UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 1 to
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended February 28, 2006
[_] 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 333-61801
JURAK CORPORATION WORLD WIDE, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
MINNESOTA 88-0407679
------------------------------- -------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1181 Grier Drive, Suite C, Las Vegas, NV 89119-3746
---------------------------------------------------
(Address of principal executive offices)
(702) 914-9688
------------------------------------------------
(Issuer's telephone number, including area code)
N/A
----------------------------------------------------
(Former name, former address and former fiscal year,
If changed since last report)
Indicate by checkmark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
Yes ______ No __X___
State whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.
Yes __X___ No ______
Applicable only to issuers involved in bankruptcy proceedings during the
preceeding five years
N/A
Check whether the issuer filed all document required to be filed by Section 12,
13 and 15(d) of the Exchange Act after the distribution of securities under a
plan confirmed by a court.
Yes ______ No __X___
State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date:
Class
Common Stock, .001 par value Outstanding as of April 14, 2006
45,367,267
Transitional Small Business Disclosure Format (check one)
Yes ______ No __X___
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Balance Sheets
February 28, 2006 (Unaudited) and
May 31, 2005 (Audited) 4
Statements of Operations
Three and nine months ended February 28,
2006 and 2005 (Unaudited) 5
Condensed Statements of Cash Flows
Nine months ended February 28,
2006 and 2005 (Unaudited) 6
Selected Notes to Condensed Financial
Statements (Unaudited) 7-8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
Item 3. Controls and Procedures 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 14
(a) Exhibits 14
(b) Reports on Form 8-K 14
Part I. FINANCIAL INFORMATION
Item I. FINANCIAL STATEMENTS
JURAK CORPORATION WORLD WIDE, INC.
BALANCE SHEETS
ASSETS FEBRUARY 28, MAY 31,
------ 2006 2005
----------- -----------
(UNAUDITED) (AUDITED)
CURRENT ASSETS
Cash $8,653 $ 488
Accounts receivable 147 561
Inventories 66,431 104,194
Prepaid expenses 6,487 12,146
----------- -----------
Total current assets 81,718 117,389
RESTRICTED CASH 35,544 35,544
DEPOSITS 9,410 9,410
OFFICE FURNISHINGS AND EQUIPMENT, less
accumulated depreciation and amortization of $131,368 and $122,224,
respectively 17,832 26,976
----------- -----------
$ 144,504 $ 189,319
=========== ===========
LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------
CURRENT LIABILITIES:
Checks issued in excess of bank balance $ - $ 7,241
Current portion of capital lease obligations 6,033 6,693
Accounts payable 279,573 253,780
Accrued compensation 258,669 268,280
Accrued royalties 125,736 900,736
Payable to stockholder, officer 1,317,241 1,345,813
----------- -----------
Total current liabilities 1,987,252 2,782,543
LONG-TERM LIABILITIES
Capital lease obligations, net of current portion 2,160 6,442
----------- -----------
Total liabilities 1,989,412 2,788,985
----------- -----------
STOCKHOLDERS' DEFICIT:
Convertible preferred stock, par value $.001 per share,
50,000,000 shares authorized, none issued and outstanding - -
Common Stock, par value $.001 per share, 150,000,000 shares authorized,
45,367,267 and 31,937,267 shares issued and outstanding, respectively 45,368 31,938
Additional paid-in capital 2,493,670 915,814
Accumulated deficit (4,383,946) (3,547,418)
----------- -----------
Total stockholders' deficit (1,844,908) (2,599,666)
----------- -----------
Total liabilities and stockholders' deficit $ 144,504 $ 189,319
=========== ===========
The accompanying notes are an integral part of the unaudited financial
statements.
4
JURAK CORPORATION WORLD WIDE, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED
FEBRUARY 28, FEBRUARY 28,
2006 2005 2006 2005
---------------------------- ----------------------------
Net Sales $ 380,012 $ 545,009 $ 1,143,473 $ 1,817,864
Cost of sales 96,528 107,673 265,629 399,063
------------ ------------ ------------ ------------
Gross profit 283,484 437,336 877,844 1,418,801
Selling, general and administrative 489,527 481,073 1,642,897 1,447,153
------------ ------------ ------------ ------------
Operating loss (206,043) (43,737) (765,053) (58,352)
Interest expense 19,546 29,115 71,476 99,054
------------ ------------ ------------ ------------
Loss before income tax (225,589) (72,852) (836,529) (157,406)
Income tax provision -- -- -- --
------------ ------------ ------------ ------------
Net loss $ (225,589) $ (72,852) $ (836,529) $ (157,406)
============ ============ ============ ============
Net loss per common share - basic and diluted $ (0.00) $ (0.00) $ (0.02) $ (0.00)
============ ============ ============ ============
Weighted average common shares
outstanding - basic and diluted 39,722,267 31,789,365 34,715,783 31,506,997
============ ============ ============ ============
The accompanying notes are an integral part of the unaudited financial
statements.
5
JURAK CORPORATION WORLD WIDE, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
NINE MONTHS ENDED
FEBRUARY 28
2006 2005
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(836,529) $(157,406)
Adjustments to reconcile net loss to net
cash flows from operating activities:
Depreciation and amortization 9,145 10,149
Contributed capital for consulting services 165,00 --
Issuance of common stock for services 6,720 --
Changes in operating assets and liabilities:
Accounts receivable 414 (1,494)
Inventories 37,763 23,954
Prepaid expenses 5,659 136,529
Deposits -- 16,144
Accounts payable 25,793 (130,754)
Accrued compensation and royalties 365,389 107,137
--------- ---------
Net cash provided by (used in) operating activities (220,646) 4,259
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment -- (2,745)
--------- ---------
Net cash flows used in investing activities -- (2,745)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Checks issued in excess of bank balance (7,241) (65,736)
Cash received for issuance of common stock, net of issuance costs 269,566 40,000
Payments on capital lease obligations (4,942) (4,089)
Payments on notes payable - stockholders (28,572) 36,010
--------- ---------
Net cash provided by financing activities 228,811 6,185
--------- ---------
Increase in cash 8,165 7,699
Cash, beginning of period 488 --
--------- ---------
Cash, end of period $ 8,653 $ 7,699
========= =========
The accompanying notes are an integral part of the unaudited financial
statements
6
JURAK CORPORATION WORLD WIDE, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Condensed Financial Statements:
The condensed balance sheet as of February 28, 2006, the statement
of operations for the three and nine months ended February 28,
2006 and February 28, 2005, and the condensed statements of cash
flows for the nine month periods then ended 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 changes in cash flows at February 28, 2006 and for
all periods presented 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 May 31,
2005 audited financial statements. The results of operations for
the three and nine month periods ended February 28, 2006 are not
necessarily indicative of the operating results for the full year.
Note 2. Inventories:
Inventories consist of the following:
February 28, May 31,
2006 2005
-------------- --------------
Raw materials $ 5,419 $ 33,951
Finished goods 61,012 70,243
-------------- --------------
Totals $ 66,431 $ 104,194
============== ==============
Note 3. Stockholders' Deficit:
During the nine months ended February 28, 2006 the Company sold
1,900,000 shares of common stock for $269,566. Also, as discussed
in Note 4, the Company received contributed capital of $165,000
from the Company's CEO. In addition, on November 9, 2005 the
Company issued 30,000 shares of common stock in exchange for
marketing services valued at $6,720. On January 6, 2006, the
Company issued 11,500,000 shares of common stock as payment for
accrued royalties totaling $1,150,000.
Note 4. Commitments and Contingencies:
On August 4, 2005, the Company entered into an agreement with a
consultant for financial consulting services. The agreement
stipulates compensation of $10,000 per month for the first 3
months. After 3 months compensation is calculated at 20% of new
business generated and capped at $10,000 per month. The agreement
also calls for a stock component where the Company's CEO and the
Company agree to sell 750,000 and 4,250,000, respectively, shares
of common stock to the consultant. The 750,000 shares were earned
upon signing the agreement. The fair market value of the stock
transferred by the CEO was of $165,000 and has been reflected in
selling, general and administrative expenses for the nine months
ended February 28, 2006 and contributed capital as of February 28,
2006. The 4,250,000 shares of common stock will be earned based on
revenue growth due to consultant's effort as follows:
7
END OF SALES NUMBER OF
PERIOD INCREASE IN SALES SHARES EARNED
------------ ----------------- -------------
2/4/2006 $ 1,000,000 850,000
8/4/2006 3,000,000 850,000
8/4/2007 6,000,000 850,000
8/4/2008 12,000,000 850,000
8/4/2010 24,000,000 850,000
Shares will be sold on a prorated basis for each period based on
consultant's performance. Any shares not earned during a sales
period will carry forward to the next sales period.
Note 5. Company's Continued Existence:
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. The Company, however, has sustained
substantial accumulated losses totaling $4,383,946 through
February 28, 2006 and it had a working capital deficit of
$1,905,534 at February 28, 2006. Management believes that with
improved growth through new customers and continuing to lower
operating expenses, the Company can achieve a positive cash flow.
In addition, we may need to raise additional capital to meet long
term operating requirements.
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
Statements made in this Form 10-QSB that are not historical or current
facts are "forward-looking statements" made pursuant to the safe harbor
provisions of Section 27A of the Securities Act of 1933 (the "Act") and Section
21E of the Securities Exchange Act of 1934. These statements often can be
identified by the use of terms such as "may," "will," "expect," "believe,"
"anticipate," "estimate," "approximate" or "continue," or the negative thereof.
The Company intends that such forward-looking statements be subject to the safe
harbors for such statements. The Company wishes to caution readers not to place
undue reliance on any such forward-looking statements, which speak only as of
the date made. Any forward-looking statements represent management's best
judgment as to what may occur in the future. However, forward-looking statements
are subject to risks, uncertainties and important factors beyond the control of
the Company that could cause actual results and events to differ materially from
historical results of operations and events and those presently anticipated or
projected. The Company disclaims any obligation subsequently to revise any
forward-looking statements to reflect events or circumstances after the date of
such statement or to reflect the occurrence of anticipated or unanticipated
events.
In addition, our business and operations are subject to substantial
risks, which increase the uncertainty inherent in such forward-looking
statements. In light of the significant uncertainties inherent in the
forward-looking information included herein, the inclusion of such information
should not be regarded as a representation by us or any other person that our
objectives or plans will be achieved. The Private Securities Litigation Reform
Act of 1995 contains a safe harbor for forward-looking statements on which we
rely in making such disclosure. In connection with this safe harbor we are
hereby identifying important factors that could cause actual results to differ
materially from those contained in any forward-looking statements made by or on
our behalf. Any such statement is qualified by reference to the cautionary
statements included in this Quarterly Report.
OVERVIEW
Jurak Corporation World Wide, Inc., a Minnesota corporation, currently
trades on the Over-the-Counter Bulletin Board under the symbol "JCWW". We are a
product-focused company specializing in the herbal supplement industry and
market. Our main product is the "Jurak Classic Whole Body Tonic", also known as
JC Tonic, which is a herbal supplemental blend of thirty different ingredients
comprised primarily of medicinal herbs. The Jurak Classic Whole Body Tonic was
first developed in 1943 by Carl Jurak, the father of the founder of our company.
The Jurak Classic Whole Body Tonic is marketed in a 42-ounce bottle; a 20-ounce
bottle, and a 1 oz mono-dose packaged as 35 doses in a box; all which constitute
almost 100% of the sales; the difference being the recent introduction of
Company's new product, Helena.
We have obtained trademark protection for the name "JC Tonic" within
the United States and within Canada. We also own the web sites www.jurak.com,
www.jctonic.com and www.tonicman.com.
In December 2005, the Company introduced the first of its personal care
products called Helena, Whole Body Anti-Aging Skin Rejuvenator. This product was
developed as well by Carl Jurak and given to Beverly Hills research chemist and
anti-aging skin care expert, David Wood, PhD. and his team to be synergistically
re-formulated with other advanced ingredients. It is a revolutionary product
that sets new standards in anti-aging treatments.
We have obtained trademark protection for the name "Helena" within the
United States.
We distribute our products through a network marketing system using
independent distributors. Network marketing appeals to a wide cross-section of
people, particularly those seeking to supplement income, start a home-based
business or pursue entrepreneurial opportunities other than conventional
full-time employment. We consider our attractive compensation plan and cash
bonus pools to be attractive components of our network marketing system. We also
believe that our network marketing system is ideally suited to
9
market herbal supplement products because sales of such products are
strengthened by ongoing personal contact between our distributors and their
customers. Distributors are given the opportunity through sponsored events and
raining sessions to network with other distributors, develop selling skills and
establish personal goals. We supplement monetary incentives with other forms of
recognition in order to further motivate and foster an atmosphere of excitement
through our distributor network.
RESULTS OF OPERATIONS
For the Three Month Period Ended February 28, 2006 Compared to the Three Month
------------------------------------------------------------------------------
Period Ended February 28, 2005.
------------------------------
We incurred a net loss of ($225,589) during the three-month period
ended February 28, 2006 compared to a net loss of ($72,852) incurred during the
three-month period ended February 28, 2005 (an increase of $152,737).
During the three month period ended February 28, 2006, we generated
$380,012 in gross sales compared to $545,009 in gross sales during the three
month period ended February 28, 2005 (a decrease of $164,997). Cost of sales
decreased during the three month period ended February 28, 2006 to $96,528 from
$107,673 for the same period during 2005 (a decrease of $11,145). The resulting
gross profit during the three month period ended February 28, 2006 was $283,484
compared to $437,336 during the three month period ended February 28, 2005 (a
decrease of $153,852).
During the three month period ended February 28, 2006, we incurred
$489,527 in selling, general and administrative expense compared to $481,073 in
selling, general and administrative expense incurred during the three month
period ended February 28, 2005 (an increase of $8,454). Selling, general and
administrative expenses comprised our operating expenses and consisted of:
(i)$183,796 in selling expenses; and (ii) $305,731 in general and administrative
expenses. Interest expense of $19,546 was incurred during the three month period
ended February 28, 2006 compared to interest expense of $29,115 during the same
period in 2005. Therefore, during the three month period ended February 28,
2006, net loss was ($225,589) compared to a net loss of ($72,852) incurred
during the three month period ended February 28, 2005. Our management
anticipates that the profit margin will increase as we acquire new customers and
continue to try to lower our cost of sales and selling, general and
administrative expenses.
As a result of the above, the Company's net loss for the three-month
period ended February 28, 2006 was ($225,589) or ($0.006) per common share.
For the Nine Month Period Ended February 28, 2006 Compared to the Nine Month
----------------------------------------------------------------------------
Period Ended February 28, 2005.
-------------------------------
We incurred a net loss of ($836,529) during the nine-month period ended
February 28, 2006 compared to a net loss of approximately ($157,406) incurred
during the nine-month period ended February 28, 2005 ( an increase of $679,123).
During the nine month period ended February 28, 2006, we generated
$1,143,473 in gross sales compared to $1,817,864 in gross sales during the nine
month period ended February 28, 2005 (a decrease of $674,391). Cost of sales
decreased during the nine-month period ended February 28, 2006 to $265,629 from
$399,063 for the same period during 2005 (a decrease of $133,434). Therefore,
during the nine month period ended February 28, 2006, gross profit was $877,844
compared to gross profit of $1,418,801 during the nine month period ended
February 28, 2005 (a decrease of $540,957).
During the nine month period ended February 28, 2006, we incurred
$1,642,897 in selling, general and administrative expense compared to $1,477,153
in selling, general and administrative expense incurred during the nine month
period ended February 28, 2005 (an increase of $165,744). Selling, general and
administrative expenses comprised our operating expenses and consisted of: (i)
$617,447 in selling expenses; and (ii) $1,025,450 in general and administrative
expenses. Interest expense of $71,476 was incurred during the nine month period
ended February 28, 2006 compared to interest expense of $99,054 during the same
period in 2005. Therefore, during the nine-month period ended February 28, 2006,
net loss was ($836,529) compared to a net loss of ($157,406) incurred during the
nine month period ended February 28, 2005. Our management anticipates that the
profit margin will increase as we acquire new customers and continue to lower
our cost of sales and selling, general and administrative expenses.
10
As a result of the above, the Company's net loss for the nine-month
period ended February 28, 2006 was ($836,529) or ($0.024) per share.
LIQUIDITY AND CAPITAL RESOURCES
Nine-Month Period Ended February 28, 2006
We have historically had more expenses and cost of sales than revenue in each
year of our operations. The accumulated deficit as of February 28, 2006 was
($4,383,946) and current liabilities are in excess of current assets. Generally,
we have financed operations to date through the proceeds of the private
placement of equity and debt securities and the generation of sales revenue. In
connection with our business plan, management anticipates that there may be
additional increases in working capital expenses and capital expenditures
relating to operating expenses. We intend to finance these expenses with further
issuances of our securities and revenues from operations. Therefore, we expect
we may need to raise additional capital and increase our revenues to meet
long-term operating requirements.
As of the nine-month period ended February 28, 2006, our current assets
were $81,718 and our current liabilities were $1,987,252 which resulted in a
working capital deficit of ($1,905,534). As of the nine-month period ended
February 28, 2006, our total assets were $144,504 consisting of: (i) $8,653 in
cash and cash equivalents; (ii) $147 in accounts receivable; (iii) $66,431 in
inventories; (iv) $6,487 in prepaid expenses; (v) $35,544 in restricted cash;
(vi) $9,410 in deposits; and (vii) $17,832 in net valuation of office
furnishings and equipment.
As of the nine-month period ended February 28, 2006, our total
liabilities were $1,987,252 consisting of: (i) $1,317,241 payable to
stockholder/officer; (ii) $125,736 in accrued royalties; (iii) $258,669 in
accrued compensation; (iv) $258,669 in accounts payable; and (v) $6,033 in
current and long-term capital lease obligation. See " - Material Commitments"
below.
During the nine month period ended February 28, 2006, net cash used in
operating activities was ($220,646) consisting primarily of a net loss of
($836,529), which was adjusted by $171,720 worth of stock issued for services,
$9,145 for depreciation, $37,763 for inventory, $25,793 in accounts payable,
$5,659 in prepaid expenses, and $365,389 in accrued compensation and royalties
and $414 in accounts receivable.
During the nine month period ended February 28, 2006, net cash used in
or from investing activities was $0.
During the nine month period ended February 28, 2006, net cash provided
by financing activities was $228,811 consisting primarily of $269,566 in cash
received for issuance of common stock, which was adjusted by ($28,572) in
payments on notes payable- stockholder, ($4,942) in payments on capital lease
obligations and ($7,241) from checks issued in excess of bank balance.
PLAN OF OPERATION
As of the date of this Quarterly Report, we have generated revenue from
operations and continue to rely upon internally generated funds and advances,
funds from the sale of shares of stock and loans from our shareholders and
private investors to finance our operations and growth. Management anticipates a
possible increase in operating expenses and capital expenditures relating to its
business operations.
We may finance further expenditures with future issuances of our restricted
common stock. We believe that potential sales revenues and any private
placements of equity capital and debt financing, if successful, may be adequate
to fund our operations over the next year. We may encounter business endeavors
that require significant cash commitments or unanticipated problems or expenses
that could result in a requirement for additional cash before that time. If we
raise additional funds through the issuance of equity or convertible debt
securities other than to current shareholders, the percentage ownership of our
current shareholders would be reduced, and such securities might have rights,
preferences or privileges senior to our common stock. Additional financing may
not be available upon acceptable terms, or at all. If adequate funds are not
available or are not available on acceptable terms, we may not be able to take
advantage of potential marketing opportunities for our products, which could
significantly and materially restrict our business operations.
As of the date of this Quarterly Report, management believes that an estimated
$2,000,000 to $5,000,000 is required over the next two years for payment of
expenses associated with our ongoing business operations. Management believes
that we can satisfy our cash requirements for approximately the next twelve
months based on sales revenues, proceeds received from private placement
offerings, and our ability to obtain advances or equity private placements from
certain investors and other parties, as necessary.
11
As of the date of this Quarterly Report, there is substantial doubt regarding
our ability to continue as a going concern as we have not generated sufficient
cash flow to fund our business operations and material commitments. We must
raise additional capital. We have not generated sufficient cash flow in the past
to fund our operations and activities. Historically, we have relied upon
internally generated funds, funds from the sale of shares of stock and loans
from our shareholders and private investors to finance our operations and
growth. Our future success and viability are entirely dependent upon our current
management to generate revenues from our business operations and raise
additional capital through further private offerings of our stock or loans from
private investors. Management is optimistic that we will be successful in our
capital raising efforts. There can be no assurance, however, that we will be
able to generate sufficient revenues or raise additional capital. Our failure to
successfully generate sufficient revenues and/or raise additional capital will
have a material and adverse affect upon us and our shareholders.
MATERIAL COMMITMENTS
In connection with our business operations, we incurred liability or borrowed
funds pursuant to various contractual arrangements representing the following
material commitments.
Royalty Agreement
On approximately January 1, 1999, we and Jurak Holdings Limited, a corporation
organized under the laws of the Province of Alberta and an affiliate of our
Chief Executive Officer and a director (the "Jurak"), entered into an
intellectual properly license agreement (the "License Agreement"). Pursuant to
the terms and provisions of the License Agreement, we are required to pay a
minimum royalty fee of $10,000 for fiscal year 1999, $10,000 for fiscal year
2000, $100,000 for fiscal year 2001, $200,000 for fiscal year 2002, and $500,000
for fiscal year 2003 and each calendar year thereafter during the first ten
years of the License Agreement (the "Minimum Royalty Fee"). Furthermore, in
addition to the Minimum Royalty Payment, we are required to pay a continuing
royalty fee of the percent of the net sales price of all license products sold
under the License Agreement (the "Continuing Royalty Fee") in excess of the
minimum royalty fee.
A significant and estimate material agreement for us for fiscal year 2005 and
2006 are the amounts of the Minimum Royalty Fee and the Continuing Royalty Fee
due and owing under the terms of the License Agreement. As of the date of this
Quarterly Report, the amount of the accrued royalties due and owing pursuant to
the Minimum Royalty Fee and the Continuing Royalty Fee is $125,000 and $736,
respectively. See Note 3 for sale of restricted stock in exchange for payment of
prior accrued royalty fees.
OFF-BALANCE SHEET ARRANGEMENTS
As of the date of this Quarterly Report, we do not have any off-balance sheet
arrangements that have or are reasonably like to have a current or future effect
on our financial condition, changes in financial condition, revenues or
expenses, results of operations, liquidity, capital expenditures or capital
resources that are material to investors. The term "off-balance sheet
arrangement" generally means any transaction, agreement or other contractual
arrangement to which an entity unconsolidated with us is a party, under which we
have: (i) any obligation arising under a guarantee contract, derivative
instrument or variable interest; or (ii) a retained or contingent interest in
assets transferred to such entity or similar arrangement that serves as credit,
liquidity or market risk support for such assets.
ITEM 3. CONTROLS AND PROCEDURES
We maintain disclosure controls and procedures (as defined in Rules
13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934, as amended
(the "Exchange Act")) that are designed to ensure that information required to
be disclosed in our reports under the Exchange Act, 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 Chief Executive Officer/Chief Financial Officer, as
appropriate, to allow timely decisions regarding required disclosure.
12
An evaluation was conducted under the supervision and with the
participation of our management, including our Chief Executive Officer/Chief
Financial Officer, of the effectiveness of the design and operation of our
disclosure controls and procedures as at February 28, 2006 pursuant to Rules
13a-15(b) and 15d-15(b) under the Exchange Act. Based on that evaluation, our
Chief Executive Officer/Chief Financial Officer has concluded that our
disclosure controls and procedures were effective as of such date to ensure that
information required to be disclosed in the reports we file or submit under the
Exchange Act is recorded, processed, summarized and reported within the time
period specified in Commission rules and forms.
There has been no change in our internal control over financial
reporting (as defined in Rules 13(a)-15(f) and 15(d)-15(f) under the Exchange
Act) during the three month period ended February 28, 2006 that has materially
affected, or is reasonably likely to materially affect, our internal control
over financial reporting, however the Company did lose the services of their
outside controller during the quarter. The Company is currently seeking a
replacement controller to assist with financial reporting responsibilities.
Additionally, since the Company does not have a formal audit committee, its
Board of Directors oversees the responsibilities of the audit committee. The
Board is fully aware that there is lack of segregation of duties due to the
small number of employees dealing with general administrative and financial
matters. However, the Board has determined that considering the employees
involved and the control procedures in place, risks associated with such a lack
of segregation are insignificant and the potential benefits of adding employees
to clearly segregate duties does not justify the expenses associated with such
increases at this time.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Not applicable.
ITEM 2. CHANGES IN SECURITIES.
During the nine month period ended February 28, 2006 the Company
sold 1,900,000 shares of common stock for $270,000.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
(a) Not Applicable.
(b) Not Applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not Applicable.
ITEM 5. OTHER INFORMATION.
Not Applicable.
13
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
31.1 Certification of Chief Executive Officer pursuant to
Securities Exchange Act of 1934, Rule 13a-14(a) or
15d-14(a).
31.2 Certification of Chief Financial Officer pursuant to
Securities Exchange Act of 1934, Rule 13a-14(a) or
15d-14(a).
32.1 Certification of Chief Executive Officer pursuant to
Securities Exchange Act of 1934, Rule 13a-14(b) or
15d-14(b) and 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
32.2 Certification of Chief Financial Officer pursuant to
Securities Exchange Act of 1934, Rule 13a-14(b) or
15d-14(b) and 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
(b) Reports on Form 8-K
We have not filed a Form 8-K during the quarter ended February 28,
2006.
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
JURAK CORPORATION WORLD WIDE, INC.
Date: April 19, 2006 By: /s/ Anthony Carl Jurak
-------------------------------
Anthony Carl Jurak
Chairman of the Board and Director
Chief Executive Officer and Chief
Financial Officer
14