoscopic 3D imaging chip and module.
(a) Common and Preferred Stock.
We are authorized by its Certificate of Incorporation to issue an aggregate of 120,000,000 shares of capital stock, of which 100,000,000 are shares of common stock, par value $0.00001 per share (the "Common Stock") and 20,000,000 are shares of preferred stock, par value $0.00001 per share (the “Preferred Stock”). As of September 15, 2008, 39,497,780 shares of Common Stock and zero shares of Preferred Stock were issued and outstanding.
Common Stock
All outstanding shares of Common Stock are of the same class and have equal rights and attributes. The holders of Common Stock are entitled to one vote per share on all matters submitted to a vote of stockholders of the Company. All stockholders are entitled to share equally in dividends, if any, as may be declared from time to time by the Board of Directors out of funds legally available. In the event of liquidation, the holders of Common Stock are entitled to share ratably in all assets remaining after payment of all liabilities. The stockholders do not have cumulative or preemptive rights.
Preferred Stock
Our Certificate of Incorporation authorizes the issuance of up to 100,000,000 shares of Preferred Stock with designations, rights and preferences determined from time to time by its Board of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue Preferred Stock with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of the holders of the Common Stock. In the event of issuance, the Preferred Stock could be utilized, under certain circumstances, as a method of discouraging, delaying or preventing a change in control of the Company. Although we have no present intention to issue any shares of its authorized Preferred Stock, there can be no assurance that the Company will not do so in the future.
Certain Beneficial Owners:
Hong Seok Park 2,000,000 (3) 5.06%
603-1702, YANGJIMAEUL, SUNAE-DONG 29
SEONGNAM SI BUNDANG-GU, GYEONGGI-DO, S. Korea
Directors/Named Executive Officers:
Yong Gil Lim 7,650,000(4) 19.37%
Tea-Hyen Shin 100,000(5) *
Mi Soon Han 3,250,000(6) 8.23%
Jeom Soon Han 100,000(7) *
All Named Executive Officers and Directors as a group (4 persons) 11,100,000 27.6%
ITEM 3. DESCRIPTION OF PROPERTY.
We do not own any real property. Currently the Company leases two commercial office buildings in Seoul, South Korea for the purposes of carrying out the operations of the business.
For 4,500,000 Won (per month, rents the facilities located at Hye Sung Bldg. 4F. Seocho-dong 1490-30, Seocho-gu, Seoul, Korea. The lease terms are from November 10, 2007 to November 11, 2009. The building is 3,380 square feet approximately. The lease agreement along with a translation of key lease terms is attached as an exhibit.
For 3,300,000 Won per month, the Company rents the facilities located at Bangbae dong #1002-14 Seocho-gu, Seoul, Korea. The lease terms are from May 3, 2007 to May 3, 2009. The building is approximately 4,982 square feet. The lease agreement along with a translation of key lease terms is attached as an exhibit.
We believe that our current facilities are suitable and adequate to meet our current needs, and that suitable additional or substitute space will be available as needed to accommodate expansion of our operations.
Products and Services
Stereoscopic Cameras
A stereo camera is a type of camera with two or more lenses. This allows the camera to simulate human and gives it the ability to capture three-dimensional images. The Stereoscopic Camera composes images from left and right lenses to make a 3D stereoscopic image. The camera will have an automatic conversion from 2D to 3D. It will also be able to control the depth of the 3D effect. The technology will enable users to take realistic stereoscopic picture and movie by mobile phone users.
Stereoscopic LCD Display
Stereoscopic LCD displays offers 3D viewing without glasses. The technology also offers a 50% reduction in barrier thickness, extensive viewable areas and brightness along with horizontal and vertical turnover in stereoscopic mode. This can be done with an simple attachment process without any changes in the main LCD part.
Employees
As of December 8, 2008, the Company has approximately 13 employees in the two offices described under “Description of Property.” Intellectual Property
Trademarks
We have filed an application with the United States Patent and Trademark Office ( “USPTO” ) to register our “Image-N” trademark and currently is in the investigation stage at the USPTO.
Technology
On June 10, 2008, Praotech Co. Ltd and Master Image Co., Ltd. filed patent application number 10-2008-0054215 with the Korean Intellectual Property Office for Stereoscopic Imaging ASIC Patent. The name of the patent is Stereoscopic Image Generation Chip for Mobile Equipment, and Method For Generating Stereoscopic Image Using the Same Sales plan for 2009
BODA sales plan
KDC and BODA have signed an exclusive supply contract for 600,000 units of stereoscopic 3D imaging chip for the manufacture of LCD panels for mobile phones.
The stereoscopic 3D imaging chips to be supplied to BODA is 600,000 units at $3.00 per unit, making the total supplied amount of $1.8 million.
According to the above contract, the stereoscopic 3D imaging chips will be supplied to KDC, and the profit from sales (patent royalty) are supposed to be $0.50 per unit sold, providing a gross profit of $300,000.
TELSDA sales plan
KDC has signed contract with TELSDA for the supply of 3 different kinds of components: 3D TN LCD, 3D ASIC, 3D FPGAIC.
An initial shipment of 30,000 units of 3D FPGAIC (2.2”) has been completed, and 3D ASIC order will be met with 30,000 to 80,000 units per month.
The number of stereoscopic 3D imaging chips to be supplied to TELSDA is 600,000 units at $3.00 per unit, making the total supply amount of $1.8 million.
According to the above supply contract stereoscopic 3D imaging chips will be supplied to KDC, and the profit from sales (patent royalty) are estimated to be $0.50 per unit providing a gross profit of $300,000.
Shenzhen INFOKIT sales plan
KDC has signed contract with Shenzhen INFOKIT for the supply of 360,000 3D LCD modules.
The amount of stereoscopic 3D imaging chips will be 360,000 units at $3.00 per unit making a gross total of $1.08 million.
According to the above supply contract stereoscopic 3D imaging chips will be supplied to KDC, and the profit sales (patent royalty) will be $0.50 per unit making a gross profit of $180,000.
AGIO sales plan
KDC has signed a supply contract with AGIO for 3.0” LCD and 3D ASIC for cameras to be adopted by MP4.
The amount of stereoscopic 3D imaging chips to be supplied to AGIO are estimated to be 300,000 units at $3.00 per unit providing a revenue total of $900,000.
According to the above supply contract stereoscopic 3D imaging chips will be supplied to KDC, and the profit sales (patent royalty) is estimated at $0.50 per unit providing an estimated gross profit of $150,000.
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MDM sales plan
Company is currently preparing a marketing strategy with MDM to increase sales and market share using varied products incorporated with the stereoscopic 3D imaging chip from Company, and MDM has submitted a marketing plan and sales plan for 2009.
Currently with the above supply contracts with 4 companies, the Company’s sales figures amount to be estimated at $5.58 million USD with estimated profits of about $930,000 USD.
Economic Conditions
Due to the United State’s current subprime crisis and instability of firms and banks, has caused a worldwide financial freeze resulting in corporate downscaling and delays. As such, the Company’s sales projection were compiled with 60% of the projected supply amount, and with other business negotiation included, is realistic and planned with goals that are attainable.
Future Prospective Operations
Market Trends
Currently many companies and research centers around the world are attempting to develop further existing products to implement 3D display technology and become the industry leader. 3D display technology has been embraced as a target technology by many states, which are investing resources and research into developing their own technologies as a national policy.
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The glass free format in monitors is proving to currently be the most popular model, of which the parallax barrier method is the most representative and is sharp contrast from polarized glasses.
Developed countries are already investing capital and research into developing the next-generation HDTV, one which is able to display also stereoscopic 3D images without the use of glasses, as well as the 3D content to be broadcasted. Shortly thereafter, internet TV and cable TV is expected to develop sports, entertainment and other game programs geared towards this stereoscopic 3D format, thus bringing 3D technology to the general public.
The 3D display market was approximately worth about $140 million dollars this year. This figure is expected to grow 95% every year, and in 2015, the 3D display market share is expected to be amount of 9.2% of the total display market, worth about $15.8 billion dollars.
Company Anticipated Progress
Stereoscopic 3D display method consists of a fusion of existing TFT-LCD and TN-LCD using patented joining technology, and in the case of displays with sizes larger than 10” has been known to cause some dizziness in very large displays. Currently 2D LCD’s are setting the standards – as such, the focus for the launch of 3D displays was centered on applications with displays smaller than 10”.
The current contract for application unto mobile phones is a very important step in this redirected focus. Most of the profits and market will be initially found in the portable game devices, digital cameras, webcams, pachinko, and other portable small consumer products. After consumers have adjusted to this new viewing format, then business can be launched into the computer LCD monitor and LCD TV markets.
BSK & TECH, INC.
(A Developmental Stage Enterprise)
NOTES TO PRO FORMA FINANCIAL STATEMENTS
Stated in US Dollars
For Pro Forma purposes, the 28,050,000 shares issued concurrent with the Merger with BSK and TECH Co., LTD. on January 27, 2008 totaling $1,683,280 are included at December 31, 2007.
During 2006, the Company issued 833,333 shares to officers for services totaling $50,000. Note 10 - Commitments & Contingencies Legal
The Company is not currently party to any lawsuits or litigation.
Leases
The Company leases premises at Hye Sung Bldg. 4F. Seocho-dong 1490-30, Seocho-gu, Seoul, Korea. This lease is in effect for a term of 24 months, commencing on November 10, 2007 and terminating on November 9 2009. The leased premises are 314 square meters (3,380 square feet). The lease requires a security deposit of forty five million Korean Won (45,000,000 Won or approximately $48,150 USD) and the monthly lease payments of four million five hundred thousand Korean Won (4,500,000 Won or approximately $4,815 USD), payable monthly in advance.
The Company leases premises at Bangbae dong #1002-14 Seocho-gu, Seoul, Korea. This lease is in effect for a term of 24 months commencing on May 3, 2007 and terminating on May 2, 2009. The leased premises are 463 square meters (4,982 square feet). The lease requires a security deposit of one hundred million Korean Won (100,000,000 Won or approximately $107,214 USD) and the monthly lease payments of three million Korean Won (3,000,000 Won or approximately $3,210 USD), payable in advance.
Note 10 - Subsequent Events
BSK & Tech Co. Ltd. ("BSK"), headquartered in Seoul, South Korea, entered into a Merger Agreement with Integrated Software Development, Inc. ("ISDV.pk") on January 27, 2008 and have now closed the transaction. BSK has two Business domains: manufacturing, R&D, and marketing of Stereoscopic 3 Dimensional Camera Chip and Module, and LCD panels; as well as providing Sewage Treatment and Recycling Service to the metropolitan area of Seoul and neighboring outskirts. Under the terms of the agreement, Integrated Software Development Corp. will exchange 28,050,000 shares of ISDV's common stock for the 2,000,000 outstanding shares of BSK & Tech Co, Ltd.
Subsequent to December 31, 2007, 35,330,164 shares were issued of which 28,050,000 were issued for the Merger with BSK & Tech Co., Limited, 6,395,164 shares were issued for services to non-affiliated individuals and 885,000 shares were issued to Officers and Employees for services.
Subsequent to December 31, 2007, Officers and Directors loaned the Company approximately $254,000 from FORM 10/A
(AMENDMENT NO. 1)
Date: December 22, 2008
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