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EX-32.1 - EXHIBIT 32.1 - WEST COAST VENTURES GROUP CORP.ex32_1apg.htm
EX-32.2 - EXHIBIT 32.2 - WEST COAST VENTURES GROUP CORP.ex32_2apg.htm
EX-31.1 - EXHIBIT 31.1 - WEST COAST VENTURES GROUP CORP.ex31_1apg.htm
EX-31.2 - EXHIBIT 31.2 - WEST COAST VENTURES GROUP CORP.ex31_2apg.htm


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q

 

[X]

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


For the quarterly period ended October 31, 2013


[   ]

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: 333-182199


Energizer Tennis, Inc.

(Exact name of registrant as specified in its charter)


Nevada

99-0377575

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)


Suite 3, 219 Bow Road

Docklands, London E3 2SJ, United Kingdom

(Address of principal executive offices) (Zip Code)


+44 203 086 8131

(Registrant’s telephone number, including area code)

 

________________________________________________

(Former name or former address, 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 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. [X] Yes   [   ] No

 

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 and post such files). [X] Yes   [   ] No

 

Indicate by check mark whether the registrant is a large accelerated file, 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). ). [X] Yes   [   ] No


As of December 16, 2013, there were 2,947,500 shares of the issuer’s $.001 par value common stock issued and outstanding.




Table of Contents                                                                                                                                                        Financial Statements




TABLE OF CONTENTS



PART I

  

  

 

Item 1.

Financial Statements

3

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

12

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

14

Item 4.

Controls and Procedures

14

  

  

 

PART II

  

  

 

Item 1.

Legal Proceedings

15

Item 1A.

Risk Factors

15

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

15

Item 3.

Defaults Upon Senior Securities

15

Item 4.

Mine Safety Disclosures

15

Item 5.

Other Information

15

Item 6.

Exhibits

15





2



Table of Contents                                                                                                                                                        Financial Statements




PART I


Item 1. Financial Statements


Energizer Tennis Inc.

(A Development Stage Company)

Balance Sheets

 

 

 

 

 

 

As of

 

As of

 

 

 

 

 

 

October 31,

 

April 30,

 

 

 

 

 

 

2013

 

2013

 

 

 

 

 

 

(Unaudited)

 

(Audited)

ASSETS

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

Cash

 

$

1,475 

$

13,920 

 

 

 

Prepayment

 

 

2,645 

 

 

 

Total Current Assets

 

 

4,120 

 

13,920 

 

FIXED ASSETS

 

 

 

 

 

 

 

Plant, Property, Equipment, net of accumulated

depreciation of $609 and $521, respectively.

 

638 

 

726 

 

 

Intangibles - instructional videos, net of accumulated

amortization of $159 and $0, respectively.

 

4,657 

 

4,816 

 

 

Intangibles- website development, net of accumulated

amortization of $1,824 and $1,436, respectively.

11,351 

 

11,739 

 

Total Fixed Assets

 

 

16,646 

 

17,281 

TOTAL ASSETS

 

$

20,766 

$

31,201 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY (DEFICIT)

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

Accounts Payable

 

 

15,130 

 

20,400 

 

 

Accrued expenses

 

 

1,000 

 

 

 

Advances from Stockholders

 

 

18,173 

 

3,278 

 

Total Liabilities

 

 

34,303 

 

23,678 

 

 

 

 

 

 

 

 

 

 

ENERGIZER TENNIS INC. STOCKHOLDERS' EQUITY (DEFICIT):

 

 

 

 

 

 

 Preferred stock, $.001 par value.  Authorized 10,000,000 shares,

 

 

 

 

 

 0 shares issued and outstanding.

 

 

 

 

 

 

 

 Common stock, $.001 par value. 100,000,000 authorized shares

 

2,948 

 

2,948 

 

 

 

 and 2,947,500 and 2,947,500 shares issued and outstanding, respectively

 

 

 

 

 

 

Additional Paid in Capital

 

 

66,770 

 

61,693 

 

 

Retained (deficit) during development stage

 

 

(83,256)

 

(57,117)

 

Total Energizer Tennis Inc. Stockholders' Equity

 

 

(13,537)

 

7,523 

TOTAL LIABILITIES & EQUITY (DEFICIT)

 

$

20,766 

$

31,201 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements.




3



Table of Contents                                                                                                                                                        Financial Statements




Energizer Tennis Inc.

(A Development Stage Company)

Statements of Operations (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 June 16,

 

 

 

 

 

 Three

Months

 

 Three

Months

 

 Six

Months

 

 Six

Months

 

2011

(inception)

 

 

 

 

 

 Ended

 

 Ended

 

 Ended

 

 Ended

 

through

 

 

 

 

 

October 31,

 

October 31,

 

October 31,

 

October 31,

 

October 31,

 

 

 

 

 

2013

 

2012

 

2013

 

2012

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

$

$

$

 $

48 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of Goods Sold

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of Goods Sold

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Profit

 

 

 

 

 

 

46 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General & Administrative Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and Amortization

 

 

314 

 

368 

 

635 

 

659 

 

2,592 

 

 

General & Administrative Expenses

 

11,657 

 

1,041 

 

17,531 

 

2,201 

 

29,168 

 

 

Professional Fees

 

 

3,915 

 

15,595 

 

7,973 

 

29,930 

 

51,542 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total General & Administrative Expenses

 

 

15,886 

 

17,004 

 

26,139 

 

32,790 

 

83,302 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(15,886)

$

(17,004)

$

(26,139)

$

(32,790)

$

(83,256)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net profit/(loss)

 

 

(15,886)

 

(17,004)

 

(26,139)

 

(32,790)

 

(83,256)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

(0.01)

 

(0.01)

 

(0.01)

 

(0.02)

 

 

 

 

Diluted

 

 

(0.01)

 

(0.01)

 

(0.01)

 

(0.02)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of

 

 

2,947,500 

 

2,000,000 

 

2,947,500 

 

200,000 

 

 

 

  common shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements.





4



Table of Contents                                                                                                                                                        Financial Statements




Energizer Tennis Inc.

(A Development Stage Company)

Statements of Cash Flows (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

June 16, 2011

 

 

 

 

 

Six Months

 

 

Six Months

 

 

(inception)

 

 

 

 

 

 Ended

 

 

 Ended

 

 

 through

 

 

 

 

 

October 31,

 

 

October 31,

 

 

October 31,

 

 

 

 

 

2013

 

 

2012

 

 

2013

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Net loss

(26,139)

 

$

(32,790)

 

$

(83,256)

 

 

 

Adjustments to reconcile Net Loss

 

 

 

 

 

 

 

 

 

 

to net cash provided by operations:

 

 

 

 

 

 

 

 

 

 

 

Depreciation and Amortization

635 

 

 

659 

 

 

2,592 

 

 

 

 

Forgiveness of Debt by related party

3,278 

 

 

 

 

 

3,278 

 

 

 

 

Additional paid-in capital in exchange for facilities provided by related party

1,800 

 

 

1,800 

 

 

8,540 

 

 

 

Changes in current assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

Increase/Decrease in accounts payable

(5,270)

 

 

31,546 

 

 

15,130 

 

 

 

 

Increase/Decrease in accrued expenses

1,000 

 

 

 

 

1,000 

 

 

 

 

Advances from Stockholders

14,895 

 

 

3,259 

 

 

18,173 

 

 

 

 

Increase/Decrease in prepayments

(2,645)

 

 

 

 

(2,645)

 

 

Net cash used in Operating Activities

(12,446)

 

 

4,474 

 

 

(37,188)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

 

Furniture and Equipment

 

 

 

 

(1,247)

 

 

 

 

 Intangibles

 

 

(4,816)

 

 

(17,991)

 

 

Net cash used in Investing Activities

 

 

(4,816)

 

 

(19,238)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

 

 

 

 

 

Proceeds from sale of common stock

 

 

 

 

57,900 

 

 

 

Retained Earnings

 

 

 

 

 

 

 

Debts waived by former director/shareholder

 

 

 

 

 

 

Net cash provided by Financing Activities

 

 

 

 

57,900 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash increase for period

(12,446)

 

 

(342)

 

 

1,475 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash at beginning of period

13,920 

 

 

2,223 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

          Cash at end of period

1,475 

 

 

1,881 

 

$

1,475 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of these financial statements.




5



Table of Contents                                                                                                                                                        Financial Statements




NOTE 1 - BACKGROUND INFORMATION


Organization and Business


Energizer Tennis Inc. was incorporated on June 16, 2011 in the State of Nevada for the purpose of developing, producing and selling instructional tennis videos to the global tennis community. The videos are available to view or download online, either via our website or via iTunes where our apps are available. Consumers can pay for an annual online subscription to the website which gives access to instructional videos and a host of expert tennis advice.  Additionally, per download charges allow consumers to purchase our apps online. Our target market varies from beginners to individuals who compete regularly including all tennis enthusiasts wanting to improve any aspect of their game.


Development stage company


The Company is a development stage company as defined by section 915-10-20 of the FASB Accounting Standards Codification.  The Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced.  All losses accumulated since inception have been considered as part of the Company's development stage activities.


The Company has elected April 30 as its fiscal year end.


NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Basis of presentation and use of estimates


The Company prepares its financial statements in conformity with generally accepted accounting principles in the United States of America. These principals require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management believes that these estimates are reasonable and have been discussed with the Board of Directors; however, actual results could differ from those estimates.


Interim Financial Statements


The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these condensed financial statements 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 considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These financial statements should be read in conjunction with the financial statements for the year ended April 30, 2013 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the “SEC”).


Earnings (Loss) Per Share


Basic earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares outstanding during the year. Diluted earnings (loss) per share calculations are determined by dividing net income (loss) by the weighted average number of shares.


Cash and Cash Equivalents


The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents were $1,475 and $13,920 at October 31, 2013 and April 30, 2013, respectively.


Fair Value of Financial Instruments


The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization.





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Table of Contents                                                                                                                                                        Financial Statements



FASB Accounting Standards Codification (ASC) 820 “Fair Value Measurements and Disclosures” (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

   

 

Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

 

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

 

Level 3 - Inputs that are both significant to the fair value measurement and unobservable.


Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of October 31, 2013. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, accrued compensation and accrued expenses. The fair value of the Company’s notes payable is estimated based on current rates that would be available for debt of similar terms which is not significantly different from its stated value.


The Company applied ASC 820 for all non-financial assets and liabilities measured at fair value on a non-recurring basis. The adoption of ASC 820 for non-financial assets and liabilities did not have a significant impact on the Company’s financial statements.


Inventories


As of October 31, 2013 the Company held no inventory.


Revenue Recognition


The Company is in the development stage and has yet to realize significant revenues from planned operations.  It plans to realize revenues from the sale of instructional tennis videos. The Company follows FASB ASC 605 “Revenue Recognition” and recognizes revenue when it is realized or realizable and earned.  The Company considers revenue realized or realizable and earned when all of the following criteria are met:


1.

persuasive evidence of an arrangement exists;


2.

the product has been shipped or the services have been rendered to the customer;


3.

the sales price is fixed or determinable; and,


4.

collectability is reasonably assured.


Major revenue activities are expected to be generated from the sale of instructional tennis videos, providing professional tennis coaching, providing access to online player management tools including tournament program scheduling, nutrition programs, injury prevention booklets, arranging tennis holidays, sale of company branded merchandise.





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Table of Contents                                                                                                                                                        Financial Statements




Income Taxes


The Company accounts for income taxes under FASB ASC 740 “Income Taxes.”  Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs.


A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations.


Long-Lived Assets


Property and equipment is stated at cost.  Depreciation is computed by the straight-line method over estimated useful lives (3-7 years).  Intellectual property assets are stated at their fair value acquisition cost. Amortization of intellectual property assets is calculated by the straight line method over their estimated useful lives (15 years).  Historical costs are reviewed and evaluated for the net realizable value of the assets.  The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of long-lived assets existed at October 31, 2013.


Long-lived assets such as property and equipment and identifiable intangibles are reviewed for impairment whenever facts and circumstances indicate that the carrying value may not be recoverable.  When required impairment losses on assets to be held and used are recognized based on the fair value of the asset.  The fair value is determined based on estimates of future cash flows, market value of similar assets, if available, or independent appraisals, if required.  If the carrying amount of the long-lived asset is not recoverable from its undiscounted cash flows, an impairment loss is recognized for the difference between the carrying amount and fair value of the asset.  When fair values are not available, the Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risk associated with the recovery of the assets.  We did not recognize any impairment losses for any periods presented.


Foreign Currency  

 

The Company’s functional currency is the United States Dollar (USD) and its reporting currency is also the USD.  Foreign currency transactions are primarily undertaken in the British Pound (GBP).


The financial statements of the Company are translated to USD in accordance with ASC 830, Foreign Currency Translation Matters.  Assets and liabilities are translated at the current exchange rate prevailing at the balance sheet date. Equity accounts are translated at historical amounts. Revenues and expenses are translated using average rates during the year.  Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in Stockholders’ Equity.


The Company discloses the aggregate transaction gain or loss included in determining net income in the notes to the financial statements pursuant to ASC 830-20-45-1


Stock-based Compensation


The company had no stock-based compensation plans or stock issuances for services during the period ended October 31, 2013.


Commitments and Contingencies


The Company follows FASB ASC 450-20 to report accounting for contingencies.  Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.  There were no commitments nor contingencies as of October 31, 2013.





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Table of Contents                                                                                                                                                        Financial Statements



Related parties


The Company follows FASB ASC 850-10 for the identification of related parties and disclosure of related party transactions. Related party transactions consisted of advances from one of our officers.


Shipping Costs


The company incurs no shipping costs as products and services are web-based and sales are completed on line.



NOTE 3 – GOING CONCERN


The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business.  The Company has not yet established an ongoing source of revenue sufficient to cover its operating costs and allow it to continue as a going concern.  As a result, the Company has a net loss, negative operating cash flow, and an accumulated deficit. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.


Management’s plan to obtain such resources for the Company include, obtaining loans from management and significant stockholders sufficient to meet its minimal operating expenses.  Additionally, management hopes to raise equity funding.  However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans.


There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company.  In addition, profitability will ultimately depend upon the level of revenues received from business operations.  However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.



NOTE 4 – RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS


The Company reviews new accounting standards as issued. No new standards had any material effect on these financial statements. The accounting pronouncements issued subsequent to the date of these financial statements that were considered significant by management were evaluated for the potential effect on these consolidated financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these consolidated financial statements as presented and does not anticipate the need for any future restatement of these consolidated financial statements because of the retro-active application of any accounting pronouncements issued subsequent to September 30, 2013 through the date these financial statements were issued.


Except for rules and interpretive releases of the SEC under authority of federal securities laws and a limited number of grandfathered standards, the FASB Accounting Standards Codification (ASC) is the sole source of authoritative GAAP literature recognized by the FASB and applicable to the Company.  Management has reviewed the aforementioned rules and releases and believes any effect will not have a material impact on the Company's present or future financial statements.



NOTE 5 –  PREPAID EXPENSE


Prepaid expense and other current assets consisted of legal retainers of $2,645 for the three months ended October 31, 2013.



NOTE 6 – PROPERTY AND EQUIPMENT


Property consists of equipment purchased for the production of revenues.  As of October 31:


 

2013

 

2012

Property and equipment

$

1,247

 

1,247

Less accumulated depreciation

609

 

521

   Property and equipment, net

638

 

726




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Table of Contents                                                                                                                                                        Financial Statements


 


Assets are depreciated over their useful lives beginning when placed in service.  Depreciation expenses was $45 and $78 for the three months ended October 31, 2013 and 2012 and $86 and $155 for the six months October 31, 2013 and 2012; respectively.



NOTE 7 – INTANGIBLES


Intangibles consist of website development and instructional videos for the production of revenues.  As of October 31:


 

2013

 

2012

Website development

$

17,991

 

13,174

Less accumulated amortization

1,983

 

579

   Intangibles, net

16,008

 

12,595



Intangible assets are amortized over their useful lives beginning when placed in service.  Amortization expenses were $271 and $290 for the three months ended October 31, 2013 and 2012 and $547 and $504 for the six months ended October 31, 2013 and 2012, respectively.



NOTE 8 – INCOME TAXES


The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods.  The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not.  In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.  As of October 31, 2013, the Company incurred a loss of $83,256, resulting in a net operating loss for income tax purposes.  The loss results in deferred tax assets of approximately $29,100 at the effective statutory rate of 35%.  The deferred tax asset has been off-set by an equal valuation allowance.


Per United States government filing regulations, The Company’s corporate income tax returns are open for inspection for all years since inception.



NOTE 9 – COMMITMENTS AND CONTINGENCIES


Litigation


The Company is not presently involved in any litigation.


Lease Obligations


At October 31, 2013, the Company does not have any capital or operating leases.  The Company uses office space with a value of $300 per month that is contributed in kind by the Company's CEO.



NOTE 10 – RELATED PARTY TRANSACTIONS


On June 24, 2011, officers-directors purchased 2,000,000 common shares, at a price of $0.01 per share at a total price of $20,000.


On May 26, 2013, Alexander Farquharson, our President, Secretary, Director, purchased 1,000,000 shares of Company stock from former Treasurer and Director for $10,000 USD in a private transaction. President Farquahrason used his personal funds to pay for the stock.  As a result of this stock acquisition, President Farquharson is now the sole holder of 68% of the issued and outstanding stock of the Company, and is thus the sole controlling shareholder.







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The Company neither owns nor leases any real or personal property. An officer has provided office space without charge. Rental costs have been included in the financial statements as additional paid-in capital.  Rent expense was $900 and $1,800 for the three and six months ended October 31, 2013, respectively.


The officers and directors are currently involved in other business activities and most likely will become involved in additional business activities in the future.


Advances from stockholders


From time to time, stockholders of the Company advance funds to the Company for working capital purposes. Those advances are unsecured, non-interest bearing and due on demand.


Stockholders of the Company advanced $3,278 in aggregate to the Company for working capital purposes during the year ending April 30, 2013. On July 25, 2011 former shareholders agreed to forgive debts outstanding to them totaling $3,278 which have been recorded as contributed capital.


An officer, who is also a principle shareholder of the Company advanced $18,173 in aggregate to the Company for working capital purposes at October 31, 2013.



NOTE 11 – SHAREHOLDERS’ EQUITY


Common Stock


947,500 common shares were issued to 27 investors in the Company’s S-1 offering for the aggregate sum of $39,700 in cash. The Regulation S-1 offering was declared effective by the Securities and Exchange Commission on October 23, 2012 and completed on April 18, 2013.


The authorized common stock of the Company consists of 100,000,000 shares with a par value of $0.001.  There were 2,947,500 shares of common stock issued and outstanding as of October 31, 2013.


Preferred Stock


The authorized preferred stock of the Company consists of 10,000,000 shares with a par value of $0.001.  The Company has not issued any shares of Class A Convertible Preferred Stock as of October 31, 2013.


Pertinent Rights and Privileges


Preferred stockholders of Class A Convertible Preferred Stock do not have pre-emptive or preferential rights to subscribe to unissued stock or other securities.  These stockholders do not have cumulative voting rights.



NOTE 12 – SUBSEQUENT EVENTS


The Company has evaluated subsequent events through the date the financial statements were issued.  Management is not aware of any significant events that occurred subsequent to the balance sheet date that would have a material effect on the financial statements thereby requiring adjustment or disclosure.





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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.


Forward-looking Statements.


This Quarterly Report of Energizer Tennis, Inc. on Form 10-Q contains forward-looking statements, particularly those identified with the words, “anticipates,” “believes,” “expects,” “plans,” “intends,” “objectives,” and similar expressions. These statements reflect management's best judgment based on factors known at the time of such statements. The reader may find discussions containing such forward-looking statements in the material set forth under “Management's Discussion and Analysis of Financial Condition and Results of Operations,” generally, and specifically therein under the captions “Liquidity and Capital Resources” as well as elsewhere in this Quarterly Report on Form 10-Q. Actual events or results may differ materially from those discussed herein. The forward-looking statements specified in the following information have been compiled by our management on the basis of assumptions made by management and considered by management to be reasonable. Our future operating results, however, are impossible to predict and no representation, guarantee, or warranty is to be inferred from those forward-looking statements.


The assumptions used for purposes of the forward-looking statements specified in the following information represent estimates of future events and are subject to uncertainty as to possible changes in economic, legislative, industry, and other circumstances. As a result, the identification and interpretation of data and other information and their use in developing and selecting assumptions from and among reasonable alternatives require the exercise of judgment. To the extent that the assumed events do not occur, the outcome may vary substantially from anticipated or projected results, and, accordingly, no opinion is expressed on the achievability of those forward-looking statements. No assurance can be given that any of the assumptions relating to the forward-looking statements specified in the following information are accurate, and we assume no obligation to update any such forward-looking statements.


Critical Accounting Policies and Estimates.


We prepare our consolidated financial statements in conformity with GAAP, which requires management to make certain estimates and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the condensed consolidated financial statements are prepared. On a regular basis, we review our accounting policies and how they are applied and disclosed in our condensed consolidated financial statements.


While we believe that the historical experience, current trends and other factors considered support the preparation of our condensed consolidated financial statements in conformity with GAAP, actual results could differ from our estimates and such differences could be material.


For a full description of our critical accounting policies, please refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2013 Annual Report on Form 10-K.


Overview.  Energizer Tennis Inc. (“Energizer Tennis,” “we,” or the “Company”) was incorporated in the State of Nevada on June 16, 2011.


We are a development stage company specializing in providing expert advice for tennis players of every level through an informative website containing a host of relevant information and professional instructional high definition videos.  Our business includes creating, developing and selling, tennis instructional videos to our customers and other interested parties. Our website (www.energizertennis.com) provides expert advice on technique, strategy and game craft, physical preparation training, nutrition advice and injury-prevention guidelines. Our objective is to create an online resource where players can access professional and accurate information and video instruction with the option to have their own game analyzed.  The videos have been developed as a series with each video focusing on specific issues including ground-strokes, serve and return, net play, movement on court, racket stringing, singles and doubles tactics, fitness sessions, advanced tactics, shot recognition, physical testing and training, speed/agility, coordination, fitness games in addition to playing on different surfaces.


The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements for the period ended April 30, 2013, together with notes thereto, which are included in this report.


Results of Operations.


Three months ended October 31, 2013 and 2012





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Revenue


We had no revenues or profits for the three months ended October 31, 2013 and 2012.  We expect to generate more significant revenues as we continue operations and implement our business plan.


Operating Expenses


For the three months ended October 31, 2013, our total operating expenses were $15,886 compared with $17,004 for the same period in 2012. General and administrative expenses increased to $11,657 for the three month period to October 31, 2013 compared to $1,041 for the three months to October 31, 2012. This increase was attributable to DTC registration in 2013. Professional fees for the three months ended October 31, 2013 and 2012 were $3,915 and $15,595 respectively. The decrease is attributable to a decrease in legal fees. The 2012 fees consisted primarily of legal and accounting fees associated with becoming a public company.


Net Profit or Loss


For the three months ended October 31, 2013 and 2012 our net loss was $15,886 and $17,004. The reduction in relative net loss is directly attributable to lower operating expenses. We expect to continue to incur net losses for the foreseeable future related to the sale of our products and services until we generate significant revenue from sales.


Six months ended October 31, 2013 and 2012


Revenue


We had no revenues or profits for the six months ended October 31, 2013 and 2012.  We expect to generate more significant revenues as we continue operations and implement our business plan.


Operating Expenses


For the six months ended October 31, 2013 and 2012, our total operating expenses were $26,139 and $32,790 respectively. Expenses were attributable to depreciation and amortization of $635 and $659, general and administrative expenses of $17,531 and 2,201, and professional fees of $7,973 and 29,930 respectively. The increase in our general and administrative expenses were primarily attributable to payments for DTC registration and transfer agent fees.  The decrease in our professional fees is primarily attributable to lower legal fees associated with operating as a public company as opposed to legal and accounting fees associated with becoming a public company.


Net Profit or Loss


For the six months ended October 31, 2013 and, our net loss were $26,139 and $32,790 respectively. The reduction in relative net loss is directly attributable to lower operating expenses. We expect to continue to incur net losses for the foreseeable future related to the sale of our products and services until we generate significant revenue from sales.


Liquidity and Capital Resources.  As of October 31, 2013, we have cash of $1,475 and prepayments of $2,645 which constitutes our current assets. Our total assets of $20,766 consist of our current assets of $4,120 and fixed assets which are comprised of intangibles, comprised of website development valued at $11,351 and instructional video valued at $4,657, and plant, property and equipment valued at $638.


As of October 31, 2013, we had total liabilities of $34,303, which were comprised of accounts payable and loans to stockholders.  We have no other long term liabilities, commitments or contingencies.


We filed a Registration Statement on Form S-1 to sell 5,000,000 shares of our common stock at a purchase price of $0.04 per share in a direct public offering. The Registration Statement on Form S-1 was declared effective on October 23, 2012.  On April 21, 2013 we had sold 947,500 shares of our common stock to investors pursuant to that offering and our offering closed on this day.  


During the next three to six months, our primary objective is to increase our revenues from operations.







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We expect to incur significant accounting and legal costs associated with being a public company. We expect that the legal and accounting costs of becoming a public company will continue to impact our liquidity and we may need to obtain funds to pay those expenses. We estimate that these costs will range up to $25,000 per year for the next few years. Those fees will be higher if our business volume and activity increases.


As of October 31, 2013, we had a cash balance of $1,475.  In the opinion of management, available funds are not sufficient to satisfy our working capital requirements for the next twelve months. We cannot guarantee that we will obtain additional financing or generate sufficient revenues to meet our working capital requirements. Our failure to raise additional capital will negatively impact our business and, potentially, our ability to continue operations.  Accordingly, the notes to our financial statements for the period ended October 31, 2013 disclose uncertainty as to our ability to continue as a going concern.


Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors.  We intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers and directors. We cannot guarantee that additional funding will be available on favorable terms, if at all. If adequate funds are not available, we hope that our officers and directors will contribute funds to pay for our expenses to achieve our objectives over the next twelve months, although we cannot guarantee they will do so.  We have no formal or informal arrangement with any of our officers, directors or principal shareholders to advance funds to us.


We do not anticipate that we will purchase any significant equipment if we raise the necessary funds in this offering. In the event that we generate significant revenues and expand our operations, then we may need to hire additional employees or independent contractors.


We are not currently conducting any research and development activities. We do not anticipate conducting such activities in the near future.


Off Balance Sheet Arrangements


We had no off balance sheet arrangements at October 31, 2013.


Item 3. Quantitative and Qualitative Disclosures about Market Risk.


Not applicable.


Item 4. Controls and Procedures.


Evaluation of disclosure controls and procedures. We maintain controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management including our principal executive and principal financial officers, as appropriate, to allow timely decisions regarding required disclosures. Based upon their evaluation of those controls and procedures performed as of the end of the period covered by this report, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were ineffective.


Changes in internal controls. There were no changes in our internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


For a full discussion of our internal control over financial reporting, please refer to Item 9A, “Controls and Procedures” in our 2013 Annual Report on Form 10-K.





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PART II — OTHER INFORMATION


Item 1. Legal Proceedings.


None.


Item 1A. Risk Factors.


Not applicable.


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.


None.


Item 3. Defaults Upon Senior Securities.


None.


Item 4. Mine Safety Disclosures.


Not applicable.


Item 5. Other Information.


None.


Item 6. Exhibits.


31.1

Certification of Principal Executive Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934 (1)

31.2

Certification of Principal Financial Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934 (1)

32.1

Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)

32.2

Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)

101.ins

Instance Document (1)

101.sch

XBRL Taxonomy Schema Document (1)

101.cal

XBRL Taxonomy Calculation Linkbase Document (1)

101.def

XBRL Taxonomy Definition Linkbase Document (1)

101.lab

XBRL Taxonomy Label Linkbase Document (1)

101.pre

XBRL Taxonomy Presentation Linkbase Document (1)


(1)  

Filed herewith.





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SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

 

 

 

  

Energizer Tennis, Inc.,

a Nevada corporation

  

  

  

  

  

December 16, 2013

By:

/s/ Alexander Farquharson

  

  

 

Its:

Alexander Farquharson

President, Chief Executive Officer, Secretary, Director

(Principal Executive Officer)

  





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