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 March 31, 1999
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Commission File Number 1-7301
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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.)
14251 Chambers Rd.
Tustin, Ca 92780
----------------
(Address of principal executive offices)
Registrant's telephone number
including area code (714) 666-2020
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___________________________________________
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
---
99,961,241
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(Number of shares of common stock the registrant had outstanding as of August 4,
1998 - before reverse stock split. (See Item 2 - subsequent events)
<PAGE>
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 March 31, 1999 and the results of its operations and changes in
its financial position from January 1, 1983 through March 31, 1999 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.
OVERVIEW
In early 1996, the Company started work with Dr. Jean-Francois Hibbert, MD,
and later Dr. Michael Wall, MD. This work has resulted in the Company
developing a new business opportunity in the field of pain management and
physical wellness utilizing the Company's Bio-Resonance Therapy ("BRT").
Consequently, the Company is working towards owning and operating pain
management and physical wellness centers (hereafter "the Centers"),lease
commercial BRT units, and sell hand-held BRT units domestically and
internationally.
An initial Center was located in New York in 1997, but was moved in May
1998 due to logistical difficulties in operating the center at a great distance
from the Company's headquarters in Salt Lake City, Utah. Management is
currently operating a center in Salt Lake City, Utah.
BRT theories were first developed in the far east in the 1970s and were
based on the theory of human energy fields. The Company and its consultants
have designed and improved the BRT devices (hereafter "Device") to be more
efficient and effective. The Device operates on both 110 volts and 220 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.
<PAGE>
The Company has worked with a foreign manufacturer for the past two years
to develop a hand-held BRT unit and have now commenced production and marketing.
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 may of
1998 the Company entered into an exclusive product license agreement with Sureal
International, Inc. Pursuant to the Agreement, Sureal has the exclusive right
for merchandising, marketing, distribution, promotion and selling of hand held
BRT units under the trade name Sureal BRT or Sureal Bio-Resonance Therapy for as
long as the minimum unit purchases are met. The exclusivity excludes Thailand,
Singapore, Malaysia, Indonesia, Hong Kong, China and Taiwan as territories. The
minimum purchases are 3,000 units within six months of the agreement, 2,000
units for the three month period after November 1, 1998, and then 3,000 units
per month thereafter. Sureal has paid the Company an advance payment of
$5,000 towards the licensing fee of $250,000. The licensing fee is due upon the
earlier of nine months from the date of the agreement, or upon completion of a
public offering by Sureal.
FINANCIAL CONDITION
The Registrant is currently conducting only limited business operations. At
December 31, 1998, the Registrant had current assets of $58,743 and current
liabilities of $ 370,897.
The Company has sustained substantial losses and does not have the current
assets to service its current liabilities for the coming year, however during
June 1999 all assets were transferred in exchange for the assumption of all
liabilities. ( See Subsequent Events)
The Company expended $25,000 towards the purchase of the proprietary molds
used in the production of the new BRT hand held devices. The Company has
currently expended over $40,000 towards the manufacture and delivery of
inventory in 1998.
The Registrant will need additional funding beyond managements' current
expectations in order to pay its obligations, file periodic reports and continue
its currently planned business of owning and operating pain management centers,
the Registrant will need to enter into an 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.
As a small business, shareholders of the Company must bare the risks
associated with ownership in a company in its early stages of development with
limited or no resources, undeveloped product markets and limited staffing and
facilities. Additionally, due to current market factors of "low price"
securities, often referred to as "penny stocks", shareholders of the Company
must bare the risk of owning securities with limited liquidity or no liquidity
at all.
SUBSEQUENT EVENTS
During June 1999 the Company transferred all assets and its business in the
physical care field in exchange for the assumption of all its liabilities as
part of an acquisition and reorganization between the Company and RGB Technology
Group, Inc. and Kimrose Holdings which included the issuance of 90,000,000
shares of the Company and then a reverse stock split of the Company stock at 30
shares of outstanding stock for one share.
See form 8-K filed in July 2, 1999
<PAGE>
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: August , 1999 Donald H. Hansen
President
/s/ Donald H. Hansen
_____________________________
<PAGE>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Balance Sheets
<TABLE>
<CAPTION>
ASSETS
------
March 31,
1999 December 31,
(Unaudited) 1998
------------ ------------
<S> <C> <C>
Current Assets
Cash $26,818 $47
Inventory - for resale 31,925 35,040
-------------- -----------
Total Current Assets 58,743 35,087
-------------- -----------
Property and Equipment - net of accumulated
depreciation - Note 2 28,397 29,645
--------------- -----------
$ 87,140 $64,732
=============== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities
Notes payable $33,980 $89,922
Notes payable - related parties 64,820 64,820
Account payable 152,279 152,279
Accounts payable - related parties 119,818 27,767
--------------- -----------
Total Current Liabilities 370,897 334,788
--------------- -----------
Long term debt - Note 3 44,472 44,472
--------------- -----------
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 9,961 9,961
outstanding
Capital in excess of par value 753,342 753,342
Accumulated deficit - Note 1 (1,091,532) (1,077,831)
--------------- -----------
Total Stockholders' Equity (328,229) (314,528)
--------------- -----------
$87,140 $64,732
=============== ===========
</TABLE>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Statements of Operationsof Operations
(Unaudited)
<TABLE>
<CAPTION>
For the Period
During the
Development
Stage from
For the Three Months January 1, 1983
Ended March 31, Through March 31,
1999 1998 1999
-------------- ------------- ---------------
<S> <C> <C> <C>
Revenues $ 7,616 $ 14,312 $ 125,105
Cost of sales 3,115 - 42,386
-------------- ------------- ---------------
Gross profit 4,501 14,312 82,719
-------------- ------------- ---------------
Expenses
Selling, General & Administrative
Expenses 18,202 43,910 590,875
Loss From Abandonment Of Leasehold - 36,000 36,000
-------------- ------------- ---------------
Total Expenses 18,202 79,910 626,875
-------------- ------------- ---------------
Net Loss $ (13,701) $ (65,598) $ (544,156)
============== ============= ===============
Net loss per common share
Basic $ - $ (.01) -
============== ============= ===============
Average common shares outstanding
Basic 9,961,241 9,961,241 -
============== ============= ===============
</TABLE>
<TABLE>
<CAPTION>
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 March 31, Through March 31,
1999 1998 1999
--------------- --------------- --------------
<S> <C> <C> <C>
Cash Flow Used for Operations
Net loss from operations $ (13,701) $ (65,598) $ (544,156)
Items not requiring cash flow
during the current period:
Depreciation 1,248 937 5,771
Increase in Inventory 3,115 (31,050) (27,935)
Issuance of stock for services - - 28,795
Decrease in Deposits - 25,000 25,000
Bad debts - - 18,000
Decrease in notes receivable - - (3,000)
Increase /decrease in accounts payable 36,109 23,388 237,146
Increase in deferred revenue - 10,000 10,000
Expenses paid by an officer - - 90,807
--------------- --------------- --------------
Net Cash Flow Used for Operations 26,771 (37,323) (159,572)
--------------- --------------- --------------
Cash Flow Provided From Financing
Activities
Issuance of capital stock for cash - - 175,000
Issuance of notes payable - 67,050 188,050
--------------- --------------- --------------
Net Cash Flow Provided
From Financing Activities - 67,050 363,050
--------------- --------------- --------------
Cash Flow Used for Investing
Activities
Cash invested in subsidiary - - (105,000)
Cash paid for fixed assets - (25,000) (43,903)
Cash paid for deposits - - (27,757)
--------------- --------------- --------------
Net Cash Flow Used for Investing
Activities - (25,000) (176,660)
--------------- --------------- --------------
Net Cash Flow 26,771 4,727 26,818
--------------- --------------- --------------
Cash - Beginning of Period 47 1,695 -
--------------- --------------- --------------
Cash - End of Period $ 26,818 6,422 $ 26,818
=============== =============== ==============
</TABLE>
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
March 31, 1998
1. ORGANIZATION
The Company was incorporated under the laws of the State of Delaware on June 14,
1971. There have been name changes and authorized stock changes resulting in the
present name and the authorized common shares and preferred shares outlined in
the balance sheet.
The Company has been involved in various activities over the years, none of
which were successful. During the year 1983, the Company discontinued all
operations until 1996 when the Company started developmental work on a device
to be used in the physical care field. During June 1999 the Company completed an
acquisition and reorganization. (Note 6 - subsequent events)
The company is considered to be in the development stage after 1982.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
- -------------------
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
- ----------------
The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
- -------------
On December 31, 1998, the Company had a net operating loss carry forward of
$1,077,831. The tax benefit from the loss carry forward has been fully offset
by a valuation reserve because the use of the future tax benefit is doubtful
since the Company cannot project a net profit in the coming year. $563,551 of
the loss carry forward has expired and the balance expires starting in the years
2000 through 2019.
Earnings (Loss) Per Share
- ----------------------------
Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding.
Cash and Cash Equivalents
- ----------------------------
The Company considers all highly liquid instruments purchased with a maturity,
at the time of purchase, of less than three months, to be cash equivalents.
Property and Equipment
- ------------------------
Property and equipment is recorded at cost on the date of acquisition and
consists of the following.
1999
---------
Office & manufacturing equipment $ 37,096
Less: accumulated depreciation (8,699)
-----------
$ 28,397
==========
Depreciation expense is computed on the straight-line method over the useful
lives of the assets ranging from three to seven years. Depreciation expense for
the period ended March 31, 1999 was $1,248.
<PAGE>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Notes to Financial Statements
March 31, 1999
Financial Instruments
- ----------------------
The carrying amounts of financial instruments, including all assets and
liabilities shown in the balance sheet, are considered by management to be
their estimated fair values because of the events outlined in notes 4 and 6.
These values are not necessarily indicative of the amounts that the Company
could realize in a current market exchange.
Estimates and Assumptions
- ---------------------------
Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles. Those estimates and
assumptions affect the reported amounts of the assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses. Actual results could vary from the estimates that were assumed in
preparing these financial statements.
3. LONG TERM DEBT
Long term debt consists of lines of credit from banks amounting to $44,472 with
interest only payments for the coming year. Officers of the Company have
guaranteed the loans.
4. GOING CONCERN
The Company's financial statements have been 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. The Company has sustained substantial losses and does not have the
current assets to service its current liabilities for the coming year, however
during June 1999 all assets and its business in the physical care field were
transferred in exchanged for the assumption of all liabilites and therefore the
book value of the liabilities are assumed to be the fair value. (Note 6 -
Subsequent Events)
5. RELATED PARTY TRANSACTIONS
Officers of the Company have guaranteed lines of credit with banks. (Note 3)
6. SUBSEQUENT EVENTS
During June 1999 the Company transferred all assets and its business in the
physical care field in exchange for the assumption of all its liabilities, by
related parties, as part of an acquisition and reorganization between the
Company and RGB Technology Group, Inc. and Kimrose Holdings , related party to
RGB Technology, which included the issuance of 90,000,000 shares of the Company
and then a reverse stock split of the Company stock at 30 shares of outstanding
stock for one share.
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 12-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-1998
<PERIOD-START> JAN-01-1999 JAN-01-1998
<PERIOD-END> MAR-31-1999 DEC-31-1998
<CASH> 26818 47
<SECURITIES> 0 0
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 31925 35040
<CURRENT-ASSETS> 58743 35087
<PP&E> 28397 29645
<DEPRECIATION> 0 0
<TOTAL-ASSETS> 87140 64732
<CURRENT-LIABILITIES> 370897 334788
<BONDS> 44472 44472
<COMMON> 9961 9961
0 0
0 0
<OTHER-SE> (338190) (324489)
<TOTAL-LIABILITY-AND-EQUITY> 87140 64732
<SALES> 7616 89638
<TOTAL-REVENUES> 7616 89638
<CGS> 3115 27880
<OTHER-EXPENSES> 18202 145513
<LOSS-PREVENTION> 0 0
<INTEREST-EXPENSE> 0 0
<NET-INCOME> (13701) (83755)
<EPS-BASIC> 0 (.01)
<EPS-DILUTED> 0 (.01)
</TABLE>
