MILLENIA HOPE INC.
------------------------------
(Exact name of Small Business Issuer as Specified in its Charter)
DELAWARE 98-0213828
------------------------------------ ----------------------
(state or other Jurisdiction of (I.R.S Employer
Incorporation or Organization) Identification No.)
4055 Ste Catherine st. suite 142, Montreal, Quebec H3Z 3J8
-------------------------------------------------------------------------
(Address of Principal Executive Offices)
(514) 846-5757
------------------------------------------------------------
Issuer's Telephone Number Including Area Code)
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date : At February 29, 2000 Issuer had
outstanding 10,774,220 shares of Common Stock.
<PAGE>
INDEX
PART I: FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets (Unaudited) at February 29, 2000 and February
28, 1999 Statements of income (Unaudited) for the three
months ended February 29, 2000 and February 28, 1999.
Statements of shareholder's equity from December 24, 1997 to
February 29, 2000. Statements of cash flows (Unaudited) for
the three months ended February 29, 2000 and February 28,
1999. Summary of Significant Accounting policies Notes to
the Financial Statements (Unaudited)
Item 2. Plan of Operations
PART II. Other Information
Item 2. Sale of Unregistered Securities
Item 6. Exhibits and Reports on Form
SIGNATURES
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
BALANCE SHEET
FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
Assets
2000 1999
---- ----
Current Assets
Cash and cash equivalents $ 5.663 $ 9.075
Total current assets 5.663 9.075
Property and equipment, net 42,722 57,159
Other assets 1,005,827 747,300
Total assets 1,054,212 813.534
Liabilities and Shareholder's Equity
Current Liabilities
Accounts payable 196.153 196.674
Notes payable (principally related parties) - 781.878
Other current liabilities 20.350 -
Total current liabilities 216.503 978.552
Long-term debt (net of discount) - 255.600
Shareholder's Equity
Common Stock, $.0001 par value; authorized 1.077 1.010
70,000,000 shares; issued and outstanding
10,774,220 in 2000 and 10,100,000 in 1999
Paid in Capital 3,404,255 446.190
Deficit accumulated during the development stage (2,567,623) (867.818)
Total Shareholder's Equity 837.709 (420.618)
Total liabilities and shareholder's equity $ 1,054,212 $ 813,534
=========== =========
Read the accompanying summary of significant policies and notes to
financial statements, both of which are an integral part of this financial
statement.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF INCOME
FOR THE 3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
3 months ended
February 29, 2000 February 28, 1999
----------------------- -------------------
Revenue:
Licensing fees $ 7.500 $ 5.000
Operating expenses:
Rent 19.100 19.100
Selling, general and administrative expenses 29.402 9.860
Total operating expenses 48.602 33.960
Loss before other income (expense) (41.102) (28.960)
Other income (expense):
Interest expense 27.770 16.458
Total other income (expense) 27.770 16.458
Net Loss (68.872) (45.418)
============ ========
Basic weighted average common shares outstanding 10,992,720 10,100,000
============ ===========
Basic Loss per common share $ (0.0063) $ (0.0045)
============ ===========
Read the accompanying summary of significant policies and notes to
financial statements, both of which are an integral part of this financial
statement.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF CASH FLOWS
FOR THE 3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
<TABLE>
<S> <C> <C>
3 Months Ended
Feb. 29, 2000 Feb 28, 1999
----------------- ---------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) $ (68.872) $ (45.418)
Adjustments to reconcile net income (loss) to net cash
used in operating activities:
Depreciation and amortization 3.514 3.641
Changes in Operating assets and liabilities:
Accounts Payable and Accrued Liabilities 39.853 (60.026)
----------------- ---------------
Net cash provided by/(used in) operating activities (25.505) (101.803)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash provided by/(used in) investing activities - -
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from:
Notes payable, principally related parties (net of discount) (1,223,853) 89.878
Long term debt (192.830) -
Issuance of stock 1,443,978 -
----------------- ---------------
Net cash provided by/(used in) financing activities 27.235 89.878
----------------- ---------------
Net increase (decrease) in cash and cash equivalents 1.730 (11.925)
Cash and cash equivalents, beginning of period 3.933 21.000
----------------- ---------------
Cash and cash equivalents, end of period $ 5.663 $ 9.075
================= ===============
</TABLE>
Read the accompanying summary of significant accounting policies and notes to
financial statement, both of which are an integral part of this financial
statement.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF SHAREHOLDERS' EQUITY
FROM INCEPTION (DECEMBER 24, 1997) THROUGH FEBRUARY 29, 2000
(UNAUDITED)
<TABLE>
<S> <C> <C> <C> <C> <C>
Deficit during Total
Common Paid in Development Shareholders'
Shares Amount Capital Stage Equity
---------------- ------------ -------------- -------------- ---------------
Balance, beginning December 01, 1997: - $ - $ - $ - $ -
Proceeds from December 1997 private placement 4,000,000 400 19,800 20,200
Proceeds from February 1998 private placement 6,100,000 610 426,390 427,000
Net loss year ended November 30, 1998 (822,400) (822,400)
---------------- ------------ -------------- -------------- ---------------
Balance at November 30, 1998 10,100,000 1,010 446,190 (822,400) (375,200)
March 20, 1999 settlement of marketing contracts 1,111,220 111 1,514,104 1,514,215
Net loss year ended November 30, 1999 (1,676,351) (1,676,351)
---------------- ------------ -------------- -------------- ---------------
Balance, at November 30, 1999: 11,211,220 1.121 1,960,294 (2,498,751) (537,336)
Proceeds from January 17, 2000
Issuance of common shares 563.000 56 50.614 50.670
January 20, 2000 cancellation of comon shares (1,000,000) (100) 100 -
Proceeds from February 28, 2000
Issuance of Warrants - - 1,393,247 1,393,247
Net loss three months ended February 28, 2000 (68,872) (68,872)
---------- ------------- ------------ ------------- --------------
10,774,220 $ 1,077 $ 3,404,255 $ (2,567,623) $ 837,709
========== ============= ============ ============= ==============
Read the accompanying summary of significant accounting policies and notes to
financial statement, both of which are an integral part of this financial statement.
</TABLE>
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 MONTHS Ended FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
Basis of accounting:
Millenia Hope Inc. prepares its financial statements in accordance with
generally accepted accounting principles. This basis of accounting involves
the application of accrual accounting; consequently, revenues and gains are
recognized when earned, and expenses and losses are recognized when
incurred. Financial statement items are recorded at historical cost and may
not necessarily represent current values.
Management estimates:
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses during the
reporting period. Certain amounts included in the financial statements are
estimated based on currently available information and management's judgment
as to the outcome of future conditions and circumstances. Changes in the
status of certain facts or circumstances could result in material changes to
the estimates used in the preparation of financial statements and actual
results could differ from the estimates and assumptions. Every effort is
made to ensure the integrity of such estimates.
Fair value of financial instruments:
The carrying amounts of cash and equivalents, accounts receivable, accounts
payable and accrued liabilities approximate their fair values because of the
short duration of these instruments.
Cash and cash equivalents:
The Company considers all highly liquid investments with original maturities
of ninety days or less to be cash and cash equivalents. Such investments are
valued at quoted market prices.
Property, equipment and depreciation:
Property and equipment are stated at cost less accumulated depreciation.
Depreciation is computed using the double declining balance method over the
estimated useful lives when the property and equipment is placed in service.
Estimate Useful Life
(In Years)
Office Furniture and Equipment 10
Leashold improvements are amortized over their estimated useful lives or the
estimated useful lives of the leasehold improvements, whichever is shorter.
The cost of fixed assets retired or sold, together with the related
accumulated depreciation, are removed from the appropriate asset and
depreciation accounts, and the resulting gain or loss is included in net
earnings.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
Intangibles:
Intangibles represent patent rights are recorded at cost, less accumulated
amortization. Patent rights are amortized to operations using the
straight-line method over a ten year term, which is less than the legal
patent term of 17 years. Amortization of patent rights which is considered a
capitalized R&D-related asset is charged to R&D expense. Amortization on
patents rights will begin when the company commences operations. Intangibles
held and used by the Company are reviewed and evaluated for possible
impairment whenever events or changes in circumstances indicate the carrying
amount of an asset may not be recoverable through the estimated undiscounted
future cash flows resulting from the use of these assets. When any such
impairment exists, the related assets will be written down to fair value.
This policy is in accordance with SFAS No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of."
Recent Accounting Pronouncements:
The Statement of Financial Accounting Standards Board (SFAS) No. 130,
"Reporting Comprehensive Income," was issued by the Financial Accounting
Standards Board (FASB) in June 1997. This Statement establishes standards
for the reporting and display of comprehensive income and its components.
Comprehensive income including, among other things, foreign currency
translation adjustments and unrealized gains and losses on certain
investments in debt and equity securities. Also in June 1997, the FASB
issued SFAS No. 131, "Disclosure about Segments of an Enterprise and Related
Information." This Statement establishes standards for reporting information
about operating segments in annual financial statements, and requires that
an enterprise report selected information about operating segments in
interim reports issued to shareholders. Both of these Statements are
effective for fiscal periods beginning after December 15, 1997. The Company
does not expect the adoption of these statements to have a material impact
on its financial condition or results of operations.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
NOTES TO THE FINANCIAL STATEMENTS
3 MONTHS Ended FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(unaudited)
1. Organization and business
Millenia Hope Inc. was incorporated in the State of Delaware on
December 24, 1997. The Company participates in the treatment and
prevention of malaria. Through its acquisition of the patent rights for
Malarax and Strychnos, the company will further develop and distribute
Malarax as the dominant control agent for the treatment and prevention
of malaria throughout the world. Although there is no assurance that
the patent will ever be issued, management feels the likelihood of
issuance is probable (high) due to the positive test results attained
in clinical studies.
2. Concentrations of credit risk
Financial instruments which potentially subject the Company to
concentrations of credit risk consist principally of cash, cash
equivalents and accounts receivable. The credit risk associated with
cash and cash equivalents is considered low due to the credit quality of
the financial institutions. The Company maintains, when appropriate, an
allowance for uncollectible receivables. Therefore, no additional credit
risk beyond amounts provided for collection losses is believed inherent
in the Company's receivables and to date have been within management's
expectations.
3. Details of financial statement components
2000 1999
------ ----
Property and Equipment:
Furniture and Fixtures $ 15,900 $ 15,900
Leasehold Improvements 60,100 60,100
------ ------
76,000 76,000
Accumulated Depreciation/Amortization 33,278 18,841
------ ------
Property, and Equipment, net $ 42,722 $ 57,159
Other Assets:
Patent rights
Patent rights - Malarex $747,300 $747,300
(Purchased January 7, 1998)
Patent rights - Strychnos 258,527
-------
(Purchased June 1, 1999) $ 1,005,827 747,300
The purchase of the patents rights included the Italian application,
PCT applications which extends the patent globally and all priority
rights associated with the patent. All of these components were
purchased in a lump sum package which was determined to be their fair
market value on the purchased dates. The transactions were at arm's
length. No portion of these amounts relate to trademarks.
Other Current Liabilities:
Deferred Revenue $ 2,500 $ -
Accrued Expenses 17,850 -
------------ -------------
$ 20,350 $ -
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
NOTES TO THE FINANCIAL STATEMENTS
3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
4. Note Payables :
Related Party:
Promissory Note Payable - C. Villenueve, - 781,878
-------
a shareholder, unsecured, interest at 8% - $ 781,878
per annum, no maturity date.
5. Long-term debt
Promissory Note - Giuseppe Motta and - $ 255,600
-------
Silvio Rossi, unsecured, discounted for 8% -
Imputed interest; annual payments of $44,400
for 5 years and a final payment of $33,600
On February 29, 2000 $1,393,247 of long term debt and related party promissory
notes payable were converted into 4.644.156 warrants exercisable at $1 per share
until November 30, 2002.
6. Commitments, contingencies and litigation
Office rent agreement:
On December 27, 1997, the company entered into an office rent
agreement with 9033-0176 Quebec Inc. for office space. This agreement
also includes the full usage of all office equipment and
receptionist. This agreement is for a term of 5 year and the annual
rental amount is $79,325.
Auto Reimbursement
The company has agreed to reimburse Claude Villenueve, a shareholder,
each month an amount of $1,040 relating to auto expenses used in the
course of business.
Going Concern:
The accompanying financial statements have been prepared assuming the
Company will continue as a going concern. The company reported a net
loss of $68,872 for the 3 months ended February 29, 2000 and has
reported net losses of $2,567,623 from inception (December 24, 1997)
to February 29, 2000. As reported on the statement of cash flows, the
Company incurred negative cash flows from operating activities of
$25,505 for the 3 months ended February 29, 2000 and has reported
deficient cash flows from operating activities of $2,372,561 from
inception (December 24, 1997). To date, these losses and cash flow
deficiencies have been financed principally through the sale of
common stock ($1,890,040) and the issuance of common stock in
settlement of contractual obligations ($1,514,215). Additional
capital and/or borrowings will be necessary in order for the Company
to continue in existence until attaining and sustaining profitable
operations. Management has continued to develop a strategic plan to
develop a management team, maintain reporting compliance and
establish long term relationships with other major organizations to
develop and distribute the product Malarax. Management anticipates
generating revenue through the sales of Malarax during this fiscal
year. The major shareholder's of the organization have committed to
fund the operations of the organization during the next fiscal year
until the organization can generate sufficient cash flow from
operations to meet current operating expenses and overhead.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
NOTES TO THE FINANCIAL STATEMENTS
3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
7. Comprehensive income (loss)
The Company adopted Statement of Financial Accounting Standards (SFAS)
No. 130, "Reporting Comprehensive Income". SFAS 130 establishes
standards for the reporting and display of comprehensive income (loss)
and its components in the financial statements. The adoption of this
statement did not result in a change in the Company's disclosure.
8. Related Parties
As discussed in Note 6, the company has an agreement to reimburse
Claude Villenueve, a shareholder , monthly for auto expenditures a
standard amount of $1,040.
On January 9, 1998, the company entered into an agreement with
L'Espoir Du Millenaire Inc. whereby L'Espoir Du Millenaire Inc. has
exclusive marketing and distributor rights for the product Malarax.
The agreement is for 5 years and requires L'Espoir Du Millenaire Inc.
to make annual payments of $30,000 to Millenia Hope Inc. for the
exclusive rights. The agreement also allows for renewal of the
exclusivity for an additional 5 years provided that certain sales
quotos have been met. L'Espoir Du Millenaire Inc. is owned Mr. Claude
Villenueve, a shareholder in Millenia Hope Inc.
9. Income Taxes
The Company did not provide any current or deferred United States
federal, state or foreign income tax provision or benefit for the
period presented because it has experienced operating losses since
inception. The Company has provided a full valuation allowance on the
deferred tax asset, consisting primarily of net operating loss
carryforwards, because of uncertainty regarding its realizability.
10. Shareholders' Equity
In March 1999, the Company issued 1,111,220 shares of common stock in
settlement of marketing agreements established with organizations who
will develop and market the Company and its product Malarex globally.
The total marketing cost was $1,514,215. The company's share value on
that date was trading on the OTC Bulletin Board at $1.3627. The
transaction was at arm's length with third parties.
11. Warrants and Options
In 1998, the Company, in accordance with it private placement
memorandum to sell 6,100,000 units (each unit consisting of one (1)
share of common stock and one (1) warrant), sold 6,100,000 shares of
common stock. Each warrant entitles the registered holder thereof to
purchase at any time from the date for a period of three (3) years, one
share of common stock at a price of $0.09. As of February 29, 2000,
5,537,000 warrants were outstanding.
On January 29, 1999 the company granted 210,000 options to its
President, Leonard Stella. The options vest 70,000 per year over a
three year period. The options are exercisable at $1.50 per share and
expire on December 31, 2003. The total dollar value of the options at
the date of grant was $315,000. The fair market value of the company's
stock which was tradable on the OTC Bulleting Board was $1.50.
<PAGE>
MILLENIA HOPE INC.
(A COMPANY IN THE DEVELOPMENT STAGE)
NOTES TO THE FINANCIAL STATEMENTS
3 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
(UNAUDITED)
Warrants and Options (continued):
On January 29, 1999 the company granted 150,000 options to its Chief
Executive Officer, Dominique Morisot. The options vest 50,000 per year
over a three year period. The options are exercisable at $1.50 per
share and expire on December 31, 2003. The total dollar value of the
options at the date of grant was $225,000. The fair market value of the
company's stock which was tradable on the OTC Bulleting Board was
$1.50.
On January 29, 1999 the company granted 50,000 options to its Vice
President Human Resource, Ronald Lapenna. The options vest after one
year. The options are exercisable at $1.50 per share and expire on
December 31, 2003. The total dollar value of the options at the date of
grant was $75,000. The fair market value of the company's stock which
was tradable on the OTC Bulleting Board was $1.50.
On January 29, 1999 the company granted 50,000 options to its Vice
President Finance, George Haligua. The options vest after one year. The
options are exercisable at $1.50 per share and expire on December 31,
2003. The total dollar value of the options at the date of grant was
$75,000. The fair market value of the company's stock which was
tradable on the OTC Bulleting Board was $1.50.
On August 30, 1999, the Company granted 100,000 options to its chairman
of the Board, Dr. Alain Soucy. The options vest after one year. The
options are exercisable at $0.30 per share and expire on December 31,
2003. The total dollar value of the options at the date of grant was
$30,000. The fair market value of the company's stock which was
tradable on the OTC Bulleting Board was $.30.
In October 1995, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards ("SFAS") No. 123,
"Accounting for Stock-Based Compensation". The Company has determined
that it will continue to account for employee stock-based compensation
under Accounting Principles Board No. 25 and elect the disclosure-only
alternative under SFAS No. 123. The fair value of a share of nonvested
stock is measured at the market price of a share on the grant date. The
proforma effect to net income and earnings per share is reflected as
follows:
Inception
December 24, 1997
Through
February 29, 2000
Net Income after proforma effect $(2,567,623)
Earnings per share after proforma effect $ (0.2335)
12. Earnings (Loss) per common share
Basic earnings (loss) per share is computed using the weighted-average
number of common shares outstanding during the period. Options and
warrants are not considered since considering such items would have an
antidilutive effect.
<PAGE>
Item 2. Plan of Operation.
The following discussion should be read in conjunction with the financial
statements and related notes which are included elsewhere in this prospectus.
Statements made below which are not historical facts are forward-looking
statements. Forward-looking statements involve a number of risks and
uncertainties including, but not limited to, general economic conditions and our
ability to market our product.
Some of the statements hereunder are forward-looking statements that
involve risks and uncertainties. These forward-looking statements include
statements about our plans, objectives, expectations, intentions and assumptions
and other statements contained herein that are not statements of historical
fact. You can identify these statements by words such as "may," "will,"
"should," "estimates," "plans," "expects," "believes," "intends" and similar
expressions. We cannot guarantee future results, levels of activity, performance
or achievements. Our actual results and the timing of certain events may differ
significantly from the results discussed in the forward-looking statements. You
are cautioned not to place undue reliance on any forward-looking statements.
The business objectives of Millenia are twofold.
First and foremost is to establish MALAREX as an accepted control agent for the
treatment and prevention of malaria throughout the world. Not only do we believe
that MALAREX is an effective anti-malarial drug, it will also be made available
at prices that are adapted to the realities of the third world market. The
availability and pricing of MALAREX will hopefully ensure its acceptability and
use in the fight against malaria. To this end the company has entered into
clinical trials of MALAREX with the following three countries:
o On October 5th, 1999 India's Directorate of Health accepted MALAREX for
both in-vitro (test-tube) and in-vivo (live trials) testing. On
February 28th, 2000 the in-vitro tests were successfully completed and
the in-vivo tests are scheduled to be run next.
o On January 13th, 2000 Cameroun's Department of Health accepted MALAREX
for both in-vitro and in-vivo testing. As of February 17th, 2000 the
above testing was successfully concluded. The company is waiting for
the final approval of the Department of Health for MALAREX to be sold
in Cameroun. Management believes that sales of MALAREX should commence
within the next six months in Cameroun.
o On January 26th, 2000 the Ministry of Health and Welfare of Equatorial
Guinea accepted MALAREX for both in-vitro and in-vivo testing. As of
February 27th, 2000 the in-vitro testing was successfully concluded and
we are waiting for the in-vivo testing to be concluded. If this step is
successful then final approval of the ministry of Health and Welfare
would be needed to commence sales of MALAREX.
Millenia has adopted an extremely conservative sales forecast. In the face of
anti-malarial drug resistance, the need for more effective treatments will
continue to intensify. Once a network of local manufacturers and distributors
capable of producing and supplying MALAREX are in place, the demand for MALAREX
should increase commensurately.
<PAGE>
It is estimated the demand for MALAREX will increase as it becomes an accepted
choice in the fight against malaria. Once it has proven its effectiveness and
availability, it could be among the leaders in the field. Despite this positive
conviction, Millenia chooses to remain conservative in its sales estimation as
it strives to attain its goal of 2 % of the marketplace in five years.
Achieving these modest levels will ensure both the viability and profitability
for both the Company and its shareholders.
Secondly, Millenia is committed to ongoing research and development to expand
the efficacy of MALAREX and its derivatives in fighting infectious diseases. To
this end, the company has a verbal agreement with one of its officers, Mr.
Guiseppe Bertelli Motta, VP of research and a co-discoverer of MALAREX whose
profession is botanical research, that it will have the first right of refusal
on all the research carried on by him. As cash flow improves, further funding
will be commited to research and development.
As an integral part of this development, Millenia hopes to establish long term
relationships with other major organizations such as Rotary Against Malaria
(RAM), World Health Organization and the Centers for Disease Controls. It is
through these relationships that Millenia feels that they can best support the
efforts of such organizations to solve the problem of malaria by building an
infrastructure necessary to control this disease.
As the Company has not yet begun to sell the Product, it is difficult for
management to evaluate the growth curve of Product sales. However, given the
potential market size and the need for viable and effective drugs, the Company
believes that it will not have a problem generating sales thereby creating
positive cash flow once the Product is approved.
The Company intends to use the Internet for advertising as that currently allows
the greatest visibility for very small costs. In fact, the Company believes that
it will be able to obtain free access on certain websites looking for products
such as the Company's.
At present the only significant cash outlay of the Company is for rent as well
as legal and accounting fees incurred by the Company as it prepares this filing
and filings associated with being a reporting company (quarterly unaudited
reports, annual reports, etc.). There is currently insufficient funds to
adequately provide for the Company's needs over the next twelve months, however,
the officers and certain shareholders have committed to fund the operations of
the company during the net twelve months until the company can generate
sufficient cash flow from operations to meet current operating expenses and
overhead.
Liquidity and cash flow needs of the company
From December 1st, 1999 to February 28th, 2000 the company incurred operating
expenses of $ 41,102 and interest expenses in the amount of $27,770 while
recording net cash revenues of $7,500. From March 1st, 2000 to November 30th,
2000, the fiscal year end, the company anticipates that its net cash flow needs
will be $123,000 primarily to cover day to day operating expenses. These funds
will be covered by revenue received and any shortfalls will be met by the
officers and certain shareholders as previously outlined.
<PAGE>
On February 22, 2000 Dr. David Mulder joined the Board of Directors of Millenia
Hope as its Vice-Chairman of the Board. Dr Mulder, a world-renowned physician in
several disciplines, was the former chairman of Montreal's McGill University
department of surgery and the surgeon-in-chief at the Montreal General Hospital
for 21 years. Dr Mulder has held leading positions in several important medical
associations.
The Company intends to continue conducting product research and development as
mentioned previously. The Company will, in the future, retain marketing and
public relations consultants as necessary, and hire support staff when warranted
by its sales volume on an as needed basis.
<PAGE>
Part II other information
Item 2: Sales of Unregistered securities
Date of Title of Number Consideration Exemption from
Sale Security Sold Received Registration claimed
1/17/2000 Common 563,000 $ 50,670 Regulation S
Shares
2/28/2000 Warrants 4,644,156 conversion of Regulation S
exercisable $ 1,393,247
at $1.00 per of debt
share until
11/30/2002
<PAGE>
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27. Financial Data Schedule (2/29/00)
(b) Reports on Form 8-K
None
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Millenia Hope Inc.
(Registrant)
Dated: April 14, 2000 By: /s/Leonard Stella
President and Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 1060827
<NAME> MILLENIA HOPE INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-2000
<PERIOD-START> DEC-01-1999
<PERIOD-END> FEB-29-2000
<CASH> 5,663
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 5,663
<PP&E> 76,000
<DEPRECIATION> (33,278)
<TOTAL-ASSETS> 1,054,212
<CURRENT-LIABILITIES> 216,503
<BONDS> 0
0
0
<COMMON> 1,077
<OTHER-SE> 836,632
<TOTAL-LIABILITY-AND-EQUITY> 1,054,212
<SALES> 7,500
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 48,602
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,770
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (68,872)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
