UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One) | |
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the quarterly period ended:June 30, 2008 | |
Or | |
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from ____________ to _____________ | |
Commission File Number: 333-137595 | |
PET EXPRESS SUPPLY, INC. | |
(Exact name of registrant as specified in its charter) | |
Nevada | 20-3768799 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
5219 S. Pittsburg St., Spokane, WA | 99223 |
(Address of principal executive offices) | (Zip Code) |
(509) 990-2630 | |
(Registrant's telephone number, including area code) | |
(Former name, former address and former fiscal year, if changed since last report) | |
Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ]
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.:
Large accelerated filer [ ] | Accelerated filer [ ] |
Non-accelerated filer [ ] (Do not check if a smaller reporting company) | Smaller reporting company [X] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
Yes [X] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
Common Stock, $0.001 par value | 5,455,000 shares |
(Class) | (Outstanding as at July 15, 2008) |
PET EXPRESS SUPPLY, INC.
(A Development Stage Company)
Table of Contents
Page | |
3 | |
3 | |
4 | |
5 | |
6 | |
7 | |
12 | |
13 | |
13 | |
13 | |
13 | |
14 |
2
PART I - FINANCIAL INFORMATION
Unaudited Financial Statements
The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and pursuant to the rules and regulations of the Securities and Exchange Commission ("Commission"). While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the financial statements and footnotes thereto, which are included in the Company's Annual Report on Form 10KSB previously filed with the Commission on February 22, 2008.
3
Pet Express Supply, Inc.
(a Development Stage Company)
| June 30, | December 31, |
2008 | 2007 | |
(Unaudited) | (Audited) | |
Assets | ||
Current assets: | ||
Cash | $8,379 | $20,386 |
Inventory | 696 | 777 |
Total current assets | 9,075 | 21,163 |
Fixed assets, net of accumulated depreciation of $1,281 and | ||
$997 as of 6/30/08 and 12/31/07, respectively | 418 | 702 |
$9,493 | $21,865 | |
Liabilities and Stockholders’ Equity | ||
Current liabilities: | ||
Accounts payable | $300 | $300 |
Accrued interest | 1,742 | 1,244 |
Note payable | 10,000 | 10,000 |
Total current liabilities | 12,042 | 11,544 |
Stockholders�� equity | ||
Common stock, $0.001 par value, 100,000,000 shares | ||
authorized, 5,455,000 shares issued and outstanding | ||
as of 6/30/08 and 12/31/07, respectively | 5,455 | 5,455 |
Additional paid-in capital | 48,284 | 48,284 |
(Deficit) accumulated during development stage | (56,288) | (43,418) |
(2,549) | 10,321 | |
$9,493 | $21,865 |
The accompanying notes are an integral part of these financial statements.
4
Pet Express Supply, Inc.
(a Development Stage Company)
Condensed Statements of Operations
(unaudited)
Three Months Ended | Six Months Ended | September 11, 2003 | |||
June 30, | June 30, | (Inception) to | |||
2008 | 2007 | 2008 | 2007 | June 30, 2008 | |
Revenue | $56 | $413 | $112 | $413 | $1,063 |
Cost of goods sold | 32 | 356 | 81 | 356 | 883 |
Gross profit | 24 | 57 | 31 | 57 | 180 |
Expenses: | |||||
General and administrative expenses | 6,711 | 4,658 | 12,119 | 8,514 | 44,233 |
General and administrative expenses - related party | - | - | - | - | 5,000 |
Depreciation expense | 142 | 142 | 283 | 283 | 1,281 |
Total expenses | 6,853 | 4,800 | 12,402 | 8,797 | 50,514 |
Operating Loss | (6,829) | (4,743) | (12,371) | (8,740) | (50,334) |
Other expenses: | |||||
Interest expense | 249 | 1,078 | 499 | 2,120 | 5,954 |
Total other expenses | 249 | 1,078 | 499 | 2,120 | 5,954 |
Loss from continuing operations before income taxes | (7,078) | (5,821) | (12,870) | (10,860) | (56,288) |
Provision for income taxes | - | - | - | - | |
Net (loss) | $(7,078) | $(5,821) | $(12,870) | $(10,860) | $(56,288) |
Weighted average number of | |||||
common shares outstanding - basic and fully diluted | 5,455,000 | 5,309,945 | 5,455,000 | 5,183,177 | |
Net (loss) per share - basic and fully diluted | $(0.00) | $(0.00) | $(0.00) | $(0.00) | |
The accompanying notes are an integral part of these financial statements.
5
Pet Express Supply, Inc.
(a Development Stage Company)
Condensed Statements of Cash Flows
(unaudited)
Six Months Ended | September 11, 2003 | ||
June 30, | (Inception) to | ||
2008 | 2007 | June 30, 2008 | |
Cash flows from operating activities | |||
Net (loss) | $(12,870) | $(10,860) | $(56,288) |
Adjustments to reconcile net (loss) to | |||
net cash (used) by operating activities: | |||
Shares issued for services - related party | - | - | 5,000 |
Warrants issued for financing costs | - | 1,659 | 4,212 |
Depreciation | 283 | 283 | 1,280 |
Changes in operating assets and liabilities: | |||
(Decrease) in accounts receivable | - | (84) | - |
(Increase) in inventory | 81 | (875) | (696) |
(Increase) in prepaid expenses | - | (250) | - |
Increase (decrease) in accounts payable | - | (268) | 300 |
Increase in accrued interest | 499 | 462 | 1,743 |
Net cash (used) by operating activities | (12,007) | (9,933) | (44,449) |
Cash flows from investing activities | |||
Purchase of fixed assets | - | - | (1,699) |
Net cash provided by investing activities | - | - | (1,699) |
Cash flows from financing activities | |||
Increase in note payable | - | - | 10,000 |
Donated capital | - | - | 200 |
Issuances of common stock, net | - | 38,826 | 44,327 |
Net cash provided by financing activities | - | 38,826 | 54,527 |
Net (decrease) increase in cash | (12,007) | 28,893 | 8,379 |
Cash - beginning | 20,386 | 4,331 | - |
Cash - ending | 8,379 | $33,224 | $8,379 |
Supplemental disclosures: | |||
Interest paid | $- | $- | $- |
Income taxes paid | $- | $- | $- |
Non-cash transactions: | |||
Shares issued for services - related party | $- | $- | $5,000 |
Number of shares issued for services | - | - | 5,000,000 |
Amortization of warrants issued for financing costs | $- | $- | $4,212 |
Number of warrants issued for financing costs | - | - | 350,000 |
The accompanying notes are an integral part of these financial statements.
6
Pet Express Supply, Inc.
(a Development Stage Company)
Notes to Condensed Financial Statements
Note 1 - Basis of presentation
The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.
These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these condensed interim financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 2007 and notes thereto included in the Company's annual report on Form 10-KSB. The Company follows the same accounting policies in the preparation of interim reports.
Results of operations for the interim periods are not indicative of annual results.
Note 2 - History and organization of the company
The Company was organized September 11, 2003 (Date of Inception) under the laws of the State of Nevada, as GPP Diversified, Inc. The business of the Company is to sell pet products via the Internet. The Company has no operations and in accordance with SFAS #7, the Company is considered a development stage company.
The Company was initially authorized to issue 25,000,000 shares of its no par value common stock. On November 9, 2005, the Company amended its articles of incorporation to increase its authorized capital to 100,000,000 shares with a par value of $0.001. Concurrently, the Company changed its name from GPP Diversifed, Inc. to Pet Express Supplies, Inc.
Note 3 - Going concern
The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying financial statements, the Company has incurred a net loss of ($56,288) for the period from September 11, 2003 (inception) to June 30, 2008, and had minimal sales of $1,063. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its new business opportunities.
The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.
These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments that might arise from this uncertainty.
7
Pet Express Supply, Inc.
(a Development Stage Company)
Notes to Condensed Financial Statements
Note 4 - Fixed assets
Fixed assets consisted of the following:
June 30, | |||
2008 | 2007 | ||
Computer equipment | $ 1,699 | $ 1,699 | |
Accumulated depreciation | (1,281) | (714) | |
$ 418 | $ 985 | ||
During the three month periods ended June 30, 2008 and 2007, the Company recorded depreciation expense of $142 and $142, respectively.
Note 5 - Debt and interest expense
On August 23, 2006, the Company conducted a private offering of debt securities, whereby it secured up to $17,500 in bridge loan financing from one non-affiliated entity, whereby the note holder agreed to finance the Company in increments of $2,500, as needed. To date, the note holder has loaned the Company $10,000. The aggregate principal amount and interest accrued thereupon was due December 31, 2007, and is currently past due. The note bears an interest rate of 10%, calculated annually, and contains no prepayment penalty. During the three months ended June 30, 2008, the Company recorded interest expense of $249 related to the note payable.
In connection with the debt offering, the note-holder was issued warrants to purchase shares of the Company’s par value common stock. Resultantly, a discount of $4,212 was attributed to the value of the note, which amount was amortized over a period of approximately 16 months. As of December 31, 2007, the full amount of $4,212 has been amortized and recorded as interest expense related to the warrants. See note 7 for additional discussion regarding the issuance of warrants.
Interest expense totaled $249 and $1,078 for the three months ended June 30, 2008 and 2007, respectively.
Note 6 - Stockholders’ equity
The Company is authorized to issue 100,000,000 shares of its $0.001 par value common stock.
On September 11, 2003, the Company issued 5,000,000 shares of its par value common stock as founders’ shares to an officer and director in exchange for services rendered in the amount of $5,000.
On September 11, 2003, the sole officer and director of the Company paid for expenses on our behalf in the amount of $200. The entire amount is considered donated capital and recorded as additional paid-in capital.
On March 3, 2006, the Company conducted a private placement, whereby it issued 75,000 shares of its par value common stock for cash in the amount of $7,500.
On April 3, 2006, the Company rescinded 20,000 shares of common stock issued in the private offering and returned the cash investment of two shareholders, totaling $2,000.
On May 3, 2007, the Company completed a public offering, whereby it sold 400,000 shares of its par value common stock for total gross cash proceeds in the amount of $40,000. Total offering costs related to this issuance was $1,174.
As of June 30, 2008, there have been no other issuances of common stock.
8
Pet Express Supply, Inc.
(a Development Stage Company)
Notes to Condensed Financial Statements
Note 7 - Warrants and options
On August 23, 2006, the Company issued warrants to purchase shares of the Company’s par value common stock to one non-affiliated entity in conjunction with a bridge loan agreement. The warrant holder was granted the right to purchase 350,000 shares of common stock of the Company for an aggregate purchase price of $38,500 or $0.11 a share. The aggregate fair value of such warrants totaled $26,693 based on the Black Schoeles Merton pricing model using the following estimates: 6% risk free rate, 100% volatility and expected life of the warrants of approximately 5 years.
The following is a summary of the status of all of the Company’s stock warrants as of June 30, 2008 and 2007 and changes during the six months ended on those dates:
Number Of Shares | Weighted-Average Exercise Price | ||
Outstanding at December 31, 2006 | 350,000 | $ 0.11 | |
Granted | 0 | $ 0.00 | |
Exercised | 0 | $ 0.00 | |
Cancelled | 0 | $ 0.00 | |
Outstanding at June 30, 2007 | 350,000 | $ 0.11 | |
Granted | 0 | $ 0.00 | |
Exercised | 0 | $ 0.00 | |
Cancelled | 0 | $ 0.00 | |
Outstanding at December 31, 2007 | 350,000 | $ 0.11 | |
Granted | 0 | $ 0.00 | |
Exercised | 0 | $ 0.00 | |
Cancelled | 0 | $ 0.00 | |
Outstanding at June 30, 2008 | 350,000 | $ 0.11 | |
Options exercisable at June 30, 2007 | 350,000 | $ 0.11 | |
Options exercisable at June 30, 2008 | 350,000 | $ 0.11 |
The following tables summarize information about stock warrants outstanding and exercisable at June 30, 2008:
STOCK WARRANTS OUTSTANDING | ||||||
Exercise Prices | Number of Shares Outstanding | Weighted-Average Remaining Contractual Life in Years | Weighted- Average Exercise Price | |||
$ 0.11 | 350,000 | 3.20 | $ 0.11 | |||
350,000 | 3.20 | $ 0.11 | ||||
STOCK WARRANTS EXERCISABLE | ||||
Exercise Prices | Number of Shares Exercisable | Weighted- Average Exercise Price | ||
$ 0.11 | 350,000 | $ 0.11 | ||
350,000 | $ 0.11 | |||
As of June 30, 2008, there were no warrants or options outstanding to acquire any additional shares of common stock.
9
Pet Express Supply, Inc.
(a Development Stage Company)
Notes to Condensed Financial Statements
Note 8 - Related party transactions
The Company does not lease or rent any property. Office services are provided without charge by an officer and director of the Company. Such costs are immaterial to the financial statements and, accordingly, have not been reflected therein. The officers and directors of the Company are involved in other business activities and may, in the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy for the resolution of such conflicts.
10
Management's Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This Quarterly Report contains forward-looking statements about Pet Express Supply, Inc.’s business, financial condition and prospects that reflect management’s assumptions and beliefs based on information currently available. We can give no assurance that the expectations indicated by such forward-looking statements will be realized. If any of our management’s assumptions should prove incorrect, or if any of the risks and uncertainties underlying such expectations should materialize, Pet Express Supply’s actual results may differ materially from those indicated by the forward-looking statements.
The key factors that are not within our control and that may have a direct bearing on operating results include, but are not limited to, acceptance of our services, our ability to expand our customer base, managements’ ability to raise capital in the future, the retention of key employees and changes in the regulation of our industry.
There may be other risks and circumstances that management may be unable to predict. When used in this Quarterly Report, words such as, "believes," "expects," "intends," "plans," "anticipates," "estimates"and similar expressions are intended to identify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions.
Management’s Discussion and Plan of Operation
We sell pet supplies via the Internet to discriminating feline and canine owners seeking unique products. During the three months ended June 30, 2008, we generated revenues in the amount of $56 from sales of pet supplies. During the year ago period ended June 30, 2007, $413 in revenues was realized. Our management attributes the decrease in sales year-over-year to a general weakening of consumer discretionary spending and the failure of our attempts to generate brand awareness with our marketing and sales strategies. Since our inception on September 11, 2003 through June 30, 2008, we generated a total of $1,063 in sales. We do not have any long-term agreements to supply our pet supplies to any one customer. We have no recurring customers and have no ongoing revenue sources.
In association with sales of pet products, we incurred cost of goods sold in the amount of $32 during the three month period ended June 30, 2008. This amount represents a gross margin of approximately 43% on sales of our products. During the three months ended June 30, 2007, cost of goods sold totaled $356, resulting in a gross margin of 14%. After factoring in cost of goods sold, our gross profit was $24 for the three month period ended June 30, 2008, compared to $57 for the year ago period ended June 30, 2007. Since our inception to June 30, 2008, total cost of goods sold amounted to $883, resulting in a gross profit of $180 for a historical gross margin of 17%.
In the execution of our business, we incur depreciation expense and various general and administrative costs. General and administrative expenses mainly consist of office expenditures and accounting and legal fees. During the three months ended June 30, 2008, we spent $6,853, consisting of $142 in depreciation expense on our computer equipment and $6,711 in general and administrative expenses. In the comparable three month period ended June 30, 2007, we incurred $4,800 in total expenses, made up of $142 in depreciation expense and $4,658 in general and administrative expenses.
In the six months ended June 30, 2008, total operating expenses were $12,402, of which $12,119 was general and administrative and $283 was depreciation expense. In contrast, total operating expenses during the year ago six month period ended June 30, 2007 were $8,797, of which general and administrative expense was $8,514 and depreciation amounted to $283.
Aggregate operating expenses from our inception through June 30, 2008 were $50,514, of which $1,281 is attributable to depreciation expense, $5,000 in general and administrative expense paid to an officer and director for services rendered and $44,233 in general and administrative expenses related to the execution of our business plan. No development related expenses have been or will be paid to our affiliates. We expect to continue to incur general and administrative expenses for the foreseeable future, although we cannot estimate the extent of these costs.
11
On September 5, 2006, we secured bridge loan financing, through which we are able to borrow up to $17,500, in increments of $2,500. The loan bears an interest rate of 10% per annum. The loan was due in December 2007, and is currently in default. In the three months ended June 30, 2008, we recognized interest expense of $249, related specifically to the bridge loan, compared to $1,078 recognized in the three months ended June 30, 2008. Through the six months ended June 30, 2008, interest expense related to this loan totaled $499, compared to $2,120 in the year ago six month period ended June 30, 2007. Since our inception, we recorded interest expense totaling $5,954.
As a result of our lack of substantial revenues and incurring ongoing expenses related to the implementation of our business, we have experienced net losses in all periods since our inception on September 11, 2003. In the three month period ended June 30, 2008, our net loss totaled $7,078, compared to a net loss of $5,821 in the prior period ended June 30, 2007. During the six months ended June 30, 2008, our net loss was $12,870, compared to a net loss of $10,860 in the year ago six month period ended June 30, 2007. Since our inception, we have accumulated net losses in the amount of $56,288. We anticipate incurring ongoing operating losses and cannot predict when, if at all, we may expect these losses to plateau or narrow. We have not been profitable for five consecutive years from our inception in 2003 through present 2008. There is significant uncertainty projecting future profitability due to our history of losses, lack of revenues, and due to our reliance on the performance of third parties on which we have no direct control.
In order for us to achieve profitability, satisfy our debt obligations and support our planned ongoing operations, we estimate that we must begin generating a minimum of $16,000 sales in the next six months. However, we cannot guarantee that we will generate additional sales, let alone achieve that target. We have previously attempted to implement a marketing and sales campaign, without success. We did not realize any sales as a result of our paid search and advertising attempts through Google. As of the date of this report, we have not yet formulated a new marketing plan and have no additional marketing or advertising efforts in place.
Our management expects that we will continue to experience net cash out-flows for the foreseeable future given developmental nature of our business. As of June 30, 2008, we had cash on hand in the amount of $8,379. If we do not generate sufficient revenues and cash flows to support our operations over the next six months, or if our costs of operations increase unexpectedly, we may need to raise capital by conducting additional issuances of our equity or debt securities for cash. Since our inception, we have received cash primarily from the receipt of funds from offerings of our equity and debt securities. On September 5, 2006, we secured bridge loan financing to borrow up to an aggregate of $17,500, bearing an interest rate of 10% per annum. To date, we have borrowed a total of $10,000, on which we are currently in default. Also, in May 2007, we sold an aggregate of 400,000 shares of our common stock for gross cash proc eeds of $40,000. After taking into account offering costs in the amount of $1,174, net proceeds from this offering was $38,826. We can not assure you that additional financing can be obtained or, if obtained, that it will be on reasonable terms. As such, our principal accountants have expressed substantial doubt about our ability to continue as a going concern because we have limited operations and have not fully commenced planned principal operations.
Our management does not anticipate the need to hire additional full- or part- time employees over the next 12 months, as the services provided by our current officers and directors appear sufficient at this time. Our officers and directors work for us on a part-time basis, and are prepared to devote additional time, as necessary. We do not expect to hire any additional employees over the next 12 months.
Evaluation of Disclosure Controls and Procedures
We maintain a set of disclosure controls and procedures designed to ensure that information required to be disclosed by us in our reports filed under the Securities Exchange Act, is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Disclosure controls are also designed with the objective of ensuring that this information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Based on an evaluation as of the end of the period covered by this report, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”)) were effective to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures.
12
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or reasonably likely to materially affect, our internal control over financial reporting.
Unregistered Sales of Equity Securities
In March 2006, we sold 75,000 shares of our common stock to six shareholders, three of whom are affiliates of PES. The shares were issued at a price of $0.10 per share for total cash in the amount of $7,500. The shares bear a restrictive transfer legend. This March 2006 transaction (a) involved no general solicitation, (b) involved less than thirty-five non-accredited purchasers and (c) relied on a detailed disclosure document to communicate to the investors all material facts about Pet Express Supply, Inc., including an audited balance sheet, statements of income, changes in stockholders’ equity and cash flows. Each purchaser was given the opportunity to ask questions of us. Thus, we believe that the offering was exempt from registration under Regulation D, Rule 505 of the Securities Act of 1933, as amended.
In April 2006, we returned the investment of two non-affiliated shareholders, aggregating $2,000 (or 20,000 shares of our common stock). The shares were returned to our authorized capital and are not considered issued nor outstanding.
On August 23, 2006, we conducted a private offering of debt securities, whereby we secured up to $17,500 in bridge loan financing from Lynn Cole Capital, a non-affiliated entity, whereby the note holder agreed to finance us in increments of $2,500, as needed. To date, the note holder has loaned us a total of $5,000. The aggregate principal amount and interest accrued thereupon is due December 31, 2007. The note bears an interest rate of 10%, calculated annually, and contains no prepayment penalty. In connection with the debt offering, the note holder was issued warrants to purchase 350,000 shares of our common stock for an aggregate purchase price of $38,500, or $0.11 a share. The securities were issued in reliance upon an exemption from registration contained in Section 4(2) of the Securities Act.
Defaults Upon Senior Securities
On September 5, 2006, we secured bridge loan financing, through which we are able to borrow up to $17,500, in increments of $2,500. We have borrowed a total of $10,000 at a rate of 10% per annum. The loan was due in December 2007, and is currently in default. We recorded total interest expense in the amount of $5,954. We cannot predict when, if ever, we will be able to remedy this debt obligation in full.
Exhibits and Reports on Form 8-K
Exhibit Number | Name and/or Identification of Exhibit |
3 | Articles of Incorporation & By-Laws |
(a) Articles of Incorporation * | |
(b) By-Laws * | |
31 | Rule 13a-14(a)/15d-14(a) Certifications |
(a) Renea Yamada | |
(b) Diane Egger | |
32 | Certification under Section 906 of the Sarbanes-Oxley Act (18 U.S.C. Section 1350) |
* Incorporated by reference herein filed as exhibits to the Company’s Registration Statement on Form SB-2 previously filed with the SEC on September 26, 2006, and subsequent amendments made thereto. | |
13
Pursuant to the requirements of the Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
PET EXPRESS SUPPLY, INC. | ||
(Registrant) | ||
Signature | Title | Date |
/s/ Renea Yamada | President and | July 17, 2008 |
Renea Yamada | Chief Executive Officer | |
/s/ Diane Egger | Secretary-Treasurer | July 17, 2008 |
Diane Egger | Chief Financial Officer | |
14
