FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
Of the Securities Exchange Act of 1934
For Quarter Ended June 30, 1997
Commission File Number 1-7301
RENU-U INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 75-1329265
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3789 SOUTH 500 WEST
SALT LAKE CITY, UTAH 84115
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 262-5052
Former Address, if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13
or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12
months (or such shorter period
that the registrant was required to file such reports)
Yes X No
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
9,961,241
(Number of shares of common
stock the registrant had outstand-
ing as of August 25, 1997
PART 1
ITEM 1 - FINANCIAL STATEMENTS
The condensed financial statements included herein have been prepared by
the Company, without audit,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes
that the disclosures are adequate to make the information
presented not misleading.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary
to present fairly the financial position of the Company as of June 30, 1997
and the results of its operations and
changes in its financial position from January 1, 1983 through June 30, 1997
have been made. The results of its
operations for such interim period is not necessarily indicative of the
results to be expected for the entire year.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant has approximately
$19,257 as cash at
March 31. These funds were obtain through investor financing. The Registrant
intends to raise
additional funds as needed through private placements
with accredited and sophisticated
investors.
Results of Operation. Due to the lack of operations during the quarter
ended June 30,
1997, the registrant only had $1000 in clinic revenue and interest income of
$382. The Company
has disposed of its assets from previous
business ventures and has commenced start-up
procedures of operating physical wellness centers (see Plan of Operations).
Plan of Operations.
In early 1996, the Company commenced work with Dr. Jean-Francois Hibbert.
This work has resulted
in the Company developing a new business opportunity in the field of pain
management and physical wellness
utilizing Bio-Resonance Therapy ("BRT"). Consequently, the Company is working
towards owning and
operating pain management and physical wellness centers (hereafter "the
Centers") domestically and
internationally.
The business operation of the Company will be developed in two phases.
Phase I includes the
establishment of several of the treatment Centers. The first Center was opened
in Tarrytown, New York in June
of 1997. The New York Center is by Dr. Hibbert and will offer clients a
complete fitness and wellness therapy
package, including Bio Resonance Therapy, flexibility training, and nutrition
consultation. The Company
currently intends to open subsequent Centers in Utah and other strategically
located areas. As with the first
Center, each Center will occupy approximately 2500 sq. feet of space and will
be staffed by approximately six
employees under the direction of a medical doctor. As the business develops,
in Phase II the Company intends
to license and franchise these Centers.
Each Center will be equipped with Bio-Resonance Therapeutical devices.
BRT devices were first
developed in the far east in the 1970s. The Company and its consultants have
modified the BRT device design
(hereafter "Device") for use in the United States. The Device operates on
110 volts to generate an evenly
heated pattern of energy field. The designers believe this field duplicates
the natural energy field generated by
the human body and, therefore, assists the human body to minimize or reduce
pain and self heal. A BRT would
be categorized under FDA guidelines as a non-invasive medical device. Some of
the components for these
Devices will be imported and then assembled in the United States exclusively
for the Company. Management
does not anticipate any difficulty in obtaining the necessary devices for the
Centers. The Centers will primarily
compete with medical facilities that focus on pain management and therapy. The
Centers will be unique,
however, in that they will provide BRT using the equipment designed
by the Company.
The Company is currently working with the manufacturer to develop a
hand-held BRT unit. This
smaller unit will operate under the same principals as the device installed in
the Centers, but at significantly
lower capacity. These smaller devices will be marketed through a variety of
marketing channels for home use.
In the summer of 1996, the Company privately raised $96,000 through the
sale of debentures which
are convertible into the Company's common stock at 75% of the average bid
price for the ten trading days prior
to conversion. The Registrant will need additional funding in order to pay
its obligations, file periodic reports
and continue its currently planned business of owning and operating pain
management centers. The Registrant
has not entered into any agreement for the provisions of such additional
funding and no assurances can be given
that such funding will be available to the Registrant on terms acceptable to
it or at all.
The Registrant is currently conducting only limited business operations.
At June 30, 1997, the
Registrant had current assets of $19,257 and current liabilities of $45,921.
The Company had total assets of
$44,112 and total liabilities of $141,921. The increase in assets is due to a
private placement of debentures
in July of 1996. The liabilities consist of repayment of the debentures,
accounts payable for services provided
to the Registrant for legal, accounting and stock transfer services. The
increase in liabilities primarily resulted
from the private sale of debentures in July of 1996.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
None
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.
None
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.
Renu-U International, Inc.
Date: September 8, 1997 /s/ Frank Nelson
President and Principal
Financial Officer
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Balance Sheets
ASSETS
June 30,
1997 December 31,
(Unaudited) 1996
Current Assets
Cash $ 19,257 $53,229
Fixed Assets
Office equipment (Note 1) (Note 3) (net) 12,259 10,385
Other Assets
Medical equipment (Note 3) 7,207 7,207
Deposits 5,389 350
$ 44,112 $71,171
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses $45,921 $ 45,991
Long term debt (Note 5) 96,000 96,000
Stockholders' Equity
Preferred stock, $.10 par value 1,000,000 shares
authorized, no shares issued or outstanding - -
Common stock $.001 par value, 100,000,000
shares authorized, 9,961,241 shares issued
and outstanding 9,961 9,961
Capital in excess of par 753,342 753,342
Retained (deficit) accumulated during
development stage (857,437) (834,123 )
Treasury stock (3,675) -
(97,809) (70,820 )
$ 44,112 $71,171
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
For the Period
During the
Development
Stage
from
For the Three Months For the
Six Months January 1, 1983
Ended June 30, Ended June 30,
Through June 30
1997 1996 1997 1996 1997
REVENUE
Medical Services $ 1,000 $ - $ 1,000 $ - $ 1,000
Interest income - - 382 - 4,213
1,000 - 1,382 - 5,213
EXPENSES
Amortization and depreciation 685 - 1,544 - 2,134
Bad debts - - - - 18,000
Consulting and professional 5,179 - 5,179 - 193,967
General and administrative 17,697 2,100 33,336 4,200 86,301
Interest 2,880 169 5,760 334 16,331
Miscellaneous 249 - 279 - 2,630
Taxes 408 - 489 - 909
Travel and entertainment 3,304 - 7,511 - 20,729
TOTAL EXPENSES 30,402 2,269 54,098 4,534 341,201
NET LOSS $(29,402) $(2,269) $(52,716) $(4,534) $ (335,988)
NET LOSS PER SHARE $ (0.00) $ (0.00) $ (0.01) $ (0.00) $ (0.04)
AVERAGE SHARES
OUTSTANDING 9,961,241 9,961,241 9,961,241 9,961,241
8,071,954
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
For the Period
During the
Development
Stage from
For the Three Months
January 1, 1983
Ended June 30,
Through June 30,
1997 1996 1997
Cash Flow Used for Operations:
Net loss from operations $(52,716) $ (2,243) $(334,113 )
Items not requiring cash flow
during the current period:
Depreciation 1,544 - 2,135
Issuance of stock for services - - 28,795
Bad debts - - 18,000
Decrease in notes receivable - - (3,000 )
Increase /decrease in accounts payable 14,619 143 58,935
Expenses paid by an officer - 2,100 90,807
Net Cash Flow Used for Operations (36,553) - (138,441 )
Cash Flow Provided From Financing
Activities:
Issuance of capital stock for cash - - 175,000
Issuance of notes payable - - 96,000
Net Cash Flow Provided
From Financing Activities - - 271,000
Cash Flow Used for Investing
Activities:
Cash invested in subsidiary - - (105,000 )
Cash paid for fixed assets (3,836) - (11,962 )
Cash paid for other assets (5,360) (8,117)
Cash paid for treasury stock (3,675) (3,675)
Net Cash Flow Used for Investing
Activities (12,871) - (128,574 )
Net Cash Flow (49,425) - 3,805
Cash - Beginning of Period 53,229 - -
Cash - End of Period $ 3,805 - $3,805
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
June 30, 1997
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
a. Organization
The Company was incorporated under the laws of the State of Delaware
on June 14, 1971. The Company was involved
in various activities over the years, none of which proved
successful. During the year 1983, the Company discontinued
all operations and has had no significant revenues from any activity
since that time and is classified as a development
stage company per SFAS #7.
In 1996, the Company commenced work with Dr. Jean-Francois Hibbert,
of Harris, New York. This work resulted in the
Company developing a new business opportunity in the field of
physical care and development. Consequently, the
Company is working towards owning and operating pain management and
physical wellness centers. The Centers will
focus on providing physical and nutritional consultation and treatment.
b. Income Taxes
The Company adopted Statement of Financial Accounting Standards No.
109 "Accounting for Income Taxes" in the
fiscal year ended December 31, 1996 and has applied the provisions
of the statement on a retroactive basis to the
previous fiscal year which resulted in no significant adjustment.
Statement of Financial Accounting Standards No. 109 "Accounting for
Income Taxes" requires an asset and liability
approach for financial accounting and reporting for income tax
purposes. This statement recognizes (a) the amount
of taxes payable or refundable for the current year and (b) deferred
tax liabilities and assets for future tax consequences
of events that have been recognized in the financial statements or
tax returns.
Deferred income taxes result from temporary differences in the
recognition of accounting transactions for tax and
financial reporting purposes. There were no temporary differences
at December 31, 1996 and earlier years,
accordingly, no deferred tax liabilities have been recognized for
all years.
The Company had cumulative net operating loss carryforwards of
approximately $280,000 at December 31, 1996 and
$230,000 at December 31, 1995. No effect has been shown in the
financial statements for the net operating loss
carryforwards as the likelihood of future tax benefit from such net
operating loss carryforwards is not presently
determinable. Accordingly, the potential tax benefits of the net
operating loss carryforward estimated based upon
current tax rates of $95,000 at December 31, 1996 and $78,000 at
December 31, 1995 have been offset by valuation
reserves of the same amount. The net change in deferred tax asset
and offsetting valuation reserve amounted to
$17,000 for 1996 and $8,100 for 1995. The net operating losses
begin to expire in the year 1997.
c. Loss Per Share
The computation of loss per share of common stock is based on the
weighted average number of shares outstanding
during the period.
d. Cash and Cash Equivalent
For the purposes of the statement of cash flows, the Company
considers all highly liquid debt instruments with maturity
of three months or less to be cash equivalents.
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
June 30, 1997
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES (Continued)
e. Property and Equipment
Property is recorded at cost or estimated fair value at the time of
acquisition (purchase or donation by
officer/director).
Property and Equipment consist of the following at December 31, 1996
and June 30, 1997:
1996 1997
Office Equipment $ 10,976 $ 14,812
Less: Accumulated Depreciation (591 )
(2,135 )
Total Property and Equipment $ 10,385
$ 12,677
Depreciation expense is computed on the straight-line method over
the estimated useful lives of the assets (five
to seven years). Depreciation expense for the periods ended December
31, 1996 and June 30, 1997 is $516 and
$1,544
respectively.
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using generally
accepted accounting principles applicable to a
going concern which contemplates the realization of assets and
liquidation of liabilities in the normal course of
business. Currently, the Company does not have significant cash or
other material assets, nor does it have an
established source of revenues sufficient to cover its operating
costs and to allow it to continue as a going concern.
It is the intent of the Company to develop its business in the field
of total wellness and fitness development. (See
Note 1)
NOTE 3 - RELATED PARTY TRANSACTIONS
Frank Nelson, a major shareholder/officer, paid expenses of the
Company totaling $10,013 and $9,901 in 1996
and 1995, respectively in behalf of the Company. These expenses are
shown as a contribution to capital. During
1996, Mr. Nelson also contributed $7,650 worth of office and medical
equipment for future use in wellness centers
that will be opened in the coming years.
Mr. Nelson also rents space to the Company on a month to month basis
for $300 a month. ($500 a month beginning
May 1, 1997).
In June 1996, Mr. Nelson provided $50,000 in long-term financing for
the Company (See Note 5). In 1997, Mr.
Nelson advanced the company $1,500 for operating capital.
NOTE 4 - LEASE COMMITMENT
The Company (in the name of Mr. Nelson) leased an automobile for
company use. The lease terms are as follows.
Payments $308 per month
Length 36 months
Deposit $350
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
December 31, 1996
NOTE 4 - LEASE COMMITMENT (Continued)
Future lease commitments:
1997 $ 1,848
1998 $ 3,696
1999 $ 2,156
NOTE 5 - LONG TERM DEBT
During 1996, the Company borrowed $96,000 from 3 private individuals
($50,000 from Frank Nelson) to provide
financing for the Company operations. The notes are dated July 1,
1996 with a maturity date of June 30, 1998,
stated interest rate of 12%, unsecured. The notes are convertible
into common stock at 75% of a ten day average
trading bid price.
NOTE 6 - FAIR VALUE OF FINANCIAL INSTRUMENTS
The following of the estimated fair value of financial instruments
is made in accordance with the requirements of
SFAS No. 107, "Disclosure about Fair Value of Financial
Instruments". The carrying amounts and fair value of the
Company's financial instruments at December 31, 1996 and 1995 are as follows:
December 31, 1996
Carrying Fair
Amounts Values
Cash and cash equivalents $ - $ -
Long-term debt including
current maturities $ 96,000 $ 96,000
The following methods and assumptions were used by the Company in
estimating its fair value disclosures for
financial instruments.
Cash and Cash Equivalents
The carrying amounts reported on the balance sheet for cash and cash
equivalents approximate their fair value.
Long-term Debt
The fair values of long-term debt are estimated using discounted
cash flow analyses based on the Company's
incremental borrowing rate as the discount rate.
NOTE 7 - USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS
The preparation of financial statements in conformity with generally
accepted accounting principles requires
management to make estimates and assumptions that affect reported
amounts of assets and liabilities, disclosure
of contingent assets and liabilities at the date of the financial
statements and revenues and expenses during the
reporting period. In these financial statements, assets,
liabilities and earnings involve extensive reliance on
management's estimates. Actual results could differ from those estimates.
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