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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
For the Quarter ended October 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period
Commission file number - 0-25792
BIONET TECHNOLOGIES, INC.
(formerly Pratt, Wylce & Lords, Ltd.)
(Exact name of Registrant as specified in its charter)
NEVADA 84-1247085
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification Number)
1070 East Indian Town Road, Suite 208-210
Jupiter, Florida 33477
(Address of principal executive offices) (Zip Code)
(561) 745-1949
(Registrant's telephone number, including area code)
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 and Exchange Act
of 1934 during the preceding twelve months (or such shorter period that the
Registrant was required to file such reports), and (2) has been subject to file
such filing requirements for the past thirty days. Yes x No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the close of the period covered by this report:
13,812,744 Shares of Common Stock ($.001 par value)
(Title of Class)
Transitional Small Business Disclosure Format (check one):
Yes No x
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PART I: Financial Information
ITEM 1 - Financial statements
ITEM 2 - Management's' discussion and analysis of financial
condition and results of operations
PART II: Other Information
ITEM 6 - Exhibits and Reports on Form 8-K
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PART I
Item 1. Financial Statements:
<PAGE>
BioNet Technologies, Inc.
Consolidated Balance Sheet
October 31, 2000
ASSETS
Current assets:
Cash and cash equivalents $ 11,717
Trading securities 127,750
Accounts receivable 6
Prepaid expenses 34,693
-----------
Total current assets 174,166
Property and equipment, at cost, net of
accumulated depreciation of $48,362 86,016
Other assets 31,239
-----------
$ 291,421
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 126,970
Accrued expenses 67,949
-----------
Total current liabilities 194,919
Stockholders' equity:
Preferred stock, $.001 par value,
50,000 shares authorized,
5,000 shares issued and outstanding 5
Common stock, no par value,
75,000,000 shares authorized,
13,812,744 shares issued and outstanding 13,813
Additional paid in capital 4,344,008
Subscriptions to common stock 924,168
Accumulated deficit (5,185,492)
-----------
96,502
-----------
$ 291,421
See accompanying notes to consolidated financial statements.
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BioNet Technologies, Inc.
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
October 31, October 31,
2000 1999 2000 1999
<S> <C> <C> <C> <C>
Revenues $ 4 $ - $ 133 $ -
Costs and expenses
General and administrative 240,041 247,989 825,059 821,319
---------- --------- --------- ----------
(Loss) from operations (240,037) (247,989 (824,926) (821,319)
Other income and (expense):
Gain (loss) realized from sale of investments (21,062)
Other income 1 1,626 865 1,626
Unrealized gain (loss) on investments (11,880) (11,000 (77,000) (44,000)
Interest espense (181) - (517) (925)
---------- --------- --------- ----------
(12,060) (9,374) (76,652) (64,3361
(Loss) before income taxes (252,097) (257,363) (901,578) (885,680)
Provision for income taxes - - - -
---------- --------- --------- ----------
Net income (loss) $ (252,097) $(257,363) $(901,578) $ (885,680)
Basic earnings (loss) per share:
Net income (loss) $ (0.02) $ (0.03) $ (0.07) $ (0.10)
Weighted average shares outstanding 13,699,453 9,578,240 13,206,197 9,308,678
</TABLE>
See accompanying notes to consolidated financial statements.
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BioNet Technologies, Inc.
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Nine Months
Ended
October 31,
2000 1999
<S> <C> <C>
Net cash provided by (used in)
operating activities $ (458,312) $ (746,969)
Cash flows from investing activities:
Proceeds from sale of investments - 41,438
Purchase of fixed assets (5,019) (7,057)
---------- ---------
Net cash provided by (used in) investing activities (5,019) 34,381
Cash flows from financing activities:
Proceeds from sale of common stock 91,937 -
Proceeds from stock subscriptions 330,650 781,755
--------- --------
Net cash provided by (used in) financing activities 422,587 781,755
Increase (decrease) in cash (40,744) 69,167
Cash and cash equivalents,
beginning of period 52,461 17,742
--------- --------
Cash and cash equivalents,
end of period $ 11,717 $ 86,909
</TABLE>
See accompanying notes to consolidated financial statements.
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Bio Net Technologies, Inc.
Notes to Unaudited Financial Statements
October 31, 2000
The accompanying unaudited financial statements have been
prepared in accordance with generally accepted accounting
principles for interim financial information and with the
provisions of Regulation SB. Accordingly, they do not include
all of the information and footnotes required by generally
accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments
(consisting of normal recurring adjustments) considered
necessary for a fair presentation have been included. These
financial statements should be read in conjunction with
information provided in the Company's report on Form 10-K for
the year ended January 31, 2000.
The results of operations for the periods presented are not
necessarily indicative of the results to be expected for the
full year.
Income (loss) per share was computed using the weighted average
number of common shares outstanding.
Investments
At October 31, 2000 the Company had investments in common
equity securities as follows:
Historical Fair
Shares Cost Value
Level Best Golf, Inc. 3,500 5,250 -
Immune Technologies, Inc. 10,000 15,000 -
National Sorbents, Inc. 88,000 264,000 55,000
Advanced Sterilizer Technology 10,000 15,000 -
Casinovations, Inc. 29,100 43,650 72,750
Grand Slam Licensing, Inc. 10,000 15,000 -
First Nordic 55,000 5,000 -
--------- ---------
$362,900 $127,750
Fair value of National Sorbents Inc. as of October 31, 2000 was
determined by reference to price quoted on the NASDAQ OTC
Bulletin Board. No public market exists for the other
securities listed. Fair value of these securities is based on
the price paid by qualified investors in recent private
placements of the securities as adjusted by management to
reflect significant changes in investee company financial
conditions.
During the nine months ended October 31, 2000, the Company
received gross proceeds from the sale of common stock and
subscriptions to common stock aggregating $422,587. The shares
were sold at a discount from the fair value of the Company's
common stock aggregating $123,197, which amount has been
charged to operations during the period. Additionally, the
Company issued an aggregate of 430,528 shares of common stock
representing $146,062 of consulting services rendered to the
Company. The value of the services was based upon the fair
value of the Company's common stock at the date the shares were
authorized by the Company's board of directors.
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Trends and Uncertainties. Due to its change in business, Bionet
no longer operates on revenues from its consulting fee income.
During June 1998, Bionet issued 2,000,000 restricted Common
Shares to Immune Technologies, Inc. (Immune) in exchange for certain
assets of Immune. Immune had been a client of Bionet and the
Company had advanced an aggregate of $79,800 to Immune during 1997 and
1998 to assist in meeting that company's working capital requirements.
Immune, to date, had been engaged in research and development of
technology that it hopes to utilize in the diagnosis and treatment of
animal diseases. The assets acquired from Immune consist of cash,
inventory and fixed assets aggregating $100,972 at the purchase date.
During August 1998, Bionet issued 1,900,000 of its restricted
common stock to the certain shareholders of Greengold Corporation
(Greengold) in exchange for 80% of the outstanding common stock of
Greengold. Greengold, to date, has been engaged in research and
development of technology that it hopes to utilize in the recycling and
disposal of animal waste with the first application being hog waste.
Additionally applications of its technology are in the treatment of
industrial and municipal water and waste treatment facilities. The
assets and liabilities of Greengold consisted of patent costs of $7,500
and accounts payable of $28,649 at the acquisition date.
The Company will have to seek equity or debt financing to continue
operations regarding its new acquisitions.
Capital Resources and Source of Liquidity. The Company currently
has no material commitments for capital expenditures. The Company
can meet its short-term cash flow needs from the proceeds from the
sale of common stock. For the nine months ended October 31, 2000,
the Company received proceeds of $91,937 from the sale of common stock
and proceeds of $330,650 from stock subscriptions. As a result, the
Company had net cash provided by financing activities of $422,587 for
the nine months ended October 31, 2000.
For the nine months ended October 31, 1999, the Company received from
stock subscriptions of $781,755. This resulted in net cash provided by
financing activities of $781,755 for nine months ended October 31, 1999.
In the long term, the Company shall utilize the continued sale of its
securities to meet its cash flow needs until the Company can implement
its new business plan.
Going Concern. The Company is not currently delinquent on any of
its obligations even though the Company has not received any revenues
from its division or subsidiary.
For the nine months ended October 31, 2000, the Company received
no proceeds from the sale of investments and purchased fixed
assets of $5,019. This resulted in net cash used in investing
activities of $5,019 for the nine months ended October 31, 2000.
For the nine months ended October 31, 1999, the Company received
proceeds from the sale of investments of $41,438 and purchased fixed
assets of $7,057. This resulted in net cash used in provided by
investing activities of $34,381 for the nine months ended October 31,
1999.
Results of Operations. For the nine months ended October 31, 2000,
the Company did not receive any material revenue due to lack of
operations of its division, Immune and subsidiary, Greengold. The
Company had general and administrative expenses of $(825,059) for the
nine months ended October 31, 2000 which consisted primarily of
salaries and wages of $374,327, travel of $34,796, telephone of
$7,709, maintenance of $12,337, insurance of $42,485, consulting of
$203,293, rent of $20,359 and other expenses of $80,790. The Company
also had depreciation and amortization of $15,760 and research and
development costs of $33,203 for the nine months ended October 31,
2000.
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Salaries increased substantially due to the issuance of stock as
partial compensation but actual cash compensation was not materially
different.
Travel increase substantially due to the efforts of the Company to
raise additional capital to fund ongoing operations.
Consulting expenses increased due to the issuance of stock for outside
services involved in the Company's financing efforts.
For the nine months ended October 31, 1999, the Company did not
receive any revenue due to the cessation of previous operations and
the subsequent acquisitions of Immune and Greengold. The Company had
general and administrative expenses of $821,319 for the nine months
ended October 31, 1999 which consisted primarily of salaries and wages
of $184,259, legal of $33,464, accounting of $16,884, travel of
$48,374, advertising of $1,720, insurance of $42,129, consulting of
$260,836, moving expense of $3,089, rent of $23,411, research and
development of $80,619 and other expenses of $45,915.
Plan of Operation.
The Company intends to receive revenues through its division. Bionet
has already begun to generate revenues through advertising and
participation in retail sales on its website. Bionet expects to begin
generating revenues from its divisions IMOD product line.
Bionet expects neither expenses nor income from any Greengold
operations until a conflict concerning the employee agreement and
confidentiality agreement with a former officer and director of
Greengold is resolved.
The Company currently intends to acquire businesses and assets as may
provide gain for the shareholders. The Company has acquired certain
assets of Immune Technologies, Inc. and intends to continue to pursue
Immune's business plan. The Company may also choose to form
corporations for the purpose of pursuing such business ventures as are
deemed potentially profitable by the Board of Directors.
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PART II
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits (numbered in accordance with Item 601 of Regulation S-K)
None
(b) Reports on Form 8-K
None
SIGNATURE
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.
Date: December 12, 2000
/s/ L. Alan Schafler
L. Alan Schafler, President
