SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1998
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 I.R.S. Employer
incorporation or organization) Identification Number
14251 Chambers Rd, Tustin Ca 92780
----------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (714) 666-2020
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK,
$.001 PAR VALUE
Check 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 for shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days. Yes X No
--- ---
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [__]
The issuer's revenues for the fiscal year ended December 31, 1998 were
$89,638.
The aggregate market value of voting stock held by non-affiliates
(9,996,124 shares) of the registrant, based upon the closing sales price of the
registrant's common stock as reported on the NASD Bulletin Board on August 3,
1999, was approximately $1,681,450
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of August 3, 1999: 99,961,241 before reverse stock
split.(see Item 6 - subseq events)
<PAGE>
TABLE OF CONTENTS
PART I
- -------
Item 1. Business 3
Item 2. Properties 4
Item 3. Legal Proceedings 4
Item 4. Submission of Matters to a Vote of Security Holders 4
PART II
- --------
Item 5. Market for Company's Common Equity and Related Stockholder Matters 4
Item 6. Plan of Operations 5
Item 7. Financial Statements 7
Item 8. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 7
PART III
- ---------
Item 9. Directors, Executive Officers, Promoters and Control Person;
Compliance with Section 16(a) of the Exchange Act 8
Item 10. Executive Compensation 9
Item 11. Security Ownership of Certain Beneficial Owners and Management 9
Item 12. Certain Relationships and Related Transactions 10
Item 13. Exhibits and Reports on Form 8-K 10
FINANCIAL STATEMENTS 11
- ---------------------
2
<PAGE>
ITEM 1. DESCRIPTION OF BUSINESS1ITEM 1. DESCRIPTION OF BUSINESS
- -----------------------------------------------------------------------
The following narrative of this annual report contains some "forward
looking statements" which are based upon the plans, goals and objectives of the
Company and its management. Such statements are subject to various risks and
uncertainties. Numerous factors exist within the business world which may
prevent the successful attainment of such plans, goals and objectives.
Consequently, the reader should carefully consider the fact that such risks,
uncertainties, and unknown factors may cause actual results to vary materially
from the future results sought and/or discussed by the Company in such
forward-looking statements.
BUSINESS PLAN
The Company has completed a line of its own Bio-Resonance Therapy (BRT)
Devices which are used in treatment of a variety of physical ailments. The
Company sells its hand-held BRT units and leases its larger, or professional
units, to hospitals, doctors, chiropractors and physical therapistsThe
business plan for this venture has not been fully developed at this time.
CORPORATE HISTORY
The Registrant has experienced several changes in management, control,
capital structure and corporate name since its inception in 1971. The following
chronology is derived from corporate records in the possession of current
management and from historical financial statements and periodic reports filed
with the Commission. Such chronology is accurate to the best knowledge of
current management who has been associated with the Registrant since 1986.
Renu-U International, Inc. (the "Registrant" or "the Company") was
incorporated under the laws of the State of Delaware on June 14, 1971 under the
name of Worldcom, Inc. The Worldcom shares were traded in the over-the-counter
securities market.
The registrant filed a Form 10 registration statement with the Securities
and Exchange Commission in May of 1972. Registrant discontinued its operations
after 1976 and was inactive from approximately 1976 until June 1988.
In 1996, the Company started work with Dr. Jean-Francois Hibbert, of
Harris, New York. Subsequently, the Company worked with Dr. Michael Wall, who
continues with the Company on its advisory board. This work resulted in the
Company developing a new business opportunity in the field of physical care and
development. The Company is currently selling a line of hand-held BRT units
and leasing commercial BRT units. See Item 6 ( Plan of Operations and
Subsequent Events).
3
<PAGE>
ITEM 2. DESCRIPTION OF PROPERTY2. DESCRIPTION OF PROPERTY
- ----------------------------------------------------------------
The Registrant currently owns no properties. The Company currently
occupies approximately 1,000 square feet of office space for a monthly rent of
$500. The Company had maintained its first wellness center in Tarrytown, New
York but has since moved the center to Salt Lake City, Utah.
ITEM 3. LEGAL PROCEEDINGS3. LEGAL PROCEEDINGS
- --------------------------------------------------
There are currently no legal proceedings pending or threatened against
Registrant to the knowledge of its officers.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS4. SUBMISSION OF
- --------------------------------------------------------------------------------
MATTERS TO A VOTE OF SECURITY HOLDERS
- -------------------------------------------
There were no matters submitted to the shareholders during the fourth
quarter of 1998.
PART II
ITEM 5. MARKET FOR COMPANY'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS5.
- --------------------------------------------------------------------------------
MARKET FOR COMPANY'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
- --------------------------------------------------------------------------
The trading symbol for the Company's common stock RNUI, and is currently
quoted at a $.52 offer. Though the Company has been unable to obtain
historical quotation information for the Company's stock, it is management's
belief that the stock has been quoted at between $.09 and $.52 for the last
year. There has only been a limited public trading market for such stock for the
preceding several years. As of the date of this report, there were 99,961,241
shares of Common Stock outstanding, before the reverse stock split in July 1999,
held by 3,759 holders of record, including broker-dealers and clearing
corporations holding shares on behalf of their customers. No dividends have
been declared by the Registrant during the seven most recent fiscal years. The
Registrant has no plans to pay cash dividends in the near future.
ITEM 6. PLAN OF OPERATIONS (MD&A)6. PLAN OF OPERATIONS (MD&A)
- ----------------------------------------------------------------------
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.
4
<PAGE>
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.
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 $35,040 and current
liabilities of $ 334,788.
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 exchanged 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.
5
<PAGE>
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 for a disclosure of the above and
notification of a change in officers and a change in accountants.
ITEM 7. FINANCIAL STATEMENTS
- -------------------------------
The Registrant's audited financial statements for the years ended 1998 and
1997 are included herein.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
- --------------------------------------------------------------------------------
FINANCIAL DISCLOSURE8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
- -------------------------------------------------------------------------------
ACCOUNTING AND FINANCIAL DISCLOSURE
- --------------------------------------
There are no disagreements between the Registrant and any of the
accountants on any matter of accounting principles or practices or financial
statement disclosure. In 1999 the Company appointed Andersen, Andersen and
Strong as its independent auditors to replace the Company's previous auditing
firm Crouch Bierwolf and Chrisholm. The appointment of Andersen, Andersen and
Strong was not the result of any dispute with the prior firm.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
- -----------------------------------------------------------------------------
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACTITEM 9. DIRECTORS, EXECUTIVE
- --------------------------------------------------------------------------------
OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE
- --------------------------------------------------------------------------------
EXCHANGE ACT
- -------------
6
<PAGE>
EXECUTIVE OFFICERS AND DIRECTORS
The Executive Officers and Directors of the Company at the date of this
filing are as follows
Year First
Name Age Position Elected/Appointed
---- --- -------- -----------------
Donald H. Hansen 73 President and Director 1999
John D. Jantzi 52 Vice President and Dir. 1999
Julie Kim 25 Vice President, 1999
Secretary, Treasurer
and Director
7
<PAGE>
The term of office of each director is one year and until his successor is
elected at the Registrant's annual shareholders' meeting and is qualified,
subject to removal by the shareholders. The term of office for each officer is
one year and until his successor is elected at the annual meeting of the Board
of Directors and is qualified, subject to removal of the Board of Directors.
DONALD H. HANSEN, O.D., President and Director, Dr. Hansen, age 73, is a
graduate of Coe College in Cedar Rapids, Iowa, and the Illinois College in Cedar
Rapids, Iowa, and the Illinois College of Optometry. He has owned and operated
the Main Vision Clinic & Contact lens Center of Davenport, Iowa, since 1968.
Since 1993, Dr. Hansen has been the President/CEO of The American College of
Ophthermology, Inc., and Supervision Research Development Company, Inc., both of
which are devoted to research into eye temperature measurement and diagnosis of
health problems based on ocular thermal mapping. Dr. Hansen has conducted
extensive research on the relationship between low ocular blood flow and
increased risk of stroke and heart attack. He is a member of numerous
professional organizations, including American Optometric Association and the
Iowa Optometric Association. Dr. Hansen is the founder of the National Council
of Ophthalmic Inventors and the National Care Association.
JOHN D. JANTZI, O.D., Vice President and Director. Dr. Jantzi is 52 years
of age. He received his Doctor of Optometry degree from the University of
Waterloo in 1975, and was granted a Master of Science degree in physiological
optics in 1981. Dr. Jantzi has practiced optometry in the Vancouver area since
that time. He co-produced the award winning television program "Life is Worth
Seeing," which is televised annually by the Knowledge Network in British
Columbia. Dr. Jantzi is a frequent lecturer and has participated in over 30
clinical research projects with the U.S. Food and Drug Administration and
numerous major ophthalmic corporations. He was the editor-in-chief of the
Canadian Vision science journal Practical Optometry from 1990 to 1998. Dr.
Jantzi is a member of the Canadian Association of Optometrists, the Ontario
Association of Optometrists, and the British Columbia Association of
Optometrists.
8
<PAGE>
JULIE KIM, AGE 25, graduated from Cornell University in 1997 with a degree
in Business Administration. From 1995 to 1996, she was the Vice President for
Development of LightDrive Technologies, Inc., of Ft. Lauderdale, Florida. From
1997 to 1998, she served as a Consultant for Ernst & Young LLP and E&Y Kenneth
Leventhal Real Estate Group in New York City and Miami. Ms. Kim is the creator
of Lodging Magazine's Lodging Stock Index, which tracks the performance of
lodging stocks versus the Standard & Poor's 500. Ms. Kim is a member of the
Cornell Society of Hotelmen.
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT
Based solely upon a review of Forms 3 and 4, and amendments thereto,
furnished to the Registrant under Rule 16a-3(d) during its most recent fiscal
year and Forms 5, and amendments thereto, furnished to the Registrant with
respect to its most recent fiscal year, there have been no failure to file
reports on a timely basis as required by Section 16(a) during the fiscal year
ended December 31, 1996, or since that time, except for the failure to file
annual reports on Form 5. There have, however, been no changes in stock
ownership of such persons required to file during those periods.
9
<PAGE>
ITEM 10. EXECUTIVE COMPENSATIONITEM 10. EXECUTIVE COMPENSATION
- --------------------------------------------------------------------
During the fiscal year ended December 31, 1998, the Company's President and
CEO received no salary or other compensation for his services. The Company's
vice president, Mr. Lu, did receive approximately $20,850 compensation for the
year plus approximately $4,400 in advances toward travel expenses. There have
been no transactions between the Registrant and any individual named in Item 9,
except as set forth in this Item 10.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENTITEM 11.
- --------------------------------------------------------------------------------
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
- ---------------------------------------------------------------------
The following is a list of security ownership of management and beneficial
owners who owned or possessed voting control exceeding 5% of the Registrant's
outstanding Shares at August 3, 1999, after the completion of transactions shown
in the subsequent events Item 6 and before the reverse stock split, at which
time the Company had 99,961,241 common shares outstanding.
Title Name Amount Percent
of Class and Address of Ownership of Class
- ----------------------------------- ------------- ---------
Common Donald H. Hansen 500,000 .5
John D. Jantzi 500,000 .5
Julie Kim 450,000 .5
Kimrose Holding 90,000,000 90.
All Officers and Directors
and benefical owner
as a group 91,400,000 91.4
10
<PAGE>
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONSITEM 12. CERTAIN
- -------------------------------------------------------------------------------
RELATIONSHIPS AND RELATED TRANSACTIONS
- -----------------------------------------
None.
ITEM 13. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-KITEM
- --------------------------------------------------------------------------------
13. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-K
- -------------------------------------------------------------------------------
Page
No.
---
1. Documents filed with this report:
The following financial statements are included
immediately following this report.
Certified Public Accountant's Audit Report 11
Balance Sheets 13
Statements of Operations 14
Statements of Changes in Stockholders' Equity 15
Statements of Cash Flows 18
Notes to Financial Statements 19
2. Reports on Form 8-K
None
3. Exhibit Index
4. Consent of Andersen. Andersen and Strong EX-23.1
5. Letter from Crouch, Bierwolf & Chisholm EX-23.2
6. Financial Data Schedule EX-27
SIGNATURES
Pursuant to the requirements of Section 15(d) of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
Date: August , 1999
RENU-U INTERNATIONAL, INC.
/s/ Donald H. Hansen
---------------------------
Donald H. Hansen, President
11
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Name Title Date
---- ----- ----
/s/Donald H. Hansen
- --------------------- President and Director August 20, 1999
Donald H. Hansen (Principal Executive Officer)
/s/ Julie Kim
- --------------------- Secretary and Director August 20, 1999
Julie Kim (Principal Accounting Officer)
12
<PAGE>
Independent Auditors' Report
----------------------------
To the Board of Directors and Stockholders of Renu-U International, Inc.
We have audited the accompanying balance sheet of Renu-U International, Inc. (a
development stage company) at December 31, 1998 and the related statements of
operations, stockholders' equity and cash flows for the year then ended. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audit. The financial statements of Renu-U International, Inc. as of
December 31, 1997 and for the period from January 1, 1983 (beginning of
development stage) to December 31, 1997, were audited by other auditors whose
report dated July 16, 1998, expressed an unqualified opinion on these
statements.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Renu-U International, Inc. as
of December 31, 1998 and the results of its operations and cash flows for the
year then ended.
The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has sustained
substantial losses and does not have the current assets to service its current
liabilities for the coming year which raises substantial doubt about its
ability to continue as a going concern. Management's plans and the subsequent
events in regard to these matters are described in notes 4 and 6. These
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.
Salt Lake City, Utah
August 5, 1999
13
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Balance Sheet
December 31, 1998
ASSETS
------
<S> <C>
Current Assets
Cash $ 47
Inventory - for resale 35,040
------------
Total Current Assets 35,087
------------
Property and Equipment - net of accumulated depreciation - Note 2 29,645
------------
$ 64,732
============
LIABILITIES AND STOCKHOLDERS' EQUITY
-------------------------------------
Current Liabilities
Notes payable $ 89,922
Notes payable - related parties 64,820
Accounts payable - trade 152,279
Accounts payable - related parties 27,767
------------
Total current liabilities 334,788
------------
Long term debt - Note 3 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 outstanding 9,961
Capital in excess of par value 753,342
Accumulated deficit during development stage - Note 1 (1,077,831)
------------
Total Stockholders' Deficiency (314,528)
$ 64,732
============
</TABLE>
See accompanying accountant's report and notes to financial statements
14
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Statements of Operations
For the
Period During
the Development
Stage from
January 1, 1983
Year ended
Through
December 31,
------------------------ December 31,
1998 1997 1998
----------- ----------- ----------
<S> <C> <C> <C>
Revenues $ 89,638 $ 27,851 $ 117,489
Cost of Sales 27,880 11,391 39,271
----------- ----------- ----------
Gross Profit 61,758 16,460 78,218
Selling, General &
Administrative Expenses 145,513 176,413 604,998
----------- ----------- ----------
Net Loss $ (83,755) $ (159,953) $(526,780)
=========== =========== ==========
Net loss per common share
Basic $ (.01) $ (.02)
----------- ----------- ----------
Average common shares outstanding
Basic 9,961,241 9,961,241
----------- ----------- ----------
</TABLE>
See accompanying accountant's report and notes to financial statements
15
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Statements of Stockholders' Equity
Common Stock Capital Retained
--------------------- In Excess Earnings
Shares Amount of Par (Deficit)
----------- -------- --------- ----------
<S> <C> <C> <C> <C>
Balance-January 1, 1983 - date of inception of 1,058,680 $ 1,059 $549,992 $(551,051)
development stage
Issuance of common stock to acquire 100% of
Selinger Pharmaceuticals, Inc., June, 1983 at
$.03 per share 4,234,720 4,235 8,265 -
Net loss for the year ended December 31, 1983 - - - (12,500)
----------- -------- --------- ----------
Balance-December 31, 1983 5,293,400 5,294 558,257 (563,551)
Net Income for the year ended December 31, 1984 - - - -
----------- -------- --------- ----------
Balance-December 31, 1984 5,293,400 5,294 558,257 (563,551)
Issuance of common stock to acquire 100% of
outstanding common stock of Selinger
Development, Inc., October 1985 500,000 500 (500) -
Net Loss for the year ended December 31, 1985 - - - (19,365)
----------- -------- --------- ----------
Balance-December 31, 1985 5,793,400 5,794 557,757 (582,916)
Rescission of acquisition of Selinger
Development, Inc., May, 1986 - - - -
Cancellation of common stock in connection with
recision of acquisition of Selinger Development Inc. (500,000) (500) 500 -
Cancellation of common stock in connection
with recision of acquisition of Selinger
Pharmaceuticals, Inc. (2,694,562) (2,695) 2,695 -
Issuance of common stock in private placement
at $.25 per share, October 1986 160,000 160 39,840 -
Net Loss for the year ended December 31, 1986 - - - (38,552)
----------- -------- --------- ----------
Balance-December 31, 1986 2,758,838 2,759 600,792 (621,468)
Issuance of common stock in private placement
at $.25 per share, February-March, 1987 120,000 120 29,880 -
Cancellation of common stock in connection with
recision of acquisition of Selinger
Pharmaceuticals, Inc. (594,347) (594) 594 -
Net loss for the year ended December 31, 1987 - - - (19,124)
----------- -------- --------- ----------
Balance-December 31, 1987 2,284,491 2,285 631,266 (640,592)
Issuance of common stock for services rendered by
Officers of the Corporation; May, 1988 at $.02
per share 500,000 500 9,500 -
</TABLE>
See accompanying accountant's report and notes to financial statements
16
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Statements of Stockholders' Equity (Continued)
Common Stock Capital Retained
------------------- In Excess Earnings
Shares Amount of Par (Deficit)
---------- ------- --------- ----------
<S> <C> <C> <C> <C>
Issuance of common stock in private placement at
$.25 per share $ 360,000 $ 360 $ 89,640 $ -
Cancellation of $90,000 note to Uromedic - - (90,000) -
Net Loss for the year ending December 31, 1988 - - - (30,002)
---------- ------- --------- ----------
Balance-December 31, 1988 3,144,491 3,145 640,406 (670,594)
Contribution from officer, January 1, 1989 - - 17,072 -
Issuance of common stock to officer for payment
of corporate liability January 1, 1989 at $.003
per share 5,776,750 5,776 9,763 -
Issuance of common stock for cash at $.01 per
share to officers of the Corporation, May 1989 500,000 500 4,500 -
Issuance of common stock for cash at $.02 per share
to officers of the Corporation, September 1989 500,000 500 9,500 -
Net Loss for the year ended December 31, 1989 - - - (39,455)
---------- ------- --------- ----------
Balance-December 31, 1989 9,921,241 9,921 681,241 (710,049)
Net loss for the year ended December 31, 1990 - - - (1,803)
---------- ------- --------- ----------
Balance-December 31, 1990 9,921,241 9,921 681,241 (711,852)
Net loss for the year ended December 31, 1991 - - - (1,599)
---------- ------- --------- ----------
Balance-December 31, 1991 9,921,241 9,921 681,241 (713,451)
Expenses paid by officers of the Corporation - - 7,179 -
Net loss for the year ended December 31, 1992 - - - (2,001)
---------- ------- --------- ----------
Balance-December 31, 1992 9,921,241 9,921 688,420 (715,452)
Expenses paid by officers of the Corporation - - 13,132 -
Net loss for the year ended December 31, 1993 - - - (5,075)
---------- ------- --------- ----------
Balance - December 31, 1993 9,921,241 9,921 701,552 (720,527)
Expenses paid by officers of
the Corporation (Note 4) - - 17,971 -
Issuance of Common Stock for
services performed to corporation
at $.16 per share 40,000 40 6,255 -
</TABLE>
See accompanying accountant's report and notes to financial statements
17
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
( Development Stage Company)
Statements of Stockholders' Equity (Continued)
Common Stock Capital Retained
------------------ In Excess Earnings
Shares Amount of Par (Deficit)
--------- ------- ---------- ------------
<S> <C> <C> <C> <C>
Net Loss for the year ended
December 31, 1994 - $ - $ - $ (39,877)
--------- ------- ---------- ------------
Balance - December 31, 1994 9,961,241 9,961 725,778 (760,404)
Expenses paid by officers of
the Corporation (Note 4) - - 9,901 -
Net Loss for the year ended
December 31, 1995 - - - (23,536)
--------- ------- ---------- ------------
Balance - December 31, 1995 9,961,241 9,961 735,679 (783,940)
Expenses paid by officers of
the corporation (Note 3) - - 10,013 -
Equipment paid for and
contributed by officers of
the corporation (Note 3) - - 7,650 -
Net loss for the year ended
December 31, 1996 - - - (50,183)
--------- ------- ---------- ------------
Balance - December 31, 1996 9,961,241 9,961 753,342 (834,123)
Net loss for the year ended
December 31, 1997 - - - (159,953)
--------- ------- ---------- ------------
Balance - December 31, 1997 9,961,241 9,961 753,342 (994,076)
Net loss for the year ended
December 31, 1998 - - - (83,755)
Balance - December 31, 1998 9,961,241 $ 9,961 $ 753,342 $(1,077,831)
========= ======= ========== ============
</TABLE>
See accompanying accountant's report and notes to financial statements
18
<PAGE>
<TABLE>
<CAPTION>
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Cash Flows
For the
Period
During the
Development
Stage from
January 1,
1983 Through
December 31,
-----------------------
December 31,
1998 1997 1998
--------- ---------- ----------
<S> <C> <C> <C>
Cash Flow Provided From Operations
Net loss from operations $(83,755) $(159,953) $(526,780)
Adjustments to reconcile net loss to net cash
provided by operating activities
Amortization and Depreciation 6,526 2,995 10,112
Issuance of capital stock for services - - 28,795
Bad debts 16,418 - 31,418
Changes in inventory - resale (9,520) - 35,040
Changes in current liabilities 135,196 116,201 252,828
Losses of equipement 11,135 11,135
Expenses paid by officer - - 90,807
--------- ---------- ----------
Net Cash Flow Used For Operations 76,000 (40,757) (66,645)
--------- ---------- ----------
Cash Flow Provided From Financing Activities
Net changes in long term debt (76,528) 25,000 44,472
Issuance of capital stock for cash - - 175,000
--------- ---------- ----------
Net Cash Flow Provided From Financing Activities (76,528) 25,000 219,472
--------- ---------- ----------
Cash Flow Used For Investing Activities
Investment in subsidiary - - (105,000)
Purchase of property and equipment (1,120) (35,777) (47,780)
--------- ---------- ----------
Net Cash Flow used for investing activities (1,120) (35,777) (152,780)
--------- ---------- ----------
Net Cash Flow (1,648) (51,534) 47
Cash-Beginning of Period 1,695 53,229 -
--------- ---------- ----------
Cash-End of Period $ 47 $ 1,695 $ 47
========= ========== ==========
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ 11,669 $ 1,023 $16,625
Income Tax - 1,200 1,200
Equipment contributed by officer
$ - $ - $ 7,650
</TABLE>
See accompanying accountant's report and notes to financial statements
19
<PAGE>
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
December 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, the authorized common shares, and the preferred shares shown 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 device to
be used in the physical care field and 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 reliable net profit in the near future.
$563,551 of the loss carryforward 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 on December 31, 1998
Office & manufacturing equipment $ 37,096
Less: accumulated depreciation (7,451)
------------
$ 29,645
============
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 December 31, 1998 was $6,526 and $2,995 for 1997.
20
<PAGE>
See accompanying accountant's report and notes to financial statements
RENU-U INTERNATIONAL, INC.
(A Development Stage Company)
Notes to Financial Statements
December 31, 1998
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - continued
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 near future. 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 is 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, a related party to
RGB Technology Inc., 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.
21
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use of our audit report of Renu U International, Inc.
dated August 5, 1999 for the year ended December 31, 1998 in their Form 10K-SB
Annual Report
ANDSERSEN ANDERSEN & STRONG
Salt Lake City, Utah
August 5, 1999
22
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
WE HEREBY CONSENT TO THE USE OF OUR REPORT, DATED JULY 16, 1998, IN THIS ANNUAL
REPORT ON FORM 10-KSB FOR THE YEAR ENDED DECEMBER 31, 1997 FOR RENU-U
INTERNATIONAL, INC.
CROUCH, BIERWOLF & CHISOLM
SALT LAKE CITY, UTAH
AUGUST 23, 1999
23
<PAGE>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<CASH> 47
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 35040
<CURRENT-ASSETS> 35087
<PP&E> 29645
<DEPRECIATION> 0
<TOTAL-ASSETS> 64732
<CURRENT-LIABILITIES> 334788
<BONDS> 44472
<COMMON> 9961
0
0
<OTHER-SE> (324489)
<TOTAL-LIABILITY-AND-EQUITY> 64732
<SALES> 89638
<TOTAL-REVENUES> 89638
<CGS> 27880
<TOTAL-COSTS> 27880
<OTHER-EXPENSES> 145513
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (83755)
<EPS-BASIC> (.01)
<EPS-DILUTED> (.01)
24
<PAGE>
</TABLE>
