þ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
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ACT OF 1934
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For the quarterly period ended: August 31, 2013
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or
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o |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
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ACT OF 1934
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For the transition period from: _____________ to _____________
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New York
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13-2538207
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(State or other jurisdiction
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(I.R.S. Employer
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of incorporation or organization)
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Identification No.)
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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
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required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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þ
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Yes
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o |
No
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||||||
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any,
every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit
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and post such files).
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o |
Yes
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o |
No
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
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Large accelerated filer
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o | (Do not check if a smaller |
Accelerated filer
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o | ||||||
Non-accelerated filer
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o |
reporting company)
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Smaller reporting company
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þ | ||||||
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
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o |
Yes
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þ
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No
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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class
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Outstanding October 9, 2013
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Common Stock $.001 par value
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48,722,316
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Page | ||
PART I – FINANCIAL INFORMATION | ||
Item 1. | Financial Statements. | 1 |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 4 |
Item 3. | Quantitative and Qualitative Disclosures About Market Risk. | 5 |
Item 4. | Controls and Procedures. | 5 |
PART II – OTHER INFORMATION | ||
Item 1. | Legal Proceedings. | 6 |
Item 1A. | Risk Factors. | 6 |
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. | 6 |
Item 3. | Defaults Upon Senior Securities. | 6 |
Item 4. | (Removed and Reserved). | 6 |
Item 5. | Other Information. | 6 |
Item 6. | Exhibits. | 6 |
SIGNATURES | 7 |
Item 1.
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Financial Statements.
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August 31, 2013
(UNAUDITED)
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May 31, 2013
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ASSETS
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Current assets:
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Cash and cash equivalents
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$
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74,358
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$
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84,562
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Accounts receivable
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305,764
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26,801
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Inventory
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85,710
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148,432
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||||||
Total current assets
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465,832
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259,795
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Deferred income tax asset, net of valuation allowance of $1,488,000 and $1,504,000 at August 31, 2013 and May 31, 2013, respectively
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—
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––
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Total assets
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$
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465,832
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$
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259,795
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LIABILITIES AND STOCKHOLDERS' DEFICIT
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Current liabilities:
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Accounts payable
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$
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327,475
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$
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267,303
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Shareholder loan
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447,000
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347,000
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Deferred revenue
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4,782
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4,782
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Deferred license fees
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9,000
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10,500
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Total liabilities
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788,257
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629,585
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Stockholders' deficit:
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Convertible preferred stock - $.02 par value, authorized 2,000,000 shares, issued and outstanding 92,000 shares
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1,840
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1,840
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Common stock - $.001 par value, authorized 200,000,000 shares, issued and outstanding 48,722,316 shares
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48,722
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48,722
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Additional paid–in capital
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17,073,836
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17,073,836
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Accumulated deficit
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(17,446,823
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)
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(17,494,188
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)
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Stockholders' deficit
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(322,425
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)
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(369,790
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)
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Total liabilities and stockholders' deficit
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$
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465,832
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$
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259,795
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(UNAUDITED)
For the three months ended
August 31,
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2013
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2012
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Revenues:
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Product sales
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$
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308,091
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$
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14,500
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License fees
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1,500
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1,500
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Total revenues
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309,591
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16,000
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Costs and expenses:
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Cost of sales
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134,300
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4,539
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Salaries
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29,170
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20,493
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Professional fees and consulting
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29,644
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46,403
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Rent and office expenses
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30,149
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29,896
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Commission
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20,689
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––
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Insurance
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12,858
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14,140
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Other administrative expenses
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5,416
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3,872
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Total costs and expenses
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262,226
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119,343
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Net income (loss)
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$
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47,365
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$
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(103,343
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)
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Net income (loss) per share – basic and diluted
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$
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0.00
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$
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(0.00
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)
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Weighted average number of common shares outstanding – basic and diluted
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48,722,316
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40,076,783
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(UNAUDITED)
For the three months ended
August 31,
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|||||
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2013
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2012
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Cash flows from operating activities:
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Net income (loss)
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$
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47,365
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$
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(103,343
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)
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Adjustments to reconcile net loss to net cash used in operating activities:
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Changes in operating assets and liabilities:
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(Increase) decrease in accounts receivable
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(278,963
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)
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26,128
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Decrease (increase) in inventory
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62,722
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(57,052
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)
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Increase in accounts payable and accrued expenses
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60,172
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23,287
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Decrease in deferred revenue
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––
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(4,075
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)
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Decrease in deferred license fees
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(1,500
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)
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(1,500
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)
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Net cash used in operating activities
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(110,204
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)
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(116,555
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)
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Cash flows from financing activities:
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Proceeds from shareholder loan
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100,000
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100,000
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Cash provided by financing activities
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100,000
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100,000
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Decrease in cash
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(10,204
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)
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(16,555
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)
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Cash – Beginning of Period
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84,562
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42,617
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Cash – End of Period
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$
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74,358
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$
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26,062
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Supplemental disclosures of cash flow information | ||||||||
Cash paid for interest | $ |
––
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$ |
––
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||||
Cash paid for taxes | $ |
––
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$ |
––
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Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk.
|
Item 4.
|
Controls and Procedures.
|
Item 1.
|
Legal Proceedings.
|
Item 1A.
|
Risk Factors.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds.
|
Item 3.
|
Defaults Upon Senior Securities.
|
Item 4.
|
(Removed and Reserved)
|
Item 5.
|
Other Information.
|
Item 6.
|
Exhibits.
|
Exhibit No.
|
|
Description
|
Certification pursuant to Exchange Act Rule 13a – 14 (a)/15d-14(a)
|
||
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002
|
LESCARDEN INC.
|
|||
Date: October 10, 2013
|
By:
|
/s/ William E. Luther | |
William E. Luther
|
|||
Chief Executive and Chief Financial Officer
|
|||