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 April 30, 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:
13,161,984 Shares of Common Stock ($.001 par value)
(Title of Class)
Transitional Small Business Disclosure Format (check one):
Yes No x
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
3
PART I
Item 1. Financial Statements:
BioNet Technologies, Inc.
Consolidated Balance Sheet
April 30, 2000
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 30,784
Trading securities 171,750
Prepaid expenses 9,944
---------
Total current assets 212,478
Property and equipment, at cost, net of
accumulated depreciation of $32,602 99,378
Other assets 31,240
---------
$ 343,096
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 13,450
Accrued expenses 35,874
---------
Total current liabilities 49,324
Stockholders' equity:
Preferred stock, $.001 par value,
50,000 shares authorized,
5,000 shares issued and outstanding
Common stock, no par value,
75,000,000 shares authorized,
13,161,984 shares issued and outstanding 13,162
Additional paid in capital 4,247,893
Subscriptions to common stock 948,456
Accumulated deficit (4,915,744)
----------
293,772
----------
$ 343,096
See accompanying notes to consolidated financial statements.
4
BioNet Technologies, Inc.
Consolidated Statements of Operations
(Unaudited)
Three Months Ended
April 30,
2000 1999
Revenues $ - $ -
Costs and expenses
General and administrative 598,939 263,140
---------- ---------
(Loss) from operations (598,939) (263,140)
Other income and (expense):
Gain (loss) realized from sale of investments - (44,500)
Unrealized gain (loss) on investments (33,000) (22,000)
Other income 331 -
Interest espense (222) (570)
--------- --------
(32,891) (67,070)
(Loss) before income taxes (631,830) (330,210)
Provision for income taxes - -
--------- ---------
Net income (loss) $ (631,830) $ (330,210)
Basic earnings (loss) per share:
Net income (loss) $ (.05) $ (0.04)
Weighted average shares outstanding 12,670,191 9,040,564
See accompanying notes to consolidated financial statements.
5
BioNet Technologies, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
Three Months Ended
April 30,
2000 1999
Net cash provided by (used in)
operating activities $ (189,056) $ (232,562)
Cash flows from investing activities:
Proceeds from sale of investments - 18,000
Purchase of fixed assets (7,621) (561)
---------- ----------
Net cash provided by (used in) investing activities (7,621) 17,439
Cash flows from financing activities:
Proceeds from sale of common stock 15,000 -
Proceeds from stock subscriptions 160,000 206,755
--------- ----------
Net cash provided by (used in) financing activities 175,000 206,755
Increase (decrease) in cash (21,677) (8,368)
Cash and cash equivalents,
beginning of period 52,461 17,742
--------- ----------
Cash and cash equivalents,
end of period $ 30,784 $ 9,374
See accompanying notes to consolidated financial statements.
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BioNet Technologies, Inc.
Notes to Unaudited Financial Statements
April 30, 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 April 30, 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 99,000
Advanced Sterilizer Technology 10,000 15,000 -
Casinovations, Inc. 29,100 43,650 72,750
Grand Slam Licensing, Inc. 10,000 15,000 -
First Nordic 55,000 5,000 -
--------- ---------
$362,900 $171,750
Fair value of National Sorbents Inc. as of April 30, 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 three months ended April 30, 2000, the Company
received gross proceeds from the sale of common stock and
subscriptions to common stock aggregating $175,000.
Additionally, the Company issued an aggregate of 1,394,663
shares of common stock representing $442,117 of consulting
services rendered to the Company. The value of the services
was based upon the fair value of the Company's common stock at
the date the shares were authorized by the Company's board of
directors.
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Trends and Uncertainties. Due to its change in business, Bionet
no longer operate 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 consist 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 first quarter ended April 30, 2000, the Company
received proceeds of $15,000 from the sale of common stock
and proceeds of $160,000 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 three months ended April 30, 2000, the Company received
no proceeds from the sale of investments and purchased fixed
assets of $7,621. This resulted in net cash used in investing
activities of $7,621 for the three months ended April 30, 2000.
For the three months ended April 30, 1999, the Company received
proceeds from the sale of investments of $180,000 and purchased fixed
assets of $561. This resulted in net cash used in provided by
investing activities of $17,439 for the three months ended April 30,
2000.
For the three months ended April 30, 2000, the Company received
proceeds from the sale of common stock of $15,000 and proceeds from
stock subscriptions of $160,000. This resulted in net cash provided
by financing activities of $175,000 for three months ended April 30,
2000.
For the three months ended April 30, 1999, the Company received from
stock subscriptions of $206,755. This resulted in net cash provided by
financing activities of $206,755 for three months ended April 30, 1999.
Results of Operations. For the three months ended April 30, 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 $598,939 for the three months ended
April 30, 2000 which consisted primarily of salaries and wages of
$117,921, travel of $14,252, telephone of $3,020, maintenance of
$5,092, insurance of $21,108, consulting of $353,247, rent of $9,150
and other expenses of $18,336. The Company also had depreciation and
amortization of $23,966 and research and development costs of $23,459
for the year ended April 30, 2000.
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 three months ended April 30, 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 $263,140 for the three months
ended April 30, 1999 which consisted primarily of salaries and wages
of $89,723, legal of $7,026, accounting of $6,726, travel of $20,081,
advertising of $1,025, insurance of $14,605, consulting of $73,294,
moving expense of $3,866, rent of $5,020, research and development of
$18,757 and other expenses of $23,017.
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 the conflict regarding the Greengold proprietary
technology 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.
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: June 15, 2000
/s/ L. Alan Schafler
L. Alan Schafler, President