buy more than 41 shares and you will be rounded to 100 post-split
i think that a $10 trade is worth the risk
VTUD Ventures-United, Inc. Common Stock VNUN Ventures-United, Inc. New Common Stock 1-40 R/S; No Shareholder shall have less than 100 shares post split. Further details available in the DEF 14C filed on 8/28/2006. **
Posts: 1442 | From: Lugano - Switzerland | Registered: Sep 2003
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posted
Many broker-dealers will not effect transactions in penny stocks, except on an unsolicited basis, in order to avoid compliance with the penny stock trading rules. Because our common stock is subject to the penny stock trading rules,
·
such rules may materially limit or restrict the ability to resell our common stock, and
·
the liquidity typically associated with other publicly traded equity securities may not exist.
In conjunction with the Reverse Stock Split, no holder shall have less than one round lot, 100 shares, after the reverse split.
Shares Prior Shares after
to reverse Split reverse split
30 100
100 100
1,000 100
4,000 100
4,001 101
10,000 250
10,001 251
100,000 2,500
100,001 2,501
200,000 5,000
Only stockholders of record as of the date of the Reverse Split shall be afforded this special treatment. The expected date of the Reverse Split is September 18, 2006.
Has this happened yet? Says 9/18 but doesn't look like it... Might be a fun play for a little $...
Posts: 2741 | From: Seattle | Registered: Feb 2005
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posted
well i did on PAIV and all brokers working with Penson have credited the rounded shares after 1 week without problem
i sold after a week (just to avoid any problem for short selling as happened to others stocks) and made $500 profit
i heard that some brokers waited many weeks before crediting the shares so i don't know what to suggest
Posts: 1442 | From: Lugano - Switzerland | Registered: Sep 2003
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posted
I see all the buys of 100 or 101 shares. But from the filing it would appear having any # of shares even below 100 you would be put up to 100 shares? Any ideas on this?
-------------------- Growing old is mandatory!......... Growing up is optional! Posts: 527 | From: Pennsylvania | Registered: Apr 2004
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quote:Originally posted by binnocent: I see all the buys of 100 or 101 shares. But from the filing it would appear having any # of shares even below 100 you would be put up to 100 shares? Any ideas on this?
That's how the filing reads, so it appears that may be true...
the only part that gets me is the date of record...
"Only stockholders of record as of the date of the Reverse Split shall be afforded this special treatment. The expected date of the Reverse Split is September 18, 2006."
quote:Originally posted by binnocent: I see all the buys of 100 or 101 shares. But from the filing it would appear having any # of shares even below 100 you would be put up to 100 shares? Any ideas on this?
your interpretation agrees with posting at otcbb...http://www.otcbb.com/asp/dailylist_detail.asp?mkt_ctg=OTCBB&d=09/26/2006
However, I'd take Skip's message into account, and try to determine how it will trade post-split...
I've done lottsa these--and usually have to fight the brokers afterward to get my shares--but I do pass when I think I can't sell post-split...be sure and read the pre-14 and check past trading volume. Just my two cents, fellas...
posted
Just part of the filing I found * Yahoo Finance. This is registered as a shell company. So anything could be up with this but for less than $10 I'll see what happens..... I waste that much every week on Lotto tickets (lol). I am just wondering about the R/S date listed as sept 18th....
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
S
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2006
£
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ______________ to _____________
Commission file number 000-32921
VENTURES-UNITED, INC.
(Exact name of small business issuer as specified in its charter)
Utah 87-0365131
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
620 East 3945 South, Salt Lake City, UT 84107 (Address of principal executive offices)
(801) 268-2937
(Issuer’s telephone number)
(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) 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. Yes S No £
Indicate by check mark whether the registrant is a shell company (as defined in Rule 13b-2 of the Exchange Act). Yes S No £
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be filed by Section 12, 13, or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes £ No £
APPLICABLE ONLY TO CORPORATE ISSUES
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:
As of August 8, 2006, there were 42,472,000 shares of $.001 par value common stock issued and outstanding
Transitional Small Business Disclosure Format (Check one): Yes £ No S
SEC2334(9-05)
Persons who are to respond to the collection of information contained in this form are
not required to respond unless the form displays a currently valid OMB control
The accompanying balance sheets of Ventures-United, Inc. (a development stage company) at June 30, 2006 and the related statements of operations, for the three and six months ended June 30, 2006 and 2005 and the period from February 13, 1986 to June 30, 2006, and the statements of cash flows for the six months ended June 30, 2006 and 2005 and the period from February 13, 1986 to June 30, 2006, have been prepared by our management in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.
Operating results for the quarter ended June 30, 2006, are not necessarily indicative of the results that can be expected for the year ending December 31, 2006.
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - Ventures-United, Inc. (“the Company”) was organized under the laws of the State of Utah on February 13, 1986 for the purpose of seeking a favorable business opportunity. The Company currently has no on-going operations and is considered a development stage company as defined in Statement of Financial Accounting Standards No. 7. The Company is currently seeking business opportunities or potential business acquisitions.
Condensed Financial Statements – The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at June 30, 2006 and 2005 and for the periods then ended have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2005 audited financial statements. The results of operations for the periods ended June 30, 2006 and 2005 are not necessarily indicative of the operating results for the full year.
Cash and Cash Equivalents - The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.
Income Taxes - The Company accounts for income taxes in accordance with Statement of Financial Accounting Standards No. 109, “Accounting for Income Taxes” .
Loss Per Share - The computation of loss per share of common stock is based on the weighted average number of shares outstanding during the periods presented, in accordance with Statement of Financial Accounting Standards No. 128, “Earnings Per Share” [ See Note 6 ].
Accounting Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reported period. Actual results could differ from those estimated by management.
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [ Continued ]
Recently Enacted Accounting Standards – Statements of Financial Accounting Standards (“SFAS”) No. 151, “Inventory Costs – an amendment of ARB No. 43, Chapter 4”, SFAS No. 152, “Accounting for Real Estate Time-Sharing Transactions – an amendment of FASB Statements No. 66 and 67”, SFAS No. 153, “Exchanges of Nonmonetary Assets – an amendment of APB Opinion No. 29”, SFAS No. 123 (revised 2004), “Share-Based Payment”, and SFAS No. 154, “Accounting Changes and Error Corrections – a replacement of APB Opinion No. 20 and FASB Statement No. 3”, SFAS No. 155, “Accounting for Certain Hybrid Financial Instruments – an amendment of FASB Statements No. 133 and 140”, and SFAS No. 156, “Accounting for the Servicing of Financial Assets,” were recently issued. SFAS No. 151, 152, 153, 123 (revised 2004), 154, 155 and 156 have no current applicability to the Company or their effect on the financial statements would not have been significant.
Reclassification - The financial statements for periods prior to June 30, 2006 have been reclassified to conform to the headings and classifications used in the June 30, 2006 financial statements.
NOTE 2 - CONVERTIBLE NOTES PAYABLE - RELATED PARTY
In June 2002, the Company signed a $10,000 convertible note payable to an entity controlled by a shareholder of the Company. The note was due in June 2004, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $2,402.
In September 2002, the Company signed a $5,000 convertible note payable to an entity controlled by a shareholder of the Company. The note was due in September 2004, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $1,129.
In April 2003, the Company signed a $2,500 convertible note payable to an entity controlled by a shareholder of the Company. The note was due in April 2005, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $478.
In August 2003, the Company signed a $2,500 convertible note payable to an entity controlled by a shareholder of the Company. The note was due in August 2005, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $437.
In October 2003, the Company converted a $2,631 related party account payable into a $2,631 convertible note payable to the individual. The note was due in October 2005, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $422.
NOTE 2 - CONVERTIBLE NOTES PAYABLE - RELATED PARTY [ Continued ]
In November 2003, the Company signed a $5,000 convertible note payable to an entity controlled by a relative of a shareholder of the Company. The note was due in November 2005, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is currently in default. At June 30, 2006, accrued interest amounted to $796.
In November 2004, the Company signed a $1,000 convertible note payable, effective April 15, 2004, to an entity controlled by a shareholder of the Company. The note accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note was due in April 2006. The note is currently in default. At June 30, 2006, accrued interest amounted to $132.
In December 2004, the Company signed a $1,000 convertible note payable to a relative of a shareholder of the Company. The note is due in December 2006, accrues interest at 6% per annum and is convertible to common stock at $.001 per share. At June 30, 2006, accrued interest amounted to $90.
In March 2005, the Company signed a $2,000 convertible note payable to an entity controlled by a shareholder of the Company. The note accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is due in March 2007. At June 30, 2006 accrued interest amounted to $153.
In February 2006, the Company signed a $5,000 convertible note payable to an officer/shareholder of the Company. The note accrues interest at 6% per annum and is convertible to common stock at $.001 per share. The note is due in February 2008. At June 30, 2006 accrued interest amounted to $113.
The convertible notes payable mature as follows for the twelve-month periods ended:
June 30, Principle Due
2007 31,631
2008 5,000
2009 -
2010 -
2011 -
$ 36,631
NOTE 3 - COMMON STOCK
Common Stock - The Company has authorized 500,000,000 shares of common stock with a par value of $.001. At June 30, 2006, the Company had 42,472,000 shares of common stock issued and outstanding.
Recent Stock Issuances – In January 2005, the Company issued 25,000 shares of its previously authorized but unissued common stock to an officer and director of the Company for services rendered, valued at $25 (or $.001 per share).
In December 2000, the Company issued 5,000,000 shares of its previously authorized but unissued common stock for cash of $5,000 (or $.001 per share).
In September 2000, the Company issued 127,000 shares of its previously authorized but unissued common stock for services rendered, valued at $127 (or $.001 per share).
Stock Cancellation - In January 2000, the Company canceled 1,398,788 shares of common stock valued at $2,798 (or $.002 per share).
NOTE 4 - RELATED PARTY TRANSACTIONS
Management Compensation - During the six months ended June 30, 2006 and 2005 the Company did not pay any cash compensation to any officer/directors of the Company.
Office Space - The Company does not have a need to rent office space. An officer/shareholder of the Company is allowing the Company to use his home as a mailing address, as needed, at no cost to the Company.
Advances - A shareholder had advanced cash to the Company to pay certain expenses. The amount of these advances was shown as advances from a related party. In October 2003, the Company converted the $2,631 related party account payable into a $2,631 convertible note payable to the individual [ See Note 2 ].
Convertible Notes Payable - The Company has entered into various convertible notes payable with related parties [ See Note 2 ].
NOTE 5 - GOING CONCERN
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has incurred losses since its inception and has no on-going operations. Further, the Company has current liabilities in excess of current assets. These factors raise substantial doubt about the ability of the Company to continue as a going concern. In this regard, management is seeking potential business opportunities and is proposing to raise any necessary additional funds not provided by operations through loans and/or through additional sales of its common stock or through the acquisition of another company. There is no assurance that the Company will be successful in raising additional capital or achieving profitable operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.
the period (denominator) 42,472,000 32,472,000 42,472,000 32,469,652
At June 30, 2006, the Company had notes payable convertible to 37,670,890 shares of common stock which were not used in the computation of loss per share because their effect would be anti-dilutive. At June 30, 2005 the Company had notes payable convertible to 35,771,410 shares of common stock which were not used in the computation of loss per share because their effect would be anti-dilutive. Dilutive loss per share was not presented, as the Company had no common equivalent shares for all periods presented that would effect the computation of diluted loss per share.
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
This report contains certain forward-looking statements as defined by the Securities Act of 1933 and the Securities Exchange Act of 1934. Ventures-United, Inc. cautions readers that expressions of future goals and similar expressions reflecting something other than historical fact are intended to identify forward-looking statements. Words such as “May,” “Will,” “Expect,” “Believe,” “Anticipate,” “Intend,” and comparable terminology are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. These forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those currently anticipated or discussed in this report. Factors that may affect our results include, but are not limited to, market acceptance of our products and technologies, our ability to secure financing, potential competition from other companies with greater technical and marketing resources, and other factors described in our filings with the Securities and Exchange Commission.
Our History
Ventures-United, Inc. (the “Company”) was organized as a Utah corporation on February 13, 1986, for the purpose of seeking a favorable business opportunity. Immediately following organization of the Company, it sold a total of 5,000,000 shares of its common stock, for an aggregate of $5,000 or $0.001 per share. In order to provide the Company with additional capital to seek to acquire or enter into a favorable business opportunity, in 1986 the Company completed a “blind pool” public offering pursuant to a registration statement on Form S-18, which resulted in the sale of 2,000,000 shares of common stock at an offering price of $0.05 per share, or a total gross offering of $100,000.
In 1987, the Company completed a number of transactions for the purpose of being actively engaged in business operations, which were not successful and ultimately resulted in accumulated losses of approximately $1,200,000 and discontinued operations. In April 1987, the Company acquired certain manufacturing and marketing rights from Universal Sales Enterprises for the purpose of becoming engaged in the production of hearing products. On that same date the Company acquired certain manufacturing equipment from Hi-Tech Systems, Inc. for the sum of $98,841. These assets, tangible and intangible, were acquired for the total sum of $548,841, which was paid through the issuance of restricted stock at $0.75 per share, or a total of 731,788 shares of restricted common stock. In a separate transaction in April 1987, the Company acquired from an officer, Richard Olson, a 50% interest in the manufacturing and marketing rights to an invention of David A. Graen, who held the remaining 50% interest in such rights, for the sum of $500,250, payable through the issuance of a total of 667,000 shares of restricted common stock of the Company. In May 1987, the Company issued a total of 200,000 shares of restricted common stock to acquire American Financial Systems, a financial services firm. The Company attempted to operate these businesses for a short time, but was unsuccessful, and by the end of 1988, operations were substantially curtailed. The Company has been inactive for over ten years. As a result of the discontinuation of the businesses described above, in September 2000, the shares received by Richard R. Olson (667,000), Universal Sales Enterprises (600,000 shares) and Hi-Tech Systems, Inc. (131,788), were delivered back to the Company for cancellation, and Sonos Corporation received a total of 127,000 shares of restricted stock for negotiating and closing the return of such shares.
Our Business
Ventures-United intends to seek, investigate, and if warranted, acquire an interest in a business opportunity. We are not restricting our search to any particular industry or geographical area. We may therefore engage in essentially any business in any industry. Our management has unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions and other factors.
The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that we will be able to identify and acquire any business opportunity which will ultimately prove to be beneficial to our company and shareholders.
Because we have no specific business plan or expertise, our activities are subject to several significant risks. In particular, any business acquisition or participation we pursue will likely be based on the decision of management without the consent, vote, or approval of our shareholders.
Sources of Opportunities
We anticipate that business opportunities may arise from various sources, including officers and directors, professional advisers, securities broker-dealers, venture capitalists, members of the financial community, and others who may present unsolicited proposals.
We will seek potential business opportunities from all known sources, but will rely principally on the personal contacts of our officers and directors as well as indirect associations between them and other business and professional people. Although we do not anticipate engaging professional firms specializing in business acquisitions or reorganizations, we may retain such firms if management deems it in our best interests. In some instances, we may publish notices or advertisements seeking a potential business opportunity in financial or trade publications.
Criteria
We will not restrict our search to any particular business, industry or geographical location. We may acquire a business opportunity in any stage of development. This includes opportunities involving “start up” or new companies. In seeking a business venture, management will base their decisions on the business objective of seeking long-term capital appreciation in the real value of our company. We will not be controlled by an attempt to take advantage of an anticipated or perceived appeal of a specific industry, management group, or product.
In analyzing prospective business opportunities, management will consider the following factors:
·
available technical, financial and managerial resources;
·
working capital and other financial requirements;
·
the history of operations, if any;
·
prospects for the future;
·
the nature of present and expected competition;
·
the quality and experience of management services which may be available and the depth of the management;
·
the potential for further research, development or exploration;
·
the potential for growth and expansion;
·
the potential for profit;
·
the perceived public recognition or acceptance of products, services, trade or service marks, name identification; and other relevant factors.
Generally, our management will analyze all available factors and make a determination based upon a composite of available facts, without relying on any single factor.
Methods of Participation of Acquisition
Management will review specific business opportunities and then select the most suitable opportunities based on legal structure or method of participation. Such structures and methods may include, but are not limited to, leases, purchase and sale agreements, licenses, joint ventures, other contractual arrangements, and may involve a reorganization, merger or consolidation transaction. Management may act directly or indirectly through an interest in a partnership, corporation, or other form of organization.
As part of our investigation of business opportunities, officers and directors may meet personally with management and key personnel of the firm sponsoring the business opportunity. We may visit and inspect material facilities, obtain independent analysis or verification of certain information provided, check references of management and key personnel, and conduct other reasonable measures.
We will generally ask to be provided with written materials regarding the business opportunity. These materials may include the following:
·
descriptions of product, service and company history; management resumes;
·
financial information;
·
available projections with related assumptions upon which they are based;
·
an explanation of proprietary products and services;
·
evidence of existing patents, trademarks or service marks or rights thereto;
·
present and proposed forms of compensation to management;
·
a description of transactions between the prospective entity and its affiliates;
·
relevant analysis of risks and competitive conditions;
·
a financial plan of operation and estimated capital requirements;
and other information deemed relevant.
Competition
We expect to encounter substantial competition in our efforts to acquire a business opportunity. The primary competition is from other companies organized and funded for similar purposes, small venture capital partnerships and corporations, small business investment companies and wealthy individuals.
Employees
We do not have any employees and do not anticipate hiring additional employees until our operations resume and expand to such a degree that necessitates hiring auxiliary staff.
Description of Property
We do not currently own any property. We utilize office space in Salt Lake City, Utah where our president provides office space at no charge. We will not seek independent office space until we pursue a viable business opportunity and recognize income.
Results of Operations for the Three and Six Months Ended June 30, 2006 and 2005
The Company had no operations and generated no revenue for the three and six month period ended June 30, 2006 and 2005. The Company’s plan is to seek a business venture in which to participate. The selection of a business opportunity in which to participate is complex and extremely risky and will be made by management in the exercise of its business judgment. There is no assurance that the Company will be able to identify and acquire any business opportunity that will ultimately prove to be beneficial to the Company and its shareholders.
The Company is pursuing its search for a business opportunity primarily through its officers and directors, although other sources, such as professional advisors, securities broker-dealers, venture capitalists, members of the financial community, and others, may present unsolicited proposals.
The activities of the Company are subject to several significant risks that arise primarily as a result of the fact that the Company has no specific business and may acquire or participate in a business opportunity based on the decision of management which will, in all probability, act without the consent, vote, or approval of the Company’s shareholders. A description of the manner in which the Company will pursue the search for and participation in a business venture is described above.
Although the Company has no operations, it does incur expenses in connection with complying with reporting requirements under the Securities Exchange Act of 1934. General and administrative expenses for the three months ended June 30, 2006 and 2005 were $1,570 and $1,825 respectively. Other expense consisted of interest expense to a related party in the amount of $585 and $472 for the three months ended June 30, 2006 and 2005 respectively. For the six months ended June 30, 2006 and 2005, general and administrative expenses were $3,817 and $2,292 respectively. Other expense consisted of interest expense to a related party was $1,053 and $915 for the six months ended June 30, 2006 and 2005 respectively. These expenses consisted of professional fees and expenses incurred to prepare financial statements and periodic reports filed by the Company with the Securities and Exchange Commission. Funds required to pay these expenses were obtained through loans from various sources.
Since 2002, the Company issued the following convertible notes for loans and advances received to fund its expenses:
In the principal amount of $10,000 in June 2002 to Seaport Management Group, a private company controlled by
Sylvia Newman a shareholder of the Company, that was due June 30, 2004 and is now in default;
In the principal amount of $5,000 in September 2002 to HTS Leasing Company that was due September 24,
2004, and is now in default;
In the principal amount of $2,500 in April 2003 to HTS Leasing Company that was due April 24,
2005, and is
now in default;
In the principal amount of $2,500 in August 2003 to Seaport Management Group that was due August 1, 2005,
and is now in default;
In the principal amount of $2,631 in October 2003 to Gary R. Littler, a former officer and director of the
Company, that was due October 29, 2005 and was assigned to Blaine Taylor in March 2005 and then purchased
by HTS Leasing Co. in August 2005 and is now in default;
In the principal amount of $5,000 in November 2003 to Sixway, Inc., a private company controlled by Blaine
Taylor that was due November 4, 2005 which was purchased by HTS Leasing Co. in August 2005 and is now in
default;
In the principal amount of $1,000 in November 2004, effective April 15, 2004, to HTS Leasing Company that
was due April 15, 2006 and is now in default;
In the principal amount of $1,000 in December 2004 to Blaine Taylor that was purchased by HTS
Leasing Co. in
August 2005, which is due December 28, 2006; and
In the principal amount of $2,000 in March 2005 to Seaport Management Group that is due March 21, 2007.
In the principal amount of $5,000 in February 14, 2006 to Craig Littler that is due February 14, 2008.
Each of the foregoing convertible notes accrues interest at 6% per annum and is convertible to common stock at the rate of one share for each $0.001 of principal and accrued interest. At June 30, 2006, the Company accrued interest on these loans in the amount of $6,152. All of this interest is payable to persons who are shareholders and/ or officers and directors of the Company or their relatives.
Due to the lack of revenue and ongoing expenses described above, the Company realized a net loss of $2,155 for the three month period ended June 30, 2006, compared to a net loss of $2,297 for the same period in 2005. For the six months ended June 30, 2006 and 2005, the Company realized a net loss of $4,870 and $3,207 respectively. The Company does not expect to generate any meaningful revenue unless and until it acquires an interest in an operating business.
As of June 30, 2006, the Company had $936 in cash and no other assets. Liabilities were $46,057 as of June 30, 2006 and consisted of $3,274 in accounts payable, $6,152 in accrued interest and $31,631 current portion of convertible notes payable. The Company also had $5,000 in convertible notes payable to a related party. The Company does not have sufficient cash to pay its past due notes, pay notes coming due in the next year, or meet operational needs for the next twelve months. Management intends to seek extensions of its outstanding notes. Further, management will attempt to raise capital for its current operational needs through loans from related parties, debt financing, equity financing or a combination of financing options. However, there are no existing understandings, commitments or agreements for extension of outstanding notes or an infusion of capital, and there are no assurances to that effect. Moreover, the Company’s need for capital may change dramatically if and during that period, it acquires an interest in a business opportunity. Unless the Company can obtain additional financing, its ability to continue as a going concern is doubtful.
ITEM 3. Controls and Procedures
(a) Evaluation of disclosure controls and procedures . Based on the evaluation of our disclosure controls and procedures (as defined in Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) required by Securities Exchange Act Rules 13a-15(b) or 15d-15(b), our Chief Executive Officer/Chief Financial Officer has concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective.
(b) Changes in internal controls . There were no changes in our internal control over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II
ITEM 6. Exhibits and Reports on Form 8-K
Reports on Form 8-K
None
Exhibits
Copies of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-B.
Exhibit No. SEC Ref. No. Title of Document Location
1 31.1 Certification of the Principal Executive Officer/
Principal Financial Officer pursuant to Section 302
of the Sarbanes-Oxley Act of 2002 Attached
2 32.1 Certification of the Principal Executive Officer/
Principal Financial Officer pursuant to U.S.C.
Section 1350 as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002* Attached
* The Exhibit attached to this Form 10-QSB shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liability under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
13:50 09/27/2006 VTUD Ventures-United, Inc. Common Stock VNUN Ventures-United, Inc. New Common Stock 1-40 R/S; No Shareholder shall have less than 100 shares post split. Further details available in the DEF 14C filed on 8/28/2006. **
========================
So, if I didn't buy it today, then I am out of luck? or can I buy tomorrow and play the game?
Posts: 2741 | From: Seattle | Registered: Feb 2005
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posted
Anyone get their VNUN shares? I guess I tried to play it to small. I didn't get my 100 shares for only buying 20. I thought after I bought I was going to low, had to buy at least 41 shares!
-------------------- Growing old is mandatory!......... Growing up is optional! Posts: 527 | From: Pennsylvania | Registered: Apr 2004
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