SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: (DATE OF EARLIEST EVENT REPORTED) : SEPTEMBER 26, 2003
COMMISSION FILE NO. 0-21914
HEALTHRENU MEDICAL, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEVADA 84-1022287
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(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
307 South Friendswood Drive, Suite E-1, Friendswood, Texas 77546
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(888) 583-3356
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(ISSUER TELEPHONE NUMBER)
AGTSPORTS, INC.7255 E. QUINCY AVENUE, SUITE 550, DENVER, CO 80237
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FORMER NAME AND ADDRESS
ITEM 1. CHANGES IN CONTROL OF THE REGISTRANT.
As a result of the acquisition of Health Renu Medical, Inc., a Delaware
corporation ("Health Renu" or the "Company"), the control of the Registrant
shifted to the former shareholders of Health Renu. The following individual
will exercise control of the Registrant.
Name No. of shares Percentage
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Darrell Good 7,375,000(1) 46.8%
(1) Includes 795,000 shares issued to Cheryl Good, the wife of Darrell Good, and
1,080,000 shares issued to the six children of Mr. Good and his wife,
collectively.
ITEM 2. ACQUISITION OF DISPOSITION OF ASSETS.
On September 26, 2003, the Registrant acquired 84% of the issued and
outstanding shares of Health Renu in exchange for 12,925,000 shares of the
Registrant's common stock. Upon 100% shareholder approval of Health Renu which
is anticipated, there will be 15,763,626 shares of the Registrant's common
stock outstanding, which includes the conversion of the Series 2000A Preferred
Stock into 1,765 shares of common stock and the conversion of $379,902 of notes
and accrued wages into 379,902 shares of common stock.
DESCRIPTION OF THE BUSINESS
For the last three (3) years since inception, Health Renu has been in the
medical research and developmental stage. The Company has focused on improving
its products and has had very little production or revenues. Most of Health
Renu's sales have been in the area of emergency, non-healing wounds of the human
body such as Staph infections, stage 1,2,3,4, diabetic ulcers, gain green, and
amputations. The Company has satisfied the United States Federal Drug
Administration (the "FDA") requirements to sell it products to all medical
related companies including hospitals, walk-in clinics and nursing homes or
directly to consumers.
DESCRIPTION OF PRINCIPAL PRODUCTS & SERVICES
The Company developed a product line (the "Product Line" or "Finished
Products") consisting of the following eight (8) products:
DERM-ALL GEL 4 OZ.
Used for non-healing wounds, pressure ulcers, diabetic ulcers, and surgical
wounds.
SKIN RENU PLUS 2 OZ.
Used for diabetic neuropathy, circulation, skin prep for pre-opt surgery
patients, used in post-opt surgical wound care for preventive care against
possible staph infection and more rapid recovery and scar reduction of the
wound site.
SKIN RENU LOTION 6 OZ.
Diabetic preventive skin care, preventive skin care for pressure ulcers,
dermatitis, eczema, age spots, chronic bruising associated with thin skin, skin
condition for thin skin, chronic dry skin, cracked hands, and preventive care
against latex allergies.
SKIN RENU 1 OZ.
Used for age spots, bruising, and burns. Important for people with serious
allergic reactions to insect bites.
RENU CARE 6 OZ.
Used as a non-rinse cleanser for bed patients, provides skin protection and can
be used for stage 1 pressure ulcers ( bedsores).
DEEP RELIEF 4 OZ.
Has the transdermal ability to penetrate through skin layers, transferring
anti-inflammatory ingredients through muscle tissue to the inflamed joints. Made
with a heat action. Used for severe arthritis.
HEALTH RENU
SPORTS MEDICINE 4OZ.
Has the transdermal ability to penetrate through skin layers, transferring
anti-inflammatory ingredients through muscle tissue to the inflamed joints. Made
with peppermint oil which gives a peppermint fragrance as well as an
anti-inflammatory action. Made with more of a mild heat action.
FACIAL SOAP 3.5 OZ.
Used for facial skin disorders-contains omega 3,6 & 9 fatty acids as well as
vitamins.
Patent Pending Product with clinical studies.
The Company plans to begin marketing the Product Line directly to consumers
rather than strictly to hospitals, walk-in clinics and nursing homes.
COMPETITIVE BUSINESS CONDITIONS
The market for healthcare products is estimated at 150 billion dollars, of
which the Company has acquired less than one-percent (1%) market share with its
Product Line. The Company will depend on marketing efforts to increase its
market share. The Company believes that with an aggressive marketing campaign
it can quickly generate more revenue and establish its Product Line nationwide.
The Company's cost for research and development is fully paid. The Company
intends to spend approximately 40% of its resources to increase its market share
over the next twelve months.
The Company plans to compete based on price. The Company's products are
priced lower than similar products offered by competitors. The Company intends
to operate with minimal overhead costs by outsourcing its shipping, receiving,
purchasing, and production functions.
NO DEPENDENCE ON ONE OR A FEW CUSTOMERS
The Company does not currently depend on any one or a few customers.
PATENTS, TRADEMARKS & LICENSES
The Company owns the registered trademark, Healthrenu. The Company does
not hold any patents or licenses. The Company, however, has exclusive rights to
the marketing of a tapeless iv holder as well as latex surgical gloves. The
Company is uncertain whether or not it will purchase the patent rights from the
principal patent owners.
NEED FOR GOVERNMENT APPROVAL
The Company has satisfied all FDA requirements with respect to its Finished
Products for sales directly to consumers and medical related companies. The
Company is currently developing new products for which it will need to meet FDA
requirements in order to sale these products to consumers and medical related
companies. The Company does not expect that when finished developing these new
products it will be unable to also obtain FDA approval for sales of these
products to consumers and medical related companies.
The Company is currently seeking approval for reimbursement from Medicare
with respect to both finished and trial products. The Company expects that
obtaining such approval and reimbursement will increase future revenue in
relation to what it expects such revenue would be if approved.
RESEARCH & DEVELOPMENT OVER PAST TWO YEARS
The Company's activities have consisted primarily of research and
development activities. During the last two (2) years, the Company conducted
research on a daily basis. The Company has various products in the early stages
of development. The Company obtained the services of Dr. Sparks to conduct
research and development for the Company. The Company issued 200,000 common
shares, to Dr. Sparks in exchange for his services. The agreement between Dr.
Sparks and the Company provides that Dr. Sparks will use Healthrenu products on
his patients during their research and development stage. Dr. Sparks has paid
the Company approximately $61,000, of which $25,000 was for stock and $36,000
was for the Company's products.
EMPLOYEES
The Company has two (2) full-time employees and outsources a majority of
its operations. The Company intends to hire three (3) additional full-time
employees within the next ninety (90) days to provide shipping services,
operation services and accounting services. The Company estimates that it can
fully operate with as few as fifteen (15) full-time employees.
DESCRIPTION OF PROPERTY
The Company has two (2) business locations, one in Guntersville, Alabama,
and the other in Friendswood, Texas. The Company is in the process of
relocating its business operations in Guntersville. The Company does not have
any information on the new Guntersville location at this time.
The Friendswood office is located at 307 South Friendswood Drive,
Suite E-1, Friendswood, Texas 77546. Friendswood is a suburb located Southeast
of Houston, Texas. The Company has entered into a one (1) year lease for 1,300
square feet of office space for the Friendswood office. The lease provides
for monthly payments of $1,300. The Friendswood office handles the
workload of the Guntersville office during the relocation.
RELATED PARTY TRANSACTIONS
The Company has entered into an agreement with Dr. Sparks, a Director of
the Company who will likely be added as a Director of the Registrant in the near
future, whereby Dr. Sparks will conduct research and development for the Company
and use HealthRenu products on his patients during the products' development
stage. Dr. Sparks purchases products from the Company at wholesale prices for
use in his medical practice and paid the Company $36,000 over the last three
years. There are currently no other transactions between the Company and its
officers, directors or more than five-percent (5%) shareholders.
LEGAL PROCEEDINGS
There are currently no legal proceedings.
RISK FACTORS
Dependence Upon External Financing. It is imperative that we raise capital
to expand our operations and stay in business. We require capital of
approximately $500,000 to implement our business plan. If we are unable to
obtain debt and/or equity financing upon terms that our management deems
sufficiently favorable, or at all, it would have a materially adverse impact
upon our ability to pursue our business strategy and maintain our current
operations.
Even if Product is Successful, We May Be Unable to Sell Our Product. In the
event we are successful in completing our product, there can be no assurance
that we will be able to sell our products at all, or enough at prices needed to
maintain operations.
ITEM 5. OTHER EVENTS.
As a result of the acquisition of Healthrenu, Inc., a Delaware corporation,
Darrell Good has become the Registrant's President and a Director.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Financial Statements of HealthRenu, Inc.
(a) Financial Statements of Businesses Acquired To Be Provided
(b) Pro Forma Financial Information To Be Provided
(c) Exhibits:
2.1 Exchange Agreement
Signatures
Pursuant to the requirement 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.
HealthRenu Medical, Inc.
September 29, 2003
/s/ Randy Mullins
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Randy Mullins
Chief Executive Officer