Attached files
| file | filename |
|---|---|
| EXCEL - IDEA: XBRL DOCUMENT - VENDUM BATTERIES INC. | Financial_Report.xls |
| EX-31.1 - CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT - VENDUM BATTERIES INC. | f10q0611ex31i_vendum.htm |
| EX-32.1 - CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT - VENDUM BATTERIES INC. | f10q0611ex32i_vendum.htm |
| EX-31.2 - CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT - VENDUM BATTERIES INC. | f10q0611ex31ii_vendum.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
| [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended June 30, 2011
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| [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from to __________
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Commission File Number: 333-149197
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Vendum Batteries Inc.
(Exact name of registrant as specified in its charter)
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Nevada
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39-2068976
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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400 Thames Valley Park Drive , Reading, Berkshire RG6 1PT
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(Address of principal executive offices)
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+44 118 380 0895
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(Registrant’s telephone number)
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(Former name, former address and former fiscal year, if changed since last report)
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Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [ ] Yes [X] 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 filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
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[ ] Large accelerated filer Accelerated filer
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[ ] Non-accelerated filer
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[X] Smaller reporting company
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes [X] No
State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 506,720,121 shares as of August 10, 2011
*Although the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act, it is voluntarily filing its annual and quarterly reports.
TABLE OF CONTENTS
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Page
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PART I – FINANCIAL INFORMATION
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Item 1:
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Financial Statements
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1 |
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Item 2:
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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2 |
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Item 3:
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Quantitative and Qualitative Disclosures About Market Risk
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5 |
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Item 4:
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Controls and Procedures
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5 |
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PART II – OTHER INFORMATION
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Item 1:
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Legal Proceedings
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5 |
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Item 1A:
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Risk Factors
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5 |
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Item 2:
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Unregistered Sales of Equity Securities and Use of Proceeds
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6 |
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Item 3:
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Defaults Upon Senior Securities
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6 |
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Item 4:
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Removed and Reserved
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6 |
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Item 5:
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Other Information
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6 |
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Item 6:
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Exhibits
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6 |
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
1
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEETS (unaudited)
AS OF JUNE 30, 2011 AND DECEMBER 31, 2010
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June 30,
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December 31,
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||||||
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ASSETS
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2011
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2010
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Current Assets
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Cash and cash equivalents
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$ | 1,329 | $ | 21,766 | ||||
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Other Asset
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Intellectual property
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200,000 | 200,000 | ||||||
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Total Assets
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$ | 201,329 | $ | 221,766 | ||||
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LIABILITIES AND STOCKHOLDERS' DEFICIT
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Liabilities
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Current Liabilities
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Accrued expenses
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$ | 248,936 | $ | 157,605 | ||||
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Accrued expenses – related party
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74,237 | 8,680 | ||||||
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Accrued interest – related parties
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11,688 | 7,188 | ||||||
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Due to director
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0 | 505 | ||||||
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Convertible notes payable – related parties
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75,000 | 75,000 | ||||||
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Convertible notes payable- other
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95,000 | 0 | ||||||
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Total Liabilities
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504,861 | 248,978 | ||||||
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Stockholders' Deficit
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Common stock, par value $.001, 750,000,000 shares authorized, 500,499,965 shares issued and outstanding
(2010 – 500,499,965 issued and outstanding)
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500,500 | 500,500 | ||||||
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Additional paid-in capital
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134,502 | 134,502 | ||||||
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Cumulative translation adjustment
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(4,757 | ) | (2,873 | ) | ||||
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Deficit accumulated during the development stage
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(933,777 | ) | (659,341 | ) | ||||
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Total Stockholders' Deficit
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(303,532 | ) | (27,212 | ) | ||||
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Total Liabilities and Stockholders' Deficit
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$ | 201,329 | $ | 221,766 | ||||
See accompanying notes to financial statements.
F-1
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2011 AND 2010
PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2011
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Three months
ended
June 30, 2011
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Three months ended
June 30, 2010
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Six months
ended
June 30, 2011
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Six months
ended
June 30, 2010
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Period from November 16, 2009 (Inception) to
June 30, 2011
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REVENUES
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$ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
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OPERATING EXPENSES
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Professional fees
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48,492 | 8,919 | 50,992 | 9,304 | 96,839 | |||||||||||||||
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Consulting fees
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155,598 | 44,038 | 208,825 | 80,866 | 486,950 | |||||||||||||||
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General and administrative expenses
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2,651 | 8,184 | 10,119 | 16,040 | 38,300 | |||||||||||||||
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TOTAL OPERATING EXPENSES
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206,741 | 61,141 | 269,936 | 106,210 | 622,089 | |||||||||||||||
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NET LOSS FROM OPERATIONS
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(206,741 | ) | (61,141 | ) | (269,936 | ) | (106,210 | ) | (622,089 | ) | ||||||||||
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OTHER INCOME (EXPENSE)
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Interest expense
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(2,250 | ) | 0 | (4,500 | ) | 0 | (11,688 | ) | ||||||||||||
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Impairment of intellectual property
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0 | 0 | 0 | 0 | (300,000 | ) | ||||||||||||||
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TOTAL OTHER INCOME (EXPENSE)
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(2,250 | ) | 0 | (4,500 | ) | 0 | (311,688 | ) | ||||||||||||
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LOSS BEFORE PROVISION FOR INCOME TAXES
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(208,991 | ) | (61,141 | ) | (274,436 | ) | (106,210 | ) | (933,777 | ) | ||||||||||
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PROVISION FOR INCOME TAXES
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0 | 0 | 0 | 0 | 0 | |||||||||||||||
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NET LOSS
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$ | (208,991 | ) | $ | (61,141 | ) | $ | (274,436 | ) | $ | (106,210 | ) | $ | (933,777 | ) | |||||
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NET LOSS PER SHARE: BASIC AND DILUTED
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$ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | $ | (0.00 | ) | ||||||||
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WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED
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500,499,965 | 64,835,162 | 500,499,965 | 32,596,785 | ||||||||||||||||
See accompanying notes to financial statements.
F-2
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ DEFICIT (unaudited)
FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2011
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Common stock
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Additional paid-in
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Cumulative translation
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Deficit accumulated during the development
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Shares
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Amount
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Capital
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Adjustment
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Stage
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Total
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Inception, November 16, 2009
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- | $ | - | $ | - | $ | - | $ | - | $ | - | |||||||||||||
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Shares issued to founder
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14 | 2 | - | - | 2 | |||||||||||||||||||
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Net loss and cumulative translation adjustment for the period ended December 31, 2009
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- | - | (3,577 | ) | (23,965 | ) | (27,542 | ) | ||||||||||||||||
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Balance, December 31, 2009
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14 | 2 | 0 | (3,577 | ) | (23,965 | ) | (27,540 | ) | |||||||||||||||
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Shares cancelled in reverse merger
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(14 | ) | (2 | ) | 2 | - | - | 0 | ||||||||||||||||
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Shares issued in merger
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8,500,023 | 608 | (608 | ) | - | - | 0 | |||||||||||||||||
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Shares issued on recapitalization
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1,098,786,657 | 78,543 | (78,543 | ) | - | - | 0 | |||||||||||||||||
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Shares cancelled by former officer
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(873,786,635 | ) | (62,459 | ) | 62,459 | - | - | 0 | ||||||||||||||||
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Shares issued for conversion of debt
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33,750,013 | 2,413 | 72,587 | - | - | 75,000 | ||||||||||||||||||
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Shares issued for conversion of debt
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232,749,907 | 16,637 | 473,363 | - | - | 490,000 | ||||||||||||||||||
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Stock split
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- | 64,258 | (64,258 | ) | - | - | 0 | |||||||||||||||||
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Shares issued for cash
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500,000 | 100 | 69,900 | - | - | 70,000 | ||||||||||||||||||
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Stock split
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- | 400,400 | (400,400 | ) | - | - | 0 | |||||||||||||||||
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Net loss and cumulative translation adjustment for the period ended December 31, 2010
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704 | (635,376 | ) | (634,672 | ) | |||||||||||||||||||
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Balance, December 31, 2010
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500,499,965 | 500,500 | 134,502 | (2,873 | ) | (659,341 | ) | (27,212 | ) | |||||||||||||||
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Net loss and cumulative
translation adjustment for the period ended June 30, 2011
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- | - | - | (1,884 | ) | (274,436 | ) | (276,320 | ) | |||||||||||||||
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Balance, June 30, 2011
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500,499,965 | $ | 500,500 | $ | 134,502 | $ | (4,757 | ) | $ | (933,777 | ) | $ | (303,532 | ) | ||||||||||
See accompanying notes to financial statements.
F-3
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
FOR THE SIX MONTHS ENDED JUNE 30, 2011 AND 2010
FOR THE PERIOD FROM NOVEMBER 16, 2009 (INCEPTION) TO JUNE 30, 2011
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Six months
ended
June 30, 2011
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Six months
ended
June 30, 2010
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Period from November 16, 2009 (Inception) to
June 30, 2011
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CASH FLOWS FROM OPERATING ACTIVITIES
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Net loss for the period
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$ | (274,436 | ) | $ | (106,210 | ) | $ | (933,777 | ) | |||
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Adjustments to reconcile net loss to net cash (used in) operating activities:
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Impairment of intellectual property
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0 | 0 | 300,000 | |||||||||
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Changes in assets and liabilities:
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Decrease in accounts receivable
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4,812 | 0 | ||||||||||
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Increase(decrease) in accrued expenses
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91,331 | 20,962 | 248,936 | |||||||||
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Increase (decrease) in accrued expenses – related party
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65,557 | 0 | 74,237 | |||||||||
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Increase in accrued interest – related parties
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4,500 | 0 | 11,688 | |||||||||
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Cash Flows Used in Operating Activities
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(113,048 | ) | (80,436 | ) | (298,916 | ) | ||||||
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CASH FLOWS FROM INVESTING ACTIVITIES
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Cash paid to acquire intellectual property
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0 | (10,000 | ) | (10,000 | ) | |||||||
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Cash Flows Used in Investing Activities
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0 | (10,000 | ) | (10,000 | ) | |||||||
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CASH FLOWS FROM FINANCING ACTIVITIES
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Proceeds from (repayment to) due to director
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(505 | ) | 505 | 0 | ||||||||
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Cash received for stock subscription receivable
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0 | 2 | 2 | |||||||||
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Proceeds from convertible note payable
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95,000 | 50,000 | 245,000 | |||||||||
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Proceeds from the sale of common stock
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0 | 0 | 70,000 | |||||||||
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Cash Flows Provided by Financing Activities
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94,495 | 50,507 | 315,002 | |||||||||
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Exchange rate effect on cash and cash equivalents
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(1,884 | ) | 1,321 | (4,757 | ) | |||||||
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Net Increase (Decrease) in Cash and Cash Equivalents
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(20,437 | ) | (38,608 | ) | 1,329 | |||||||
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Cash and cash equivalents, beginning of period
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21,766 | 41,518 | 0 | |||||||||
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Cash and cash equivalents, end of period
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$ | 1,329 | $ | 2,910 | $ | 1,329 | ||||||
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SUPPLEMENTAL CASH FLOW INFORMATION:
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Interest paid
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$ | 0 | $ | 0 | $ | 0 | ||||||
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Income taxes paid
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$ | 0 | $ | 0 | $ | 0 | ||||||
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SUPPLEMENTAL NON-CASH TRANSACTIONS
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Stock issued for stock subscription receivable
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$ | 0 | $ | 0 | $ | 2 | ||||||
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Note payable issued to acquire intellectual property
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$ | 0 | $ | 490,000 | $ | 490,000 | ||||||
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Convertible notes payable converted to common stock
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$ | 0 | $ | 595,000 | $ | 75,000 | ||||||
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Note payable settled in common stock
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$ | 0 | $ | 0 | $ | 565,000 | ||||||
See accompanying notes to financial statements.
F-4
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS
Vendum Batteries Inc. (formerly Wishart Enterprises Limited) (the "Company" or “Vendum”) was incorporated in Nevada on December 13, 2006. Vendum is an environmentally friendly mobile battery company with the sole focus on identifying, evaluating, acquiring, developing and partnering for the commercialization of proprietary eco-friendly power sources.
As further described in Note 9, the Company closed a share exchange transaction effective May 3, 2010 with the shareholders of Vendum Batteries Limited, which was incorporated under the laws of the United Kingdom on November 16, 2009 (“Vendum UK”). This share exchange transaction constituted a reverse merger and a recapitalization of Vendum. In conjunction with this reverse merger, the historical accounts of Vendum become the historical accounts of Wishart for accounting purposes and, in conjunction therewith, Wishart changed its fiscal year-end to December 31 to coincide with the historical year-end of Vendum. Vendum Batteries Limited is a wholly-owned subsidiary of Vendum Batteries Inc.
The accompanying interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.
NOTE 2 – GOING CONCERN
The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has a working capital deficit, and has incurred losses since inception resulting in an accumulated deficit of $933,777 as of June 30, 2011, and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock.
NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES
Development Stage Company
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles related to development stage companies. A development-stage company is one in which planned principal operations have not commenced or if its operations have commenced, there have been no significant revenues there from.
Basis of Presentation
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.
F-5
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)
Accounting Basis
The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a December 31 fiscal year end.
Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant intercompany transactions and balances have been eliminated in consolidation.
Cash and Cash Equivalents
The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $1,329 and $21,766 of cash as of June 30, 2011 and December 31, 2010, respectively.
Income Taxes
Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.
Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principles requires 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 the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Revenue Recognition
The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.
Foreign Currency Translation
The Company's functional currency is the Pound Sterling and its reporting currency is the United States dollar.
Advertising Costs
The Company’s policy regarding advertising is to expense advertising when incurred. The Company incurred advertising expense of $0 and $0 during the periods ended June 30, 2011 and 2010, respectively.
Stock-Based Compensation
Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.
F-6
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 3 – SUMMARY OF SIGNIFCANT ACCOUNTING POLICIES (CONTINUED)
Dividends
The Company has not adopted any policy regarding payment of dividends. No dividends have been paid during any of the periods shown.
Basic Income (Loss) Per Share
Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of June 30, 2011.
Comprehensive Income
The Company has which established standards for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has not had any significant transactions that are required to be reported in other comprehensive income.
Impairment of Long-Lived Assets
The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell.
Recent Accounting Pronouncements
Vendum does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.
NOTE 4 – INTELLECTUAL PROPERTY
On January 4, 2010 the Company entered into an asset purchase agreement with Cornerstone Holdings Ltd. The Company agreed to purchase intellectual property from the seller for total proceeds of $500,000. The Company paid a $10,000 deposit on January 6, 2010. The remaining $490,000 was to be paid in varying installments over the next 21 months. The rights, title and interest of the intellectual property was transferred to the Company on the date of the first $10,000 payment. On May 3, 2010, the remaining $490,000 outstanding was converted into 232,749,907 shares of common stock of the Company.
F-7
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 4 – INTELLECTUAL PROPERTY (CONTINUED)
The Company analyzed the intellectual property for impairment at December 31, 2010 and determined that the fair market value was $200,000. As such, an impairment charge of $300,000 was recorded.
NOTE 5 – ACCRUED EXPENSES
Accrued expenses and interest at June 30, 2011 and December 31, 2010 consisted of the following:
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2011
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2010
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Professional fees
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$ | 27,000 | $ | 16,925 | ||||
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Consulting fees
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221,936 | 140,680 | ||||||
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Total accrued expenses
|
$ | 248,936 | $ | 157,605 | ||||
NOTE 6 – ACCRUED EXPENSES – RELATED PARTY
Accrued expenses – related party consisted amounts due to an officer and shareholder of the Company for consulting services. There was $74,237 and $8,680 of accrued expenses – related party as of June 30, 2011 and December 31, 2010, respectively.
NOTE 7 – CONVERTIBLE NOTES PAYABLE
On December 10, 2009, a related party issued the company a 12% convertible note payable of $50,000. Interest will accrue beginning from the date of the loan however no interest is due until the loan comes due on December 10, 2010.
On March 3, 2010 another $25,000 was loaned to the company under the same terms as the original loan.
On May 3, 2010, the convertible loans of $75,000 were converted into 33,750,013 shares of common stock.
On May 18, 2010, the Company issued a 12% convertible note payable of $25,000 to a related party due September 3, 2011.
On July 26, 2010, the Company issued a 12% convertible note payable of $50,000 to a related party. Interest will accrue beginning from the date of the loan however no interest is due until the loan comes due on July 27, 2011.
The balance of the convertible notes to related parties as of June 30, 2011 and December 31, 2010 was $75,000 and $75,000, respectively.
Accrued interest payable related to the above loans totaled $11,688 and $7,188 at June 30, 2011 and December 31, 2010, respectively.
F-8
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 7 – CONVERTIBLE NOTES PAYABLE (CONTINUED)
On March 23, 2011, the Company entered into a Securities Purchase Agreement with an accredited investor for the sale of a Convertible Promissory Note in the aggregate principal amount of $65,000. The net proceeds of the financing, after deducting placement agent fees, are to be used for general working capital purposes. The Note bears interest at the rate of 8% per annum and matures on December 28, 2011. The Note is convertible into shares of our common stock beginning 180 days from the date of the Note at a conversion price of 60% of the average of the lowest three trading prices of the Company’s common stock during the ten trading days on the OTCBB proceeding the conversion date. The number of shares issuable upon conversion shall be proportionally adjusted to reflect any stock dividend, split or similar event.
Unless waived in writing by the Holder, the Company is prohibited from effecting the conversion of the Note to the extent that as a result of such conversion the Holder thereof would beneficially own more than 4.99% in the aggregate of the issued and outstanding common stock immediately after giving effect to the issuance of common stock upon conversion. While the Note is outstanding, the Holder is entitled to a reduction in the conversion price if we issue any securities for a per share price less than the conversion price in effect available to the Holder.
The loans may be converted into the Company’s common stock at any point during the term of the loan by the note holder. The number of shares to be issued will be determined by the fair market value of the common stock on the date of the conversion. If fair market value is not determinable at the conversion date the stock will be converted based on the lesser of either the share price of the last private offering or the thirty day average of the Company’s stock in the event a public listing has taken place.
On May 3, 2011, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited investor (the “Holder”) for the sale of a Convertible Promissory Note (the “Note”) in the aggregate principal amount of $32,000. The net proceeds of the financing, after deducting placement agent fees, are to be used for our general working capital purposes. The Note bears interest at the rate of 8% per annum and matures on February 2, 2012. The Note is convertible into shares of our common stock beginning 180 days from the date of the Note at a conversion price of 58% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date. The number of shares issuable upon conversion shall be proportionally adjusted to reflect any stock dividend, split or similar event.
NOTE 8 – DUE TO DIRECTOR
A director and shareholder of the Company advanced $1,005 (December 31, 2010 - $505) to Vendum during the period ended March 31, 2011. The amount is unsecured, non-interest bearing and due on demand. The loan was repaid during the period ended June 30, 2011.
F-9
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 9 – COMMON STOCK
The Company has 750,000,000 shares of $0.001 par value common stock authorized.
On November 17, 2009, the Company issued 1 share of common stock for total proceeds of $2. As of December 31, 2009 the proceeds had not been collected. The funds for the stock were deposited into the company bank account on March 4, 2010.
In a share exchange transaction that closed on May 3, 2010, Wishart acquired all the issued and outstanding shares of Vendum Batteries Limited through the issuance of 8,500,020 shares of Wishart. The Company treated the purchase of Vendum Batteries Limited as a reverse acquisition pursuant to the guidance in Appendix B of SEC Accounting Disclosure Rules and Practices Official Text. Accordingly, these transactions are recorded as capital transactions in substance rather than business combinations.
Therefore, the transaction is equivalent to the issuance of stock by the private company for the net monetary assets of Wishart, accompanied by a recapitalization. Accordingly, the reverse acquisition has been accounted for as a recapitalization.
For accounting purposes, Vendum is considered the acquirer in the reverse acquisition. The historical financial statements are those of Vendum consolidated with the parent, Wishart Enterprises, Inc. Earnings per share for periods prior to the merger are restated to reflect the number of equivalent shares received by the acquiring company.
On May 3, 2010, the Company agreed to convert a note payable of $490,000 into 232,749,907 shares of common stock.
Also on May 3, 2010, the Company converted two convertible notes payable totaling $75,000 into 33,750,013 shares of common stock.
On November 1, 2010, the Company issued 500,000 common shares of stock for $70,000 cash.
On May 24, 2010, the Company completed an approximately 3:1 forward stock split.
On November 29, 2010, the Company completed a 5:1 forward stock split and increased its authorized share capital to 750,000,000 shares of common stock.
All share information presented in these financial statements and accompanying footnotes have been retroactively adjusted to reflect the increased number of shares resulting from these actions.
There were 501,591,668 and 500,499,965 shares of common stock issued and outstanding as of June 30, 2011 and December 31, 2010, respectively.
F-10
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 9 – COMMON STOCK (continued)
The Company entered into an Investment Agreement with Centurion Private Equity, LLC (“Centurion”) on June 3, 2011. Pursuant to the Investment Agreement, Centurion committed to purchase up to $5,000,000 of our common stock, over a period of time terminating upon 36 months from the date of the Investment Agreement, subject to an effective registration statement covering the resale of the common stock and subject to certain conditions and limitations set forth in the Investment Agreement, including limitations based upon the trading volume of the Company’s common stock. The maximum aggregate number of shares issuable by us and purchasable by Centurion under the Investment Agreement is that number of shares of common stock having an aggregate purchase price of $5,000,000.
NOTE 10 – COMMITMENTS AND CONTINGENCIES
The Company neither owns nor leases any real or personal property. An officer has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors are involved in other business activities and most likely will become involved in other business activities in the future.
The Company entered into two consulting agreements during the year ended December 31, 2010. Both agreements are for twelve months and began in June and July 2010, respectively.
NOTE 11 – INCOME TAXES
As of June 30, 2011, the Company had net operating loss carry forwards of approximately $934,000 that may be available to reduce future years’ taxable income through 2030. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards.
The provision for the Federal income tax consists of the following:
|
June 30,
|
June 30,
|
|||||||
|
2011
|
2010
|
|||||||
|
Federal income tax attributable to:
|
||||||||
|
Current Operations
|
$ | 93,240 | $ | 36,000 | ||||
|
Less: valuation allowance
|
(93,240 | ) | (36,000 | ) | ||||
|
Net provision for Corporation income taxes
|
$ | 0 | $ | 0 | ||||
The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:
|
June 30,
|
December 31,
|
|||||||
|
2011
|
2010
|
|||||||
|
Deferred tax asset attributable to:
|
||||||||
|
Net operating loss carryover
|
$ | 317,500 | $ | 221,061 | ||||
|
Less: valuation allowance
|
(317,500 | ) | (221,061 | ) | ||||
|
Net deferred tax asset
|
$ | 0 | $ | 0 | ||||
F-11
VENDUM BATTERIES INC.
(FORMERLY WISHART ENTERPRISES LIMITED)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2011
NOTE 12 – SUBSEQUENT EVENTS
In accordance with ASC 855-10, the Company has analyzed its operations subsequent to June 30, 2011 through August 5, 2011 and has determined that it does not have any other material subsequent events to disclose in these financial statements.
F-12
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.
Company Overview
We were incorporated under the name Wishart Enterprises Limited in December 2006. On May 3, 2010, we entered into a share exchange (the “Share Exchange”) with Vendum Batteries Limited (“VDL”) whereby we acquired all of the issued and outstanding common stock of VDL and it became our wholly owned subsidiary. We changed our name to Vendum Batteries Inc. and our line of business from the health related business to the development of an environmentally friendly new cellulose-based power source. In connection with the Share Exchange we engaged in a 5 for 1 forward-split our common stock.
We are working on developing a new Carbon Nanotube (CNT) and cellulose-based energy storage source, a non-toxic, carbon based light-weight battery, that we intend to market to various industries, including the automotive and aeronautical industries. We are currently in the pre-production stage and have not yet completed development of a prototype. This proprietary battery is being designed to be entirely biodegradable, since it will be primarily composed of cellulose and will not use any of the toxic elements used in traditional batteries, such as mercury, lead, chromium, or cadmium. We intend to seek patent protection of our proprietary battery upon the completion of the development of the prototype.
Using our CNT technology, which we believe to be cutting edge and unduplicated, we hope to develop a non-toxic energy storage source that will be capable of providing higher power output for much longer periods of time than current batteries. The batteries using our technology will have the potential to be small, flexible and light-weight, therefore they may also be utilized in human implant technology, such as in pacemakers and cochlear implants.
Our long term goal is on the automotive and aeronautical industry, however our primary focus today is seeking to develop batteries that can be used to power greeting cards, audio books, intelligent packaging and eventually mobile phones, PDA’s, iPods, music players, games consoles, laptops and the like. Furthermore, we expect that our batteries will be able to be applied to home appliances such as power tools and all kinds of toys, watches, cameras, toothbrushes and electric razors. Finally, these batteries could be used in power surveying instruments, flashlights, CCTV cameras, roadwork lighting and signs and gift cards.
During 2011, we intend to engage in additional research and development to ascertain the thermal conductive and field emission display properties of CNT based composite materials that have been observed by other scientists and university studies in an effort to create materials for insulation, heat capture and even energy generation. Research into the thermal conductive properties of cellulose and CNT materials may offer exciting new ways of developing smart materials that capture body heat and release it when required.
For 2012, we hope to be able to diversify our business into cellulose paper based electronic display materials, for smart packaging, or for paper based sensors and actuators for various industries, including the healthcare industry.
2
Recent Developments
On June 3, 2011, we entered into an Investment Agreement with Centurion Private Equity, LLC (“Centurion”). Pursuant to the Investment Agreement, Centurion committed to purchase up to $5,000,000 of our common stock, over a period of time terminating upon 36 months from the date of the Investment Agreement, subject to an effective registration statement covering the resale of the common stock and subject to certain conditions and limitations set forth in the Investment Agreement, including limitations based upon the trading volume of the Company’s common stock. The maximum aggregate number of shares issuable by us and purchasable by Centurion under the Investment Agreement is that number of shares of common stock having an aggregate purchase price of $5,000,000.
Results of Operations for the three and six months ended June 30, 2011 and June 30, 2010
We generated no revenue for the period from November 16, 2009 (Date of Inception) until June 30, 2011. Without revenues, we are forced to rely on fundraising activities in order to continue as a going concern. If we are unable to generate revenues or raise funds in the near future, we will be forced to consider other business opportunities or cease operations.
Our operating expenses were $206,741 for the three months ending June 30, 2011, as compared with $61,141 for the same period ended 2010. Our operating expenses were $269,936 for the six months ending June 30, 2011, as compared with $106,210 for the same period ended 2010. The increase in our operating expenses is largely the result of increased consulting fees related to planning and preparing project documentation for research and development for new patents and to a lesser extent an increase in professional fees associated with our financings, offset by a decrease in general and administrative expenses due to the completion of management consultancy fees from Debondo Capital.
Our net loss was $208,991 for the three months ending June 30, 2011, as compared with $61,141 for the same period ended 2010. Our net loss was $274,436 for the six months ending June 30, 2011, as compared with $106,210 for the same period ended 2010. The increase in the net loss is directly attributed the increase in operating expenses.
Liquidity and Capital Resources
The financial statements have been prepared on a going concern basis which assumes our company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. We have a working capital deficit, and have incurred losses since inception resulting in an accumulated deficit of $933,777 as of June 30, 2011, and further losses are anticipated in the development of our business raising substantial doubt about our company’s ability to continue as a going concern. The ability to continue as a going concern is dependent upon our company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and/or private placement of common stock.
As of June 30, 2011, we had total current assets of $1,329 consisting of cash and cash equivalents and total assets in the amount of $201,329. We had current liabilities in the amount of $504,861 as of June 30, 2011. Thus, we had a working capital deficit of $503,532 as of June 30, 2011.
Operating activities used $113,048 in cash for the six months ended June 30, 2011. Our net loss of $274,436 was the sole reason for our negative operating cash, offset by an increase in accrued expenses of $91,331, an increase in related party accrued expenses of $65,557, and an increase in related party accrued interest of $4,500. Financing activities during the six months ended June 30, 2011 generated $95,000 in cash during the period, all of which was due to proceeds from convertible notes, which was slightly offset by the repayment of $505 due to our director.
In March 2011, we entered into a Securities Purchase Agreement with an accredited investor for the sale of a Convertible Promissory Note in the aggregate principal amount of $65,000. On May 3, 2011, we entered into a Securities Purchase Agreement with an accredited investor for the sale of a Convertible Promissory Note in the aggregate principal amount of $32,500. The net proceeds of these financings, after deducting placement agent fees was $95,000, which are to be used for general working capital purposes.
In June 2011, we entered into the Investment Agreement with Centurion for the provision of the equity line of up to $5 million. Pursuant to the terms and conditions of the Investment Agreement, we may sell newly issued shares of our common stock to Centurion (each such sale, a “put”) from time to time at a price equal to the lesser of (i) 96% of the Market Price (as defined below) of our common stock or (ii) the Market Price of our common stock minus $0.01, subject to certain dollar and share volume limitations for each put, until the earlier of (a) 36 months from the date of the Investment Agreement, or (b) until all puts under the Investment Agreement have reached an aggregate gross sales price equal to $5 million. Each put amount is limited to $250,000 provided further that the number of shares sold in each put shall not exceed a share volume limitation equal to the lesser of: (i)1.5 million shares; (ii) 17.5% of the aggregate trading volume, excluding any block trades that exceed 50,000 shares of common stock, of the common stock traded on our primary exchange during any pricing period for such put excluding any days where the lowest intra-day trade price is less than the trigger price (which is the greater of (i) the floor price plus a fixed discount of the lesser of $.(ii) the floor price if any set by us divided by 0.96 or (iii) $.01, the greater of all three clauses being referred to as the “Trigger Price”), (iii) an aggregate of $5,000,000 worth of common stock when combined with the put shares sold in all prior puts, and (iv) such number of put shares that when added to the number of shares of our common stock then beneficially owned by Centurion would exceed 9.9% of the number of shares of our common stock outstanding.. The Investment Agreement provides that prior to exercising any put we must have a registration statement declared effective with respect to the shares to be sold under the equity line. “Market Price” means the average of the three lowest daily volume weighted average prices published daily by Bloomberg LP for our common stock during the fifteen consecutive trading day period immediately following the date specified by us on which we intend to exercise the applicable put. In connection with the preparation of the Investment Agreement and the registration rights agreement, we issued Centurion 128,453 shares of common stock as a document preparation fee in the amount of $20,000 and 1,091,703 shares of our common stock as a commitment fee having a value of $150,000.
3
Despite our recent financings, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements such as the equity line; however there can be no assurance that we will meet the conditions necessary to be able to use the equity line. Other than the equity line, we do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that any additional financing will be available to us on acceptable terms, or at all.
We have notes payable issued to various lenders. A summary of the outstanding notes are as follows: (i) On July 26, 2010, we issued a convertible promissory note, in the principal amount of $50,000, to Paramount Trading Company Inc. (the “Note”). The Note accrues interest at 12% per annum. The Note, together with all accrued interest, was due and payable by July 27, 2011 and is currently past due. The Note is convertible into shares of our common stock at fair market value, determined by the lesser of our share price of our last private offering or the 30 day average of our trading stock; (ii) On March 23, 2011, we issued a note in the aggregate principal amount of $65,000 (the “Note”). The Note bears interest at the rate of 8% per annum and matures on December 28, 2011. The Note is convertible into shares of our common stock beginning 180 days from the date of the Note at a conversion price of 60% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date. The number of shares issuable upon conversion shall be proportionally adjusted to reflect any stock dividend, split or similar event; (iii) On May 3, 2011, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited investor (the “Holder”) for the sale of a convertible promissory note (the “Note”) in the aggregate principal amount of $32,500. The Note bears interest at the rate of 8% per annum and matures on February 2, 2012. The Note is convertible into shares of our common stock beginning 180 days from the date of the Note at a conversion price of 58% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date. The number of shares issuable upon conversion shall be proportionally adjusted to reflect any stock dividend, split or similar event; and (iv) On May 18, 2010, we issued a convertible promissory note, in the principal amount of $25,000 (the “Note”). The Note accrues interest at 12% per annum. The Note, together with all accrued interest, is due and payable by September 3, 2011.
Set forth below is a chart of our outstanding debt obligations as of June 30, 2011:
|
Original Principal Amount
|
Maturity Date
|
Features
|
||||||
|
$50,000
|
July 27, 2011
|
Interest rate 12%
Convertible into shares of our common stock determined by the lesser of our share price of our last private offering or the 30 day average of our trading stock
|
||||||
|
$65,000
|
December 28, 2011
|
Interest rate 8%
Convertible into shares of our common stock beginning 180 days from the date of the note at a conversion price of 60% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date
|
||||||
|
$32,500
|
February 2, 2012
|
Interest rate 8%
Convertible into shares of our common stock beginning 180 days from the date of the note at a conversion price of 58% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date
|
||||||
|
$25,000
|
September 3, 2011
|
Interest rate 12 %
|
||||||
4
Going Concern
We have a working capital deficit, and have incurred losses since inception resulting in an accumulated deficit of $933,777 as of June 30, 2011, and further losses are anticipated in the development of our business raising substantial doubt about our ability to continue as a going concern. The ability to continue as a going concern is dependent upon our generating profitable operations in the future and/or to obtain the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors and or private placement of common stock.
Off Balance Sheet Arrangements
As of June 30, 2011, there were no off balance sheet arrangements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.
Item 4. Controls and Procedures
We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2011. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2011, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of June 30, 2011, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and Securities and Exchange Commission guidelines.
Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting
Our company plans to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending December 31, 2011: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.
We are unable to remedy our controls related to the inadequate segregation of duties and ineffective risk management until we receive financing to hire additional employees. In January 2011, we hired an outsourced controller to improve the controls for accounting and financial reporting.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during the three months ended June 30, 2011 that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.
PART II – OTHER INFORMATION
Item 1. Legal Proceedings
We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.
Item 1A. Risk Factors
A smaller reporting company, as defined by Item 10 of Regulation S-K, is not required to provide the information required by this item.
5
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
In connection with the Investment Agreement with Centurion, we issued an aggregate of 1,220,156 shares of our common stock to Centurion. These securities were issued in reliance on Section 4(2) of the Act. The issuance did not involve any general solicitation or advertising by us. Centurion acknowledged the existence of transfer restrictions applicable to the securities sold by us. Certificates representing the securities sold contain a legend stating the restrictions on transfer to which such securities are subject sold by us. Certificates representing the securities sold contain a legend stating the restrictions on transfer to which such securities are subject.
On May 3, 2011, we entered into a Securities Purchase Agreement with an accredited investor for the sale of a Convertible Promissory Note in the aggregate principal amount of $32,000. The Note bears interest at the rate of 8% per annum and matures on February 2, 2012. The Note is convertible into shares of our common stock beginning 180 days from the date of the Note at a conversion price of 58% of the average of the lowest three trading prices of our common stock during the ten trading days on the OTCBB proceeding the conversion date. The number of shares issuable upon conversion shall be proportionally adjusted to reflect any stock dividend, split or similar event. The Note was issued in reliance on Section 4(2) of the Act. The issuance did not involve any general solicitation or advertising by us. The holder of the Note acknowledged the existence of transfer restrictions applicable to the Note. The Note contains a legend stating the restrictions on transfer to which the Note is subject.
Item 3. Defaults upon Senior Securities
None
Item 4. (Removed and Reserved)
Item 5. Other Information
None
Item 6. Exhibits
|
Exhibit Number
|
Description of Exhibit
|
|
31.1
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.2
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
32.1
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
6
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
VENDUM BATTERIES INC.
|
||
|
Date: August 17, 2011
|
By:
|
/s/ Fraser Cottington
|
|
Name: Fraser Cottington
|
||
|
Title: Chief Executive Officer and Director
|
||
7