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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the Quarter Ended: June 30, 1999
[ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the Transition Period from _____________ to ____________
Commission File Number: 0-26285
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AGE RESEARCH, INC.
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(Name of Small Business Issuer in its charter)
Delaware 87-0419387
- ------------------------------- -------------------------
(State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
31103 Rancho Viejo Road, #2102, San Juan Capistrano, CA 92675
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(Address of principal executive offices and Zip Code)
(800) 597-1970
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(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 Exchange Act of
1934 during the preceding 12 months (or for such 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.
(1) Yes [X] No [ ] (2) Yes [ ] No [X]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Common Stock, Par Value $0.001 63,944,251
- ------------------------------ ----------------------------
Title of Class Number of Shares Outstanding
as of June 30, 1999
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ITEM 1. FINANCIAL STATEMENTS
AGE RESEARCH, INC.
BALANCE SHEET
June 30, 1999 and 1998
(Unaudited)
ASSETS
1999 1998
----------- -----------
Current Assets
Cash $ 1,164 $ 2,458
Accounts Receivable 2,851 1,362
Inventory 6,649 8,262
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Total Current Assets 10,664 12,082
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Property and Equipment
Furniture and Fixtures 5,560 5,560
Machinery and Equipment 1,794 1,794
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7,354 7,354
Less: Accumulated Depreciation (6,879) (6,521)
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Total Property and Equipment 476 833
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TOTAL ASSETS $ 11,139 $ 12,915
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The accompanying notes are an integral part of these financial statements.
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AGE RESEARCH, INC.
BALANCE SHEET
June 30, 1999 and 1998
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
1999 1998
----------- -----------
Current Liabilities
Accounts Payable $ 5,416 $ 2,614
Sales Taxes Payable 263 253
Interest Payable 30,500 23,581
Income Taxes Payable 800 1,000
----------- -----------
Total Current Liabilities 36,979 28,048
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Long-Term Liabilities
Due to Stockholders 96,602 98,602
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Total Liabilities 133,581 126,650
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Stockholders' Equity
Common stock, $.001 par value, 100,000,000
shares authorized and 63,944,251 shares
issued and outstanding in 1999 and
60,694,251 in 1998 63,944 60,694
Paid-in Capital 600,977 591,227
Less: Stocks Subscription Receivable (2,500) 0
Retained Earnings (Accumulated Deficits) (784,863) (765,656)
----------- -----------
Total Stockholders' Equity (Deficits) (122,442) (113,735)
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 11,139 $ 12,915
=========== ===========
The accompanying notes are an integral part of these financial statements.
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AGE RESEARCH, INC.
STATEMENT OF INCOME AND ACCUMULATED DEFICIT
For the six months ended June 30, 1999 and 1998
(Unaudited)
1999 1998
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SALES $ 11,604 $ 9,628
COST OF SALES 3,462 1,870
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GROSS PROFIT 8,142 7,758
OPERATING EXPENSES 15,243 5,830
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INCOME (LOSS) FROM OPERATIONS (7,101) 1,928
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OTHER INCOME (EXPENSES)
Other Income - 1,800
Interest Expenses (3,440) (3,562)
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Total Other Income (Expenses) (3,440) (1,762)
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NET INCOME (LOSS) BEFORE TAXES (10,541) 166
PROVISION FOR INCOME TAXES 800 800
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NET INCOME (LOSS) (11,341) (634)
ACCUMULATED DEFICIT - Beginning
Beginning Balance (772,210) (765,022)
Prior year adjustments (1,312) -
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ACCUMULATED DEFICIT - Ending $ (784,863) $ (765,656)
============= ================
LOSS PER SHARE $ (0.00) $ (0.00)
============= ================
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 63,944,251 60,694,251
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The accompanying notes are an integral part of these financial statements.
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AGE RESEARCH, INC.
STATEMENTS OF CASH FLOWS
For the six months ended June 30, 1999 and 1998
(Unaudited)
1998 1997
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CASH FLOWS FROM OPERATING ACTIVITIES
Net Income (Loss) $ (11,341) $ (634)
Adjustment to reconcile net income to
net cash provided by operating
activities
Depreciation 179 179
Prior year adjustment (1,312) -
(Increase) Decrease in:
Accounts Receivable (348) 1,550
Inventory 180 (992)
(Decrease) Increase in accounts payable 2,767 707
(Decrease) Increase in sales taxes payable (317) 72
(Decrease) Increase in interest payable 3,440 3,562
(Decrease) Increase in income taxes payable - -
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Net Cash Provided (Used) by Operating
Activities (6,752) 4,444
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CASH FLOWS FROM INVESTING ACTIVITIES
Net Cash Provided (Used) by Investing
Activities - -
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CASH FLOWS FROM FINANCING ACTIVITIES
Stockholder subscriptions received 5,000 -
Payment of notes payable - (4,000)
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Net Cash Provided (Used) by Financing
Activities 5,000 (4,000)
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NET INCREASE (DECREASE)IN CASH (1,752) 444
CASH - Beginning of Period 2,916 2,014
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CASH - End of Period $ 1,164 $ 2,458
============= ================
SUPPLEMENTARY DISCLOSURES:
Cash paid for:
Interest Paid $ 0 $ 0
============= ================
Income Taxes $ 1,600 $ 800
============= ================
The accompanying notes are an integral part of these financial statements.
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AGE RESEARCH, INC.
NOTES OF FINANCIAL STATEMENTS
For The Six Months Ended June 30, 1999 and 1998
NOTE 1 - GENERAL
In the opinion of the Company's management, the accompanying unaudited
financial statements contain all normal recurring adjustments necessary to
present fairly the Company's financial position for the interim period.
Results of operations for the six months ended June 30, 1999, are not
necessarily indicative of results to be expected for the full fiscal year
ending December 31, 1999.
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for annual financial
statements. Although the Company believes that the disclosures in these
unaudited financial statements are adequate to make the information present
for the interim periods not misleading, certain information and footnote
information normally included in annual financial statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted pursuant to the rules and regulations of the Securities and
Exchange Commission.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
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General
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Since December 1987, the Registrant has marketed its RejuvenAge products
to physicians practicing skin therapy medical specialities. The RejuvenAge
products are non-prescription skin care products that do not contain Retin-A
or any other precription drug. In addition to the RejuvenAge products, the
Registrant sells a proprietary moisturizing shaving cream for sensitive or
irritated beard conditions called Bladium.
The Registrant owns the formulations for both the RejuvenAge and Bladium
products. The products are manufactured by independent contractors. In order
to increase its profitability and reduce expenses, in fiscal 1998 the
Registrant reduced its office expenses to a minimum and eliminated its
advertising and salary expenses.
Six Month Period Ended June 30, 1999 compared to 1998
- -----------------------------------------------------
Revenues and Costs of Sales. For the six month period ended June 30,
1999, the Registrant had revenues of $11,604 with cost of sales of $3,462, or
approximately 29% of revenues, for a gross profit of $8,142, compared to the
prior year's revenues of $9,628 with cost of sales of $1,870, or
approximately 19.4% of revenues, for a gross profit of $7,758.
General and Administrative Expense. Total operating expenses for six
month period ended June 30, 1999 were $15,243 compared to $5,830 for 1998.
The Company has incurred additional legal and professional fees during the
period associated the preparing and filing its general form of Registration
Statement on Form 10SB with the Securities and Exchange Commission during the
reporting period in 1999. The net loss from operations for the six month
period ended June 30, 1999 was $(11,341) compared to $(634) for the same
period in 1998.
Liquidity and Capital Resources
- -------------------------------
Historically, the Registrant has financed its operations through a
combination of cash flow derived from operations and debt and equity
financing. At June 30, 1999, the Registrant had a working capital of
$(26,315) based on current assets of $10,664 and current liabilities of
$36,979.
Based on its current marketing program and sales, it is clear that the
Company will have to increase its sales volume significantly in order to
continue operations. At this time, however, the Registrant does not have any
working capital to expand its marketing efforts.
The Registrant proposes to finance its needs for additional working
capital through some combination of debt and equity financing. Given its
current financial condition, it is unlikely that the Registrant could make a
public sale of securities or be able to borrow any significant sum from either
a commercial or private lender. The most likely method available to the
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Registrant would be the private sale of its securities. There can be no
assurance that the Registrant will be able to obtain such additional funding
as needed, or that such funding, if available, can be obtained on terms
acceptable to the Registrant.
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
(a) Exhibits.
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Exhibit 27. Financial Data Schedule
(b) 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.
Age Research, Inc.
[Registrant]
Dated: October 5, 1999 By:/S/Richard F. Holt, President
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 1,164
<SECURITIES> 0
<RECEIVABLES> 2,851
<ALLOWANCES> 0
<INVENTORY> 6,649
<CURRENT-ASSETS> 10,664
<PP&E> 7,354
<DEPRECIATION> (6,879)
<TOTAL-ASSETS> 11,139
<CURRENT-LIABILITIES> 36,979
<BONDS> 0
0
0
<COMMON> 664,921
<OTHER-SE> (787,363)
<TOTAL-LIABILITY-AND-EQUITY> 11,139
<SALES> 11,604
<TOTAL-REVENUES> 11,604
<CGS> 3,462
<TOTAL-COSTS> 15,243
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,440
<INCOME-PRETAX> (10,541)
<INCOME-TAX> 800
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> (1,312)
<NET-INCOME> (12,653)
<EPS-BASIC> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
