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 July 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:
13,372,870 Shares of Common Stock ($.001 par value)
(Title of Class)
Transitional Small Business Disclosure Format (check one):
Yes No x
<PAGE>2
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
<PAGE>3
PART I
Item 1. Financial Statements:
BioNet Technologies, Inc.
Consolidated Balance Sheet
July 31, 2000
ASSETS
Current assets:
Cash and cash equivalents $ 1,886
Trading securities 139,630
Accounts receivable 105
Prepaid expenses 18,547
-------------
Total current assets 160,168
Property and equipment, at cost, net of
accumulated depreciation of $43,127 91,251
Other assets 31,240
-------------
$ 282,659
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 62,010
Accrued expenses 44,893
------------
Total current liabilities 106,903
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,
13,372,870 shares issued and outstanding 13,373
Additional paid in capital 4,238,805
Subscriptions to common stock 856,968
Accumulated deficit (4,933,395)
-----------
175,756
-----------
$ 282,659
See accompanying notes to consolidated financial statements.
<PAGE>4
BioNet Technologies, Inc.
Consolidated Statements of Operations
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
July 31, July 31,
2000 1999 2000 1999
<S> <C> <C> <C> <C>
Revenues $ 129 $ - $ 129 $ -
Costs and expenses
General and administrative 304,136 310,190 585,018 573,330
--------- -------- -------- ---------
(Loss) from operations (304,007) (310,190) (584,889) (573,330)
Other income and (expense):
Gain (loss) realized from sale of investments - 23,438 - (21,062)
Other income 533 - 864 -
Unrealized gain (loss) on investments (32,120) (11,000) (65,120) (33,000)
Interest espense (114) (355) (336) (925)
--------- -------- -------- ---------
(31,701) 12,083 (64,592) (54,987)
(Loss) before income taxes (335,708) (298,107) (649,481) (628,317)
Provision for income taxes - - - -
--------- -------- -------- ---------
Net income (loss) $ (335,708) $(298,107) $(649,481) $ (628,317)
Basic earnings (loss) per share:
Net income (loss) $ (0.3.) $ (0.03) $ (0.05) $ (0.07)
Weighted average shares outstanding 13,248,946 9,040,56 12,959,569 9,040,564
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>5
BioNet Technologies, Inc.
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Six Months
Ended
July 31,
2000 1999
<S> <C> <C>
Net cash provided by (used in)
operating activities $ (378,942) $ (503,378)
Cash flows from investing activities:
Proceeds from sale of investments - 41,438
Purchase of fixed assets (5,019) (4,704)
---------- --------
Net cash provided by (used in) investing activities (5,019) 36,734
Cash flows from financing activities:
Proceeds from sale of common stock 69,236 -
Proceeds from stock subscriptions 263,450 556,755
---------- --------
Net cash provided by (used in) financing activities 333,386 556,755
Increase (decrease) in cash (50,575) 90,111
Cash and cash equivalents,
beginning of period 52,461 17,742
---------- --------
Cash and cash equivalents,
end of period $ 1,886 $ 107,853
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>6
Bio Net Technologies, Inc.
Notes to Unaudited Financial Statements
July 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 July 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 66,880
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 $139,630
Fair value of National Sorbents Inc. as of July 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 six months ended July 31, 2000, the Company received
gross proceeds from the sale of common stock and subscriptions
to common stock aggregating $333,386. The shares were sold at
a discount from the fair value of the Company's common stock
aggregating $61,566, which amount has been charged to
operations during the period. Additionally, the Company issued
an aggregate of 368,674 shares of common stock representing
$124,061 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.
<PAGE>7
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 six months ended July 31, 2000, the
Company received proceeds of $69,236 from the sale of common stock and
proceeds of $263,450 from stock subscriptions.
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 six months ended July 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 six months ended July 31, 2000.
For the six months ended July 31, 1999, the Company received
proceeds from the sale of investments of $41,438 and purchased fixed
assets of $4,704. This resulted in net cash used in provided by
investing activities of $36,734 for the six months ended July 31,
2000.
For the six months ended July 31, 2000, the Company received proceeds
from the sale of common stock of $69,236 and proceeds from stock
subscriptions of $263,450. This resulted in net cash provided by
financing activities of $333,386 for six months ended July 31, 2000.
For the six months ended July 31, 1999, the Company received from
stock subscriptions of $556,755. This resulted in net cash provided by
financing activities of $556,755 for six months ended July 31, 1999.
Results of Operations. For the six months ended July 31, 2000, the
Company did not receive any revenue due to lack of operations of its
division, Immune and subsidiary, Greengold. The Company had general
and administrative expenses of $585,018 for the six months ended July
31, 2000 which consisted primarily of salaries and wages of $228,179,
travel of $18,642, telephone of $5,374, maintenance of $5,621,
insurance of $32,656, consulting of $204,300, rent of $17,148 and
other expenses of $73,098. The Company also had depreciation and
amortization of $33,988 and research and development costs of $28,585
for the six months ended July 31, 2000.
<PAGE>8
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 six months ended July 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 $573,330 for the six months
ended July 31, 1999 which consisted primarily of salaries and wages of
$139,259, legal of $11,987, accounting of $12,194, travel of $29,975,
advertising of $1,685, insurance of $24,428, consulting of $203,621,
moving expense of $3,089, rent of $18,611, research and development of
$74,619 and other expenses of $53,862.
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.
<PAGE>9
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: October 3, 2000
/s/ L. Alan Schafler
L. Alan Schafler, President
