RENAISSANCE GOLF PRODUCTS INC
10QSB, 1998-05-20
SPORTING & ATHLETIC GOODS, NEC
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<PAGE>
 
_______________________________________________________________________________
________________________________________________________________________________

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                  FORM 10-QSB


(MARK ONE)

(X)        QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
                               EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1998
                                                --------------

                                      OR

(_)             TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
                                   EXCHANGE ACT                  

               For the transition period from __________ to __________


                        Commission File Number  1-12532


                        RENAISSANCE GOLF PRODUCTS, INC.
       (Exact name of small business issuer as specified in its charter)


          DELAWARE                                   86-0664849

(State or other jurisdiction of          (I.R.S. Employer Identification No.)
 incorporation or organization)

          12187 S. BUSINESS PARK DRIVE, SUITE 100, DRAPER, UTAH 84020
                    (Address of Principal Executive Offices)

                                 (801) 501-0200
                          (Issuer's telephone number)
                                        

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15 (d) of the  Exchange Act during the past 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. 
Yes  X    No_____
   ------

As of March 31, 1998, the registrant had 6,634,938 shares outstanding of its
Common Stock, $.001 par  value.

     Transitional Small Business Disclosure Format (check one);
Yes______ No   X
            -------
________________________________________________________________________________
________________________________________________________________________________
<PAGE>
 
                        RENAISSANCE GOLF PRODUCTS, INC.

                               TABLE OF CONTENTS
======================================================================
<TABLE>
<S>                                                <C>
 
                                                   PAGE
 
 PART 1.  FINANCIAL INFORMATION
 Item 1. Financial Statements:
 
 Balance Sheets as of March 31, 1998                   
 and December 31, 1997                                 1
 
 Statements of Operations for the three months         
 ended March 31, 1998 and 1997                         2
 
 Statements of Cash Flows for the three months         
 ended March 31, 1998 and 1997                         3
 
 Notes to Financial Statements                         4
 
 Item 2. Management's Discussion and Analysis of       
 Financial Condition and Results of Operations         6
 
 PART II. OTHER INFORMATION                            9
  
 SIGNATURES                                           10

  
=====================================================================
 
</TABLE>
<PAGE>
                                    PART I
                             FINANCIAL INFORMATION

                         ITEM 1. FINANCIAL STATEMENTS

RENAISSANCE GOLF PRODUCTS, INC.
BALANCE SHEETS
AS OF MARCH 31, 1998 AND DECEMBER 31, 1997
<TABLE> 
<CAPTION> 
=======================================================================================================
<S>                                                                   <C>                 <C>  
                                                                       March 31,          December 31,
                                                                            1998                  1997
                                                              -------------------    ------------------
                                                                 (unaudited)             (audited)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents                                               $160,740              $775,854
Accounts receivable, net                                                 783,499               987,321
Inventories, net                                                       4,027,831             1,924,983
Prepaid expenses                                                         125,661                57,510
                                                              -------------------    ------------------
      Total current assets                                             5,097,731             3,745,668

PROPERTY AND EQUIPMENT, net                                               46,026                53,586
OTHER ASSETS                                                              54,571                34,199
                                                              -------------------    ------------------
            Total  assets                                             $5,198,328            $3,833,453
                                                              -------------------    ------------------
LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
Revolving line of credit, net of discount                             $4,516,702            $3,637,487
Accounts payable                                                         347,915               460,226
Accrued liabilities                                                      139,474               114,673
Accrued royalties                                                        130,855               118,355
Current portion of notes payable                                         225,000               225,000
                                                              -------------------    ------------------
      Total current liabilities                                        5,359,946             4,555,741
                                                              -------------------    ------------------

Notes Payable, less current portion                                       50,000               200,000
                                                              -------------------    ------------------

STOCKHOLDERS' DEFICIT:
Preferred stock, $.01 par value, 150,000 shares
      authorized;  250 issued and outstanding                                  3                     3
Common stock, $.001 par value,  40,000,000 shares
      authorized; 6,634,938 and 4,613,662 issued and 
      outstanding as of 3-31-98 and 12-31-97, respectively                 6,635                 4,614
Common stock subscribed, 295,000 and 1,496,276 shares as 
      of 3-31-98 and 12-31-97, respectively                                  295                 1,496
Additional paid-in capital                                            16,006,039            14,795,509
Accumulated deficit                                                  (16,224,590)          (15,723,910)
                                                              -------------------    ------------------
      Total stockholders' deficit                                       (211,618)             (922,288)
                                                              -------------------    ------------------

            Total liabilities and stockholders' deficit               $5,198,328            $3,833,453
                                                              ===================    ==================
</TABLE> 
<PAGE>
RENAISSANCE GOLF PRODUCTS, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND MARCH 31, 1997
===============================================================================
<TABLE> 
<CAPTION> 
                                                                        1998                  1997
                                                            -----------------     -----------------
                                                                (unaudited)           (unaudited)
<S>                                                         <C>                   <C> 
NET SALES                                                           $671,873              $430,800
COST OF SALES                                                        462,279               231,327
                                                            -----------------     -----------------
      Gross profit                                                   209,594               199,473

SELLING, GENERAL AND ADMINISTRATIVE
   EXPENSES                                                          566,408               386,332
                                                            -----------------     -----------------
   Operating loss                                                   (356,814)             (186,859)

OTHER INCOME (EXPENSE):
Miscellaneous                                                             58                    91
Interest income                                                        3,372                 1,745
Interest expense                                                    (146,496)              (37,970)
                                                            -----------------     -----------------
      Net other expense                                             (143,066)              (36,134)
                                                            -----------------     -----------------

LOSS BEFORE INCOME TAX EXPENSE                                      (499,880)             (222,993)

PROVISION FOR INCOME TAXES                                              (800)                 (800)
                                                            -----------------     -----------------

LOSS BEFORE EXTRAORDINARY ITEM                                      (500,680)             (223,793)

EXTRAORDINARY GAIN-FORGIVENESS OF DEBT                                     0               283,124
                                                            -----------------     -----------------

NET INCOME (LOSS)                                                  ($500,680)              $59,331
                                                            =================     =================

EARNINGS PER SHARE:
Loss before extraordinary item                                        ($0.08)               ($0.09)
Extraordinary gain-forgiveness of debt                                  0.00                  0.11
                                                            -----------------     -----------------
Net income (loss) per common and common
      equivalent share                                                ($0.08)                $0.02
                                                            =================     =================
WEIGHTED AVERAGE OUTSTANDING COMMON
   AND COMMON EQUIVALENT SHARES                                    5,976,351             2,474,666
</TABLE> 
<PAGE>
RENAISSANCE GOLF PRODUCTS, INC.
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND MARCH 31, 1997
================================================================================
<TABLE> 
<CAPTION> 
                                                                            1998                 1997
                                                                      -----------------    -----------------
                                                                         (unaudited)          (unaudited)
<S>                                                                   <C>                  <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                                                     ($500,680)             $59,331

Adjustments to reconcile net loss to net cash used in
    operating activities:
      Depreciation and amortization                                              7,560                7,930
      Accretion of discount                                                      4,215                3,500
      Change in allowance for doubtful accounts                                (92,610)                   0
      Gain on forgiveness of debt                                                    0             (283,124)
      Non-cash reduction in accrued liabilities                                      0                    0
      Compensation expense recorded in connection with options                   1,350                4,250

      Net change in operating assets and liabilities:
            Accounts receivable                                                296,432             (109,101)
            Inventories                                                     (2,102,848)            (368,467)
            Prepaid expenses                                                   (68,151)             (13,194)
            Other assets                                                       (20,372)              10,487
            Accounts payable and accrued expenses                              (87,510)             (27,379)
            Accrued royalties                                                   12,500                    0
                                                                      -----------------    -----------------

                      Net cash used in operating activities                 (2,550,114)            (715,767)

CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in lines of credit                                                      0              100,000
Conversion of note payable to equity                                          (150,000)                   0
Payments on notes payable, net of disount                                            0              (52,935)
Proceeds from notes payable                                                    875,000              225,000
Proceeds from issuance of subordinated convertible debentures                        0              125,000
Proceeds from issuance of common stock                                       1,210,000              125,000
                                                                      -----------------    -----------------

                      Net cash provided by financing activities              1,935,000              522,065
                                                                      -----------------    -----------------

NET DECREASE IN CASH                                                          (615,114)            (193,702)


CASH and cash equivalents, beginning of period                                 775,854              276,012
                                                                      -----------------    -----------------

CASH and cash equivalents, end of period                                      $160,740              $82,310
                                                                      =================    =================
</TABLE>
<PAGE>
 
RENAISSANCE GOLF PRODUCTS, INC.
NOTES TO FINANCIAL STATEMENTS
For the three months ended March 31, 1998 and March 31, 1997
                                                            
=========================================================================


1.   BASIS OF PRESENTATION

     The unaudited financial statements reflect, in the opinion of management,
all adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position and results of operations for the periods
indicated.

     The accompanying interim financial statements should be read in conjunction
with the financial statements and related notes included in the Company's 10-KSB
for the period ended December 31, 1997 as filed with 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 omitted pursuant to the Securities and Exchange Commission
rules and regulations.

     The results of operations for the interim period covered by this report may
not necessarily be indicative of operating results for the full fiscal year.

     Net income (loss) per common and common equivalent share was computed based
on the net income (loss) divided by the weighted average number of common and
common equivalent shares outstanding (unless anti-dilutive) during the years
presented.

     The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards 128, Earnings per Share ("SFAS 128"), which is effective
for financial statements issued for periods ending after December 15, 1997.  The
effect on the Company of adopting SFAS 128 has not yet been determined.
 
2.   FINANCING

     In October 1997, the Company and the Company's Chairman of the Board of
Directors jointly entered into a loan and security agreement with a lender to
provide the Company a revolving credit facility up to the maximum aggregate
principal amount of the lesser of $5,000,000, or 80% of the Company's current
assets. The amount outstanding on the loan and revolving promissory note is
adjusted upward or downward throughout the term of the note, based on total
current assets , which for purposes of the agreement mean cash, accounts
receivable aged less than 90 days, and inventory.  The revolving promissory note
executed pursuant to this agreement bears an interest rate of 12% and expires
December 31, 1999.  As further consideration for this loan and security
agreement, warrants to purchase 400,000 shares of the Company's common stock
were issued to the lender which are exercisable 200,000 at $1.50; 100,000 at
$2.00; and 100,000 at $3.00 and which expire December 31, 2002.  Amounts
outstanding under the agreement are collateralized by the Company's inventory,
open orders, accounts and all other assets of the Company.  As of the date of
this report, the Company had borrowed $4,638,949 on this revolving promissory
note.  The Company was not in compliance with one condition of the Loan and
Credit Agreement on March 31, 1998 by having drawn on the credit line beyond 80%
of the Company's current assets.  In the event the Company is not able to comply
with this condition within 10 days of receiving written notice from the Lender,
the maturity date on the borrowings could be accelerated.  Such acceleration
could have a materially adverse effect on the Company's operations. The Company
has not received written notice and believes it could comply upon receipt of
such notice.

                                       4
<PAGE>
 
     In addition to the credit lines secured by the Company last year, a private
placement of the Company's securities was undertaken in March 1998 to raise up
to $2,400,000.  As of the date of this report, a total of approximately 505,000
units, each unit comprised of one share of common stock, par value $.001 and a
warrant to purchase one share of Common Stock at an exercise price of $5.00 per
share (the "Units"), have been purchased for a total of $1,515,000 raised.
Through the private placement, the Company offered for sale up to a maximum of
550,000 Units at a purchase price of $3.00 per Unit.  The warrants included in
the Units (the "Warrants") are immediately exercisable and transferable
separately from the shares of Common Stock. The Warrants may be exercised at any
time and from time to time until December 31, 2002.  The Company has the right
to redeem the Warrants at $0.01 per Warrant upon not less that 30 days' notice
if the Closing Price of the Common Stock for a period of 20 consecutive trading
days, ending not earlier than 10 days prior to the date of such redemption
notice, equals or exceeds $7.00 per share, subject to adjustment in certain
events.

     During April 1998, the Company extended an offer to the holders of the
Company's Class A Warrants (the "Warrants") to modify the terms of such
Warrants.  The Company issued 1,400,000 Warrants in connection with its initial
public offering in November 1993.  The initial exercise price of $6.50 per share
and the number of Warrants were subject to adjustment on certain events,
including stock splits and the issuance of securities by the Company at prices
less than the exercise price.  Based on required adjustments, the exercise price
at December 31, 1997 and April 15, 1998 were $10.62 and $9.68 respectively.  The
adjusted number of Warrants outstanding at December 31, 1997 and April 15, 1998
were 852,060 and 941,843 respectively.

     The Warrants are also redeemable by the Company for $.01 per Warrant if the
Company's Common Stock trades at a price in excess of $9.00 for 10 consecutive
trading days, subject to the holders' rights to exercise their Warrants during
the 10 day period following the redemption notice.  The Company's offer to
modify the terms of the Warrants included an agreement to reduce the exercise
price of the Warrants from $9.61 to $5.50 per share and waive the adjustments of
the number of Warrants on the condition that the Warrant holders agree to reduce
the redemption price from $9.00 to $7.00 and waive further price adjustments.
The November 15, 1998 expiration date has not been changed.

3.   RELATED PARTY TRANSACTIONS

     In March 1998, pursuant to the terms of a stock option agreement, Bruce H.
Haglund exercised 500,000 stock options at $0.50 per share in consideration of
the forgiveness of $250,000 of legal fees owed to Mr. Haglund by the Company,
including principal and accrued interest on a $150,000 note due June 1999 from
the Company to Mr. Haglund for a portion of such fees.

                                       5
<PAGE>
 
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     All statements, other than statements of historical fact, included in this
Form 10-QSB, including without limitation the statements under "Management's
Discussion and Analysis of Financial Condition and Results of Operations" are,
or may be deemed to be, "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934.  Such forward-looking statements involve
assumptions, known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of Renaissance Golf
Products, Inc. (the "Company") to be materially different from any future
results, performance or achievements expressed or implied by such forward-
looking statements contained in this Form 10-QSB.  Such potential risks and
uncertainties include, without limitation, competitive pricing and other
pressures from other golf equipment manufacturers, economic conditions generally
and in the Company's primary markets, consumer spending patterns, perceived
quality and value of the Company's products, availability of capital, cost of
labor (foreign and domestic), cost of raw materials, occupancy costs and other
risk factors detailed herein and in other of the Company's filings with the
Securities and Exchange Commission.  The forward-looking statements are made as
of the date of this Form 10-QSB and the Company assumes no obligation to update
the forward-looking statements or to update the reasons actual results could
differ from those projected in such forward-looking statements.  Therefore,
readers are cautioned not to place undue reliance on these forward-looking
statements.

Results of Operations

     Net sales for the three months ended March 31, 1998 were $672,000 compared
to $431,000 for the comparable period in 1997, an increase of $241,000 or 56%.
The increased sales volume was attributable to the Company's re-focused business
strategy.  The Company has determined to re-focus its business strategy and
marketing efforts to place greater emphasis on market niches which have been the
most consistently productive since the Company's inception and which are the
most closely aligned with Fila Sport's interests and marketing emphasis: high-
fashion design and value.  The Company's business is seasonal in nature.
Therefore, operating results for one or more quarters may not be indicative of
future trends or operating results for the full fiscal year.

     Cost of sales increased from $231,000 for the three months ended March
31, 1997 to $462,000 for the comparable period in 1998, an increase of $231,000
or 100%.  The gross profit margin decreased from 46% for the three months ended
March 31, 1997 to 32% for the comparable period in 1998.  This decrease in gross
margins resulted from lower margins on higher sales volume for the three months
ended March 31, 1998 as compared to the same period in 1997.

     Selling, general, and administrative costs were $566,000 for the three
months ended March 31, 1998 compared to $386,000 for the comparable period in
1997, an increase of $180,000 or 47%.  This increase is mainly attributable to
an increase in non-recurring costs as a result of the relocation of the Company
from Huntington Beach, California to Draper, Utah and the establishment of the
new facility in Utah during the quarter.

     The Company's interest expense increased from $38,000 for the three months
ended March 31, 1997 to $146,000 for the comparable period in 1998 as a result
of increased interest bearing debt in 1998.

                                       6
<PAGE>
 
     The Company experienced a net loss before extraordinary item and net loss
per share before extraordinary item of $500,000 and $0.08 respectively for the
three months ended March 31, 1998 compared to a net loss before extraordinary
item and net loss per share before extraordinary item of $224,000 and $0.09
respectively for the comparable period in 1997, a decrease in loss of $0.01 per
share.  The Company experienced a net loss and net loss per share of $500,000
and $0.08 respectively for the three months ended March 31, 1998 compared to net
income and net income per share of $59,000 and $0.02 respectively for the
comparable period in 1997, after the effect of a $283,000 extraordinary gain
from forgiveness of debt for the comparable period in 1997.

     The Company's inventory, including deposits made on inventory, increased
substantially from $1,925,000 at December 31, 1997 to $4,028,000 at March 31,
1998 in anticipation of increased sales volume for 1998.

Liquidity and Capital Resources

     The Company's cash from operations is generated by sales of golf products
to distributors at wholesale prices.  Sales to domestic accounts are typically
due 30 to 90 days after shipment while sales to international distributors are
paid by letter of credit facilities or wire transfer upon shipment.

     Net cash used in operating activities for the three months ended March 31,
1998 and March 31, 1997 was $2,550,000 and $716,000, respectively.  Working
capital at March 31, 1998 was $(262,000) compared to ($810,000) at December 31,
1997.  Cash and cash equivalents at March 31, 1998 were $161,000 compared to
$776,000 at December 31, 1997.  Inventories, net of reserves and including
deposits made on inventory, at March 31, 1998 were $4,028,000 compared to
$1,925,000 at December 31, 1997, an increase of $2,103,000. Also, accounts
receivable decreased $204,000 from $987,000 at December 31, 1997 to $783,000 at
March 31, 1998. The revolving line of credit, net of discounts, increased by
$875,000 from December 31, 1997 to March 31, 1998. Notes payable for $275,000
were outstanding at March 31, 1998 compared to $425,000 at December 31, 1997.
Accounts payable and accrued liabilities decreased by $88,000 from December 31,
1997 to March 31, 1998. Accrued royalties increased by $12,500 from December 31,
1997 to March 31, 1998. Royalties due and payable pursuant to the license
agreement with Fila Sport for the first quarter of 1998 were paid prior to the
end of the quarter.
 
     The Company strives to maintain a sufficient inventory of golf club
components, bags, and accessories to fulfill orders.  Generally, the Company
does not maintain a substantial finished product inventory. Management believes
that all of the golf club components and other products manufactured for the
Company by suppliers are readily available from a variety of sources.

     In October 1997, the Company and the Company's Chairman of the Board of
Directors jointly entered into a loan and security agreement with a lender to
provide the Company a revolving credit facility up to the maximum aggregate
principal amount of the lesser of $5,000,000, or 80% of the Company's current
assets. The amount outstanding on the loan and revolving promissory note is
adjusted upward or downward throughout the term of the note, based on total
current assets , which for purposes of the agreement mean cash, accounts
receivable aged less than 90 days, and inventory.  The revolving promissory note
executed pursuant to this agreement bears an interest rate of 12% and expires
December 31, 1999.  As further consideration for this loan and security
agreement, warrants to purchase 400,000 shares of the Company's common stock
were issued to the lender which are exercisable 200,000 at $1.50; 100,000 at
$2.00; and 100,000 at $3.00 and which expire December 31, 2002.  Amounts
outstanding under the agreement are collateralized by the Company's inventory,
open orders, accounts and all other assets of the Company.  As of the date of
this report, the

                                       7
<PAGE>
 
Company had borrowed $4,638,949 on this revolving promissory note. The Company
was not in compliance with one condition of the Loan and Credit Agreement on
March 31, 1998 by having drawn on the credit line beyond 80% of the Company's
current assets. In the event the Company is not able to comply with this
condition within 10 days of receiving written notice from the Lender, the
maturity date on the borrowings could be accelerated. Such acceleration could
have a materially adverse effect on the Company's operations. The Company has
not received written notice and believes it could comply upon receipt of such
notice.

     In addition to the credit lines secured by the Company last year, a private
placement of the Company's shares of Common Stock was recently undertaken on
March 2, 1998 to raise up to $2,400,000.  As of the date of this report, a total
of approximately 505,000 Units have been subscribed for a total of $1,515,000
raised. Through the private placement, the Company offered for sale up to a
maximum of 550,000 Units, each Unit consisting of one share of its Common Stock,
par value $.001 per share, and a warrant to purchase one share of Common Stock.
The purchase price was $3.00 per Unit.  The Company offered a minimum of 5,000
Units per investor.  The Warrants are immediately exercisable and transferable
separately from the shares of Common Stock.  Each Warrant entitles its holder to
purchase one share of Common Stock at an exercise price of $5.00 per share,
subject to adjustment in certain events.  The Warrants may be exercised at any
time and from time to time until December 31, 2002.  The Company has the right
to redeem the Warrants at $0.01 per Warrant upon not less that 30 days' notice
if the Closing Price of the Common Stock for a period of 20 consecutive trading
days, ending not earlier than 10 days prior to the date of such redemption
notice, equals or exceeds $7.00 per share, subject to adjustment in certain
events.

     In March 1998, pursuant to the terms of a stock option agreement, Bruce H.
Haglund exercised 500,000 stock options at $0.50 per share in consideration of
the forgiveness of $250,000 of legal fees owed to Mr. Haglund by the Company,
including principal and accrued interest on a $150,000 note from the Company to
Mr. Haglund for a portion of such fees.

     During April 1998, the Company extended an offer to the holders of the
Company's Class A Warrants (the "Warrants") to modify the terms of such
Warrants.  The Company issued 1,400,000 Warrants in connection with its initial
public offering in November 1993.  The initial exercise price of $6.50 per share
and the number of Warrants were subject to adjustment on certain events,
including stock splits and the issuance of securities by the Company at prices
less than the exercise price.  Based on required adjustments, the exercise price
at December 31, 1997 and April 15, 1998 were $10.62 and $9.68 respectively.  The
adjusted number of Warrants outstanding at December 31, 1997 and April 15, 1998
were 852,060 and 941,843 respectively.

     The Warrants are also redeemable by the Company for $.01 per Warrant if the
Company's Common Stock trades at a price in excess of $9.00 for 10 consecutive
trading days, subject to the holders' rights to exercise their Warrants during
the 10 day period following the redemption notice.  The Company's offer to
modify the terms of the Warrants included an agreement to reduce the exercise
price of the Warrants from $9.61 to $5.50 per share and waive the adjustments of
the number of Warrants on the condition that the Warrant holders agree to reduce
the redemption price from $9.00 to $7.00 and waive further price adjustments.
The November 15, 1998 expiration date has not been changed.

     Throughout the Company's operating history, net losses have caused
significant cash flow problems, particularly during 1995 and 1996.  At December
31, 1994, the Company had cash and cash equivalents of $1,060,380.  At December
31, 1995 and December 31, 1996, the Company's available cash and equivalents
totaled $96,927 and $276,012 respectively.  Although the proceeds from financing
activities and cash flow from operations are anticipated to be sufficient for
operations in 1998, the Company will likely require additional capital for
future development and the marketing of existing and future product lines.  In
the event

                                       8
<PAGE>
 
the Company cannot fund operations through sales after the initial infusion of
capital from financing activities, and if the Company is unable to secure
additional financing in the future, its ability to pursue its business strategy,
its financial position, and its results of operations for future periods may be
adversely impacted.

     Corbin & Wertz acted as the Company's independent public accountants for
the years ending December 31, 1996 and 1997. In conjunction with the Company
moving its principal executive office and warehousing functions to Utah, the
Board of Directors determined to change to an auditor with an office in close
proximity to the Company's office in Utah. Upon the recommendation of the Board
of Directors, Corbin & Wertz, located in Irvine, California, was dismissed
effective April 30, 1998 by the Company in order for the Company to appoint
Deloitte & Touche LLP, located in Salt Lake City, Utah, as auditors. Corbin &
Wertz for the past two years has issued "going concern" opinions based upon the
Company's financial condition, but has had no disagreements with the Company.

     The Board of Directors has selected Deloitte & Touche LLP to serve as the
Company's independent public accountants for the fiscal year ending December 31,
1998, subject to the approval of the Stockholders at the Annual Meeting
scheduled to be held in June 1998. To the knowledge of the Company, at no time
has Deloitte & Touche LLP had any direct or indirect financial interest in or
any connection with the Company other than as independent public accountants.


                                    PART II
                               OTHER INFORMATION

Item 1.   Legal Proceedings
                         Not Applicable

Item 2.   Changes in Securities
                         Not Applicable

Item 3.   Defaults Upon Senior Securities
                         Not Applicable

Item 4.   Submission of Matters to a Vote of Security Holders
                         Not Applicable

Item 5.   Other Information
                         Not Applicable

Item 6.   Exhibits and Reports on Form 8-K
                         Change in Accountants, 8-K filed April 30, 1998

                                       9
<PAGE>
 
                                   SIGNATURES

     Pursuant to 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.


                            RENAISSANCE GOLF PRODUCTS, INC.


Date: May 20, 1998      By: \s\John B. Hewlett
      ------------          ----------------------------
                            John B. Hewlett
                            Chairman of the Board and Chief Executive Officer
 
Date: May 20, 1998      By: \s\Mont E. Warren
      ------------          --------------------------
                            Mont E. Warren
                            Chief Financial Officer
                            (Principal Accounting Officer)

                                      10

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                                    3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               MAR-30-1998
<CASH>                                         160,740
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