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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

x . QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF   1934
For the quarterly period ended June 30, 2012

o.  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
For the transition period from ______ to _______

Commission File Number 0-53698

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION
(Name of small business issuer in its charter)

     
Florida
 
27-1116025
(State of incorporation)
 
(I.R.S. Employer Identification No.)
 
1001 Brickell Bay Drive, Suite 1716
Miami, Florida 33131
(Address of principal executive offices)

(786) 360-3429
(Registrant’s telephone number)

Copy of all Communications to:
Law Office of Andrew Coldicutt
1220 Rosecrans Street, PMB 258
San Diego, CA 92106
Phone: 619-228-4970

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x. No .o .

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). Yes . o. No .o . (Not required)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

       
Large accelerated filer
o.
Accelerated filer
o
Non-accelerated filer
o. (Do not check if a smaller reporting company)
Smaller reporting company
x .

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes .o . No x .

As of August 10, 2012, there were 117,248,000 shares of the registrant’s $0.001 par value common stock issued and outstanding.
 
 
1

 
 
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION*

TABLE OF CONTENTS
     
 
Page
PART I. FINANCIAL INFORMATION
 
   
ITEM 1.
FINANCIAL STATEMENTS
4
     
ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
13
     
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
17
     
ITEM 4.
CONTROLS AND PROCEDURES  
17
   
PART II. OTHER INFORMATION
 
   
ITEM 1.
LEGAL PROCEEDINGS
18
     
ITEM 1A.
RISK FACTORS
18
     
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
18
     
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
18
     
ITEM 4.
[REMOVED AND RESERVED]
18
     
ITEM 5.
OTHER INFORMATION
18
     
ITEM 6.
EXHIBITS
19
 
 
2

 
Special Note Regarding Forward-Looking Statements

Information included in this Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”). This information may involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Technology Applications International Corporation (the “Company”), to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend,” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and there can be no assurance that these projections included in these forward-looking statements will come to pass. Actual results of the Company could differ materially from those expressed or implied by the forward-looking statements as a result of various factors. Except as required by applicable laws, the Company has no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

*Please note that throughout this Quarterly Report, and unless otherwise noted, the words "we,"”TAIC,” "our," "us," the "Company," refers to Technology Applications International Corporation.

 
3

 

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION
(A Development Stage Company)

Condensed Consolidated Financial Statements

(Expressed in US dollars)

June 30, 2012 (unaudited)  

Financial Statement Index
 
  Consolidated Balance Sheets (unaudited)   5
     
  Consolidated Statements of Operations (unaudited)   6
     
  Consolidated Statements of Cash Flows (unaudited)   7
     
  Notes to the Consolidated Financial Statements (unaudited)      8-12
     
 
 
4

 
 
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
           
CONDENSED CONSOLIDATED BALANCE SHEETS
 
 
             
   
June 30,
   
December 31,
 
   
2012
   
2011
 
ASSETS
 
(Unaudited)
   
(Audited)
 
             
Current assets
           
Cash and cash equivalents
  $ 123,219     $ 174,363  
Inventories
    191,151       -  
Other current assets
    7,220       4,965  
                 
Total current assets
    321,590       179,328  
                 
Trademarks, net
    1,910       1,680  
                 
Machinery and equipment, net
    15,502       17,543  
 
               
Total assets
  $ 339,002     $ 198,551  
                 
                 
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
               
                 
Liabilities
               
Accounts payable and accrued expenses
  $ 85,605     $ 10,000  
Advances from affiliate
    38,570       117,937  
Loan from affiliate
    125,000       -  
Deposit
    -       100,000  
Other current liabilities
    172       430  
Total current liabilities
    249,347       228,367  
                 
Convertible debentures
    48,791       -  
                 
Total liabilities
    298,138       228,367  
                 
Shareholders' equity (deficit)
               
 
               
Preferred stock, par value, $0.001 per share, 50,000,000 shares authorized, none issued or outstanding
    -       -  
 
               
Common stock, par value $0.001 par value, 300,000,000 shares authorized, 117,248,000 and 116,454,000 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively.
    117,248       116,454  
Additional paid in capital
    576,020       109,014  
Accumulated deficit
    (652,404 )     (255,284 )
                 
Total shareholders' deficit
    40,864       (29,816 )
                 
Total liabilities and shareholders' deficit
  $ 339,002     $ 198,551  
                 
(See accompanying notes to the condensed consolidated financial statements.)
 
 
5

 

 
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
                       
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
                       
                       
Three and Six Months Ended June 30, 2012 and 2011 and Period from October 14, 2009
(Inception of Development Stage) through June 30, 2012
 
                            Period from
October 14, 2009
(inception of development
 
   
Three Months Ended June 30,
   
Six Months Ended June 30,
   
stage) through
June 30, 2012
 
   
2012
   
2011
   
2012
   
2011
 
                               
Revenues
  $ 1,450     $ -     $ 1,450     $ -     $ 2,950  
                                         
Cost of revenues
    321       -       321       -       946  
                                         
Gross profit
    1,129       -       1,129       -       2,004  
                                         
Expenses
                                       
General and administrative
    190,922       41,698       398,249       85,046       654,408  
                                         
Net loss
  $ (189,793 )   $ (41,698 )   $ (397,120 )   $ (85,046 )   $ (652,404 )
                                         
Loss per share
                                       
Basic and diluted
 
Nil
   
Nil
   
Nil
   
Nil
         
                                         
Weighted average number of shares
                                       
Basic and diluted
    117,248,000       3,100,000       117,182,791       3,100,000          
                                         
(See accompanying notes to the condensed consolidated financial statements.)
 
 
6

 
 
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
                 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                 
                 
Six Months Ended June 30, 2012 and 2011 and Period from October 14, 2009
(Inception of Development Stage) through June 30, 2012
 
   
For the six month period
ended June 30,
   
Period from
October 14,
2009 (inception of
development
stage)
through
June
 
   
2012
   
2011
   
30, 2012
 
Cash flows from operating activities
                 
Net loss
  $ (397,120 )   $ (85,046 )   $ (652,404 )
Adjustments to reconcile net income to
                       
net cash used in operating activities:
                       
Depreciation and amortization
    2,086       15       6,216  
Shares issued for services rendered
     -        -       11,318  
Change in current assets and current liabilities
                       
(Increase) in inventory
    (191,151 )     -       (191,151 )
(Increase) in other current assets
    (2,255 )     -       (7,220 )
Increase (Decrease) in accounts payable and
    75,605       875       85,605  
accrued expenses
Increase (decrease) in other current liabilities
    (258 )     -       172  
                         
Net cash used in operating activities
    (493,502 )     (84,156 )     (727,873 )
                         
Cash flows from investing activities
                       
Purchase of equipment
    -       (19,565 )     (21,653 )
Increase in trademarks
    (275 )     -       (1,975 )
                         
Net cash used in investing activities
    (275 )     (19,565 )     (23,628 )
                         
Cash flows from financing activities
                       
Advances from affiliate
    (79,367 )     103,721       140,370  
Loan from affiliate
    125,000       -       125,000  
Convertible debenture
    -       -       100,000  
Imputed interest on beneficial conversion feature of warrants attached to convertible debenture     19,591       -       19,591  
Proceeds from issuance of common stock
    397,000       -       509,350  
                         
Net cash provided by financing activities
    442,633       103,721       874,720  
                         
Net change in cash and cash equivalents
    (51,144 )     -       123,219  
                         
Cash and cash equivalents, beginning balance
    174,363       -       -  
                         
Cash and cash equivalents, ending balance
  $ 123,219     $ -     $ 123,219  
                         
Supplemental disclosure of cash flow information
                       
Income taxes paid
  $ -     $ -     $ -  
Interest paid
  $ -     $ -     $ -  
                         
Non-cash transactions affecting Operating,
                       
     Investing and Financing activities
                       
        Deposit converted to convertible debenture
  $ 100,000     $ -     $ 100,000  
        Issuance of common stock - shareholder note payable
  $ -     $ -     $ 101,800  
        Issuance of common stock for services
  $ -     $ -     $ 11,318  
 
(See accompanying notes to the condensed consolidated financial statements.)

 
7

 

TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

1.      Nature of Operations and Basis of Presentation
 
Nature of Operations
 
Technology Applications International Corporation (formerly Raj Ventures, Inc.) (“Technology”) was incorporated on October 14, 2009 under the laws of Florida.  Renuell Int’l, Inc. and NueEarth, Inc., Technology’s wholly owned subsidiaries and Technology, collectively, are referred to here-in as the “Company”, a development stage company.  The Company is engaged in developing market entry technology products and services into early and mainstream technology products and services.  Through our subsidiaries, we are focused on developing and manufacturing a line of technologically advanced skin care products and providing environmental management solutions that use electron particle accelerator technology.

Principles of Consolidation
 
The consolidated financial statements include the accounts of Technology Applications International Corporation and its wholly owned subsidiaries, Renuell Int’l, Inc. and NueEarth, Inc.  All significant inter-company accounts and transactions have been eliminated in consolidation.

Basis of Presentation and Going Concern Considerations
 
The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included.  Operating results for the six months ended June 30, 2012 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2012.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2011.

The accompanying financial statements have been presented on the basis that it is a going concern which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs.  The Company’s ability to continue as a going concern is highly dependent upon management’s ability to increase near-term operating cash flows and obtain additional working capital through the issuance of debt and or equity.  If the Company is unable to obtain adequate capital, it could be forced to cease operations.

These consolidated financial statements present the financial condition, and results of operations and cash flows of the operating companies.

Development Stage Risk
 
 
8

 
Since its inception, the Company has been dependent upon the receipt of capital investment to fund its operating activities.  In addition to the normal risks associated with a new business venture, there can be no assurance that the Company’s business plans will be successfully executed.  The Company’s ability to execute its business plans is dependent on its ability to obtain additional debt and equity financing and achieving a profitable level of operations.  There can be no assurance that sufficient financing will be obtained or that we will achieve a profitable level of operations.

The Company has minimal revenues generated from operations due to the sale of sample products.  Accordingly, the Company’s activities have been accounted for as those of a “Development Stage Enterprise” as set forth in Accounting Standards Codification (“ASC”) 915 “Development Stage Entities”.  Among the disclosures required are that the Company’s financial statements be identified as those of a development stage company and that the statements of operations, shareholders’ equity / (deficit) and cash flows disclose activity since the date of the Company’s inception.
 
2.      Inventories
 
Inventories are stated at the lower of cost or market value.  The Company reduces the value of its inventories to market value when the value is believed to be less than the cost of the item.
 
   
June 30, 2012
   
December 31, 2011
 
             
Packaging materials
  $ 39,911     $ 0  
Finished goods
    151,240       0  
                 
     Total Inventories
  $ 191,151     $ 0  
 
No reserves for inventory have been deemed necessary at June 30, 2012.
 
3.     Machinery and Equipment

Machinery and equipment are recorded at cost.  Expenditures for maintenance and repairs are charged to earnings as incurred whereas additions, renewals and betterments are capitalized.  When machinery and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations.  Depreciation of machinery and equipment is provided using the straight-line method over the assets estimated useful lives of approximately 3 to 7 years.  Leasehold improvements, if any, are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter.

Machinery and equipment, as of June 30, 2012 and December 31, 2011, consisted of the following:

 
Estimated Useful Lives
 
June 30, 2012
   
December 31, 2011
 
               
Computer Equipment
3 Years
  $ 4,162     $ 4,162  
Machinery and equipment
5 Years
    3,418       3,418  
Furniture and fixtures
7 Years
    14,073       14,073  
Accumulated depreciation
      (6,151 )     (4,110 )
                   
      $ 15,502     $ 17,543  
 
 
9

 
 
Depreciation expense for the six month periods ended June 30, 2012 and 2011 were $2,041 and $15, respectively.  Depreciation expense for the three month periods ended June 30, 2012 and 2011 were $1,021 and $8, respectively.
 
4.      Loan from Affiliate
 
   
June 30, 2012
   
December 31, 2011
 
Loan from affiliate bearing interest at 10.0% per annum, payable upon demand.
  $ 125,000     $ --  
                 
5.      Convertible Debenture
 

During March 2012, the Company converted the $100,000 deposit into a convertible debenture.  The convertible debenture bears interest at a rate of five-percent (5%) per annum and is payable on or before March 27, 2014.  At the Holder’s option, principle and unpaid accrued interest shall be convertible into common stock at a rate of $0.50 per share.  In addition to the common stock, the Holder shall receive warrants to purchase an equal number of shares of common stock exercisable at $1.00 per share at the earlier of 180 days after the common stock commences quotation on the OTC Bulletin Board or March 21, 2013.

The Company utilized an option valuation model to calculate the fair value of the warrants granted utilizing the following assumptions:
       
          Risk-free interest rate
 
0.19%
 
          Volatility
 
250.0%
 
          Dividend Rate
 
None
 
          Life in years
 
1.0
 

The risk-free interest rate is based upon the U.S. Treasury yield in effect at the time of grant for periods corresponding with the expected life of the warrants.  The expected volatility for 2011 was based upon the Company’s peer group in the industry in which it does business because the company did not have historical volatility data for its own stock.  The dividend rate assumption is excluded from the calculation as the Company intends to retain all earnings.  The expected life of the warrants represents management’s best estimate based upon the unknown date which the Company’s common stock shall commence quotation on the OTC Bulletin Board.

The total fair value of warrants at June 30, 2012 and December 31, 2011 was $70,800 and $0.00, respectively.  The Company accreted $19,591 and $17,651 of interest expense for the beneficial conversion feature on the warrants for the six and three month periods ended June 30, 2012.
 
6.      Capital Stock
 
Common Stock

On August 26, 2010, the Company issued 100,000 shares of its common stock to purchase equipment.

On October 20, 2011, the Company issued 101,800,000 shares of its common stock as payment for cancellation of debt for part of the amount due to its related party.

 
10

 
On October 28, 2011, the Company issued 5,727,000 shares of its common stock to a consultant as payment for services rendered.

On November 8, 2011, the Company issued 5,591,000 shares of its common stock to a consultant as payment for services rendered.

During November and December 2011, the Company issued 236,000 shares of its common stock through a private placement to several investors for total cash consideration of $118,000.

During January and February 2012, the Company issued 794,000 shares of its common stock through a private placement for total cash consideration of $397,000.
 
Stock Purchase Warrants

In conjunction with the Private Placement Memorandum dated October 28, 2011, the Company is offering up to 10,000 Units.  Each Unit consists of 1,000 shares of common stock priced at $0.50 per share and one Class A Warrant to purchase 1,000 shares of common stock with an exercise price of $1.00 per share.  These warrants expire on the earlier of (i) 180 days after the common stock commences quotation on the OTC Bulletin Board or (ii) one year after the date of issuance.

Warrants to purchase up to 1,030,000 shares of common stock have been issued in accordance with the Private Placement Memorandum stated above and are outstanding at June 30, 2012.  As these warrants were issued as part of a unit sold, there has been no value assigned to them.
 
7.      Income Taxes
 
As of December 31, 2011, the Company had net operating loss carry forwards for income purposes of approximately $454,000 that may be offset against future taxable income.  The net operating loss carry-forwards expire through the year 2033.  Current tax laws limit the amount of loss available to be offset against future taxable income when a substantial change in ownership occurs or a change in the nature of the business.  Therefore, the amount available to offset future taxable income may be limited.
 
No tax benefit has been reported in the consolidated financial statements for the realization of loss carry-forwards, as the Company believes there is high probability that the carry-forwards will not be utilized in the foreseeable future. Accordingly, the potential tax benefits of the loss carry-forwards are offset by a valuation allowance as follows:
       
  Deferred tax asset
  $ 174,000  
  Valuation allowance
    (174,000 )
       Net
  $ -  
 
 
11

 
 
8.      Related Parties
 
An affiliate of the Company, an entity owned by the Company’s President, has been funding operations of the Company by making payments directly to third parties or advancing monies to the Company.  These amounts bear no interest and are payable on demand.  Amounts due to the affiliate at June 30, 2012 and December 31, 2011 are approximately $163,500 and $117,900, respectively.

The Company periodically rents a recreational vehicle from an affiliate of the Company, an entity owned by the Company’s President, which is utilized for advertising and promotional events.  The Company is charged $1,729 for each month of use and is payable in arrears.  For the three and six months ended June 30, 2012, the Company recorded expense of $5,186 and $8,675, respectively.  At June 30, 2012, the Company owes the affiliate $1,729 which is carried as a component of accrued expenses.  No amounts were expensed during 2011 nor due at December 31, 2011.

The Company entered into a loan agreement with an affiliate, an entity owned by the Company’s President.  Refer to Note 4.
 
9.     Recent Accounting Pronouncements
 
On January 1, 2012, the Company adopted Accounting Standards Update 2011-05, Comprehensive Income (Topic 220): Presentation of Comprehensive Income (ASU 2011-05) which requires presentation of the components of net income and other comprehensive income either as one continuous statement or as two consecutive statements and eliminates the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity. The standard does not change the items that must be reported in other comprehensive income, how such items are measured or when they must be reclassified to net income. The adoption of this guidance did not have any impact on the Company’s condensed consolidated financial statements.

On January 1, 2012, the Company adopted Accounting Standards Update 2011-04 Fair Value Measurements (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS (“ASU No. 2011-04”).  In May 2011, the FASB issued an amendment to the accounting guidance for fair value measurement and disclosure.  ASU No. 2011-04 provides a uniform framework for fair value measurements and related disclosures between GAAP and International Financial Reporting Standards (“IFRS”) and requires additional disclosures, including: (i) quantitative information about unobservable inputs used, a description of the valuation processes used, and a qualitative discussion about the sensitivity of the measurements to changes in the unobservable inputs, for Level 3 fair value measurements; (ii) fair value of financial instruments not measured at fair value but for which disclosure of fair value is required, based on their levels in the fair value hierarchy; and (iii) transfers between Level 1 and Level 2 of the fair value hierarchy.  ASU No. 2011-04 is effective for interim and annual periods beginning on or after December 15, 2011.  The adoption of this update on January 1, 2012 is not expected to have a material impact on the Company’s condensed consolidated financial statements.                                                                               .
 
10.           Subsequent Events
 
Pursuant to Accounting Standards Codification 855-10, the Company has evaluated all events or transactions that have occurred from January 1, 2012 through the filing with the SEC.  The Company did not have any material recognizable subsequent events during this period.
 
 
12

 
 
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION

FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) contains forward-looking statements that involve known and unknown risks, significant uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed, or implied, by those forward-looking statements. You can identify forward-looking statements by the use of the words may, will, should, could, expects, plans, anticipates, believes, estimates, predicts, intends, potential, proposed, or continue or the negative of those terms. These statements are only predictions. In evaluating these statements, you should consider various factors which may cause our actual results to differ materially from any forward-looking statements. Although we believe that the exceptions reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update publicly any forward-looking statements for any reason.
 
RESULTS OF OPERATIONS

Working Capital
     
 
June 30, 2012
$
December 31, 2011
$
Current Assets
321,590
179,328
Current Liabilities
249,347
228,367
Working Capital (Deficit)
72,243
(49,039)

Cash Flows
     
 
June 30, 2012
$
June 30, 2011
$
Cash Flows from (used in) Operating Activities
(513,093)
(84,156)
Cash Flows from (used in) Financing Activities
462,224
103,721
Cash Flows from (used in) Investing Activities
(275)
(19,565)
Net Increase (decrease) in Cash During Period
(51,144)
-

Results for the Quarter Ended June 30, 2012 Compared to the Quarter Ended June 30, 2011

Operating Revenues

The Company’s revenues for the three months ended June 30, 2012 and June 30, 2011 were $1,450 and $0, respectively.

Cost of Revenues
 
The Company’s cost of revenues for the three months ended June 30, 2012 and June 30, 2011 were $321 and $0, respectively.

Gross Profit

 
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The Company’s gross profit for the three months ended June 30, 2012 and June 30, 2011 was $1,129 and $0, respectively.

General and Administrative Expenses

General and administrative expenses for the three months ended June 30, 2012 and June 30, 2011 were $190,922 and $41,698, respectively.  General and administrative expenses consisted primarily of consulting fees, officer compensation, interest expense and professional fees.  The increase was primarily attributable to an increase in officer compensation and consulting fees appropriate for being a public company.

Net Loss
 
Net loss for the three months ended June 30, 2012 was $(189,793) compared with a net loss of $(41,698) for the three months ended June 30, 2011.  The increased loss is due to normal operating expenses but with minimal sales.
 
Results for the Six Months Ended June 30, 2012 Compared to the Six Months Ended June 30, 2011

Operating Revenues

The Company’s revenues for the six months ended June 30, 2012 and June 30, 2011 were $1,450 and $0, respectively.

Cost of Revenues

The Company’s cost of revenues for the six months ended June 30, 2012 and June 30, 2011 were $321 and $0, respectively.

Gross Profit

The Company’s gross profit for the six months ended June 30, 2012 and June 30, 2011 was $1,129 and $0, respectively.

General and Administrative Expenses

General and administrative expenses for the six months ended June 30, 2012 and June 30, 2011 were $398,249 and $85,046, respectively.  General and administrative expenses consisted primarily of consulting fees, officer compensation, interest expense and professional fees.  The increase was primarily attributable to an increase in officer compensation and consulting fees appropriate for being a public company.

Net Loss

Net loss for the six months ended June 30, 2012 was $(397,120) compared with a net loss of $(85,046) for the six months ended June 30, 2011.  The increased loss is due to normal operating expenses but with minimal sales.
 
Results for the Period from October 14, 2009 (inception of development stage) Through June 30, 2012

Operating Revenues

The Company’s revenues for the period from October 14, 2009 (inception of development stage) through June 30, 2012 were $2,950.

Cost of Revenues

 
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The Company’s cost of revenues for the period from October 14, 2009 (inception of development stage) through June 30, 2012 were $946.

Gross Profit

The Company’s gross profit for the period from October 14, 2009 (inception of development stage) through June 30, 2012 was $2,004.

General and Administrative Expenses

General and administrative expenses for the period from October 14, 2009 (inception of development stage) through June 30, 2012 were $654,408.  General and administrative expenses consist primarily of consulting fees, officer compensation, interest expense and professional fees appropriate for being a public company.

Net Loss

Net loss for the period from October 14, 2009 (inception of development stage) through June 30, 2012 was $(652,404).
 
Liquidity and Capital Resources

As at June 30, 2012, the Company had a cash balance and asset total of $123,219 and $339,002, respectively, compared with $174,363 and $198,551 of cash and total assets, respectively, as at December 31, 2011. The decrease in cash was due to normal operating activities whereas the increase in total assets was due to the purchase of inventory for operations.

As at June 30, 2012, the Company had total liabilities of $298,138 compared with $228,367 as at December 31, 2011. The increase in total liabilities was attributed to the issuance of a note payable in the amount of $125,000 and an increase in accrued salaries of $60,000.  These were, however, slightly offset by a repayment of certain advances from an affiliate in the amount of approximately $79,000.

The overall working capital decreased from $241,402 at December 31, 2011 to $72,243 at June 30, 2012.

Cashflow from Operating Activities

During the six months ended June 30, 2012, cash used in operating activities was $(513,093) compared to $(84,156) for the six months ended June 30, 2011. The increase in the amounts of cash used for operating activities was primarily due to the purchase of inventory and packaging materials for the sale of its skin care products.

Cashflow from Investing Activities

During the six months ended June 30, 2012 cash used in investing activities was $(275) compared to $(19,565) for the six months ended June 30, 2011.

Cashflow from Financing Activities

During the six months ended June 30, 2012, cash provided by financing activity was $462,224 for the six months ended June 30, 2012 compared to $103,721 for the six months ended June 30, 2011.  The increase in cash provided by financing activities is due to the Company’s sale of common stock during February and March, 2012 netting approximately $416,000 as well as receiving a $125,000 loan from an affiliate on June 24, 2012.

Quarterly Developments

 
15

 
On May 15, 2012, the Company’s Board of Directors approved a salary that commenced January 1, 2012 to the Company’s CEO, Charles J. Scimeca, in the amount of $10,000 (ten thousand) a month or its equivalent in stock, based on the stock’s current offering price to Investors and was approved, accepted, ratified and confirmed in all respects by the Board of Directors.

On May 16, 2012, the Company’s Board of Directors approved a salary that commenced May 16, 2012 to the Company’s Vice President, John Stickler, in the amount of $5,000 (five thousand) per month and was approved, accepted, ratified and confirmed in all respects by the Board of Directors.

On May 16, 2012, John Stickler was appointed as a Director and Vice President of the Company; to serve until the next annual meeting of the shareholders and/or until his successor is duly appointed.

John Stickler – Mr. Stickler has worked as a sales and marketing professional for over nineteen years. His experience is mainly in the corporate management of sales and in the selling of a product. He has consistently achieved high levels of performance either meeting or exceeding sales goals in a variety of business environments throughout his career. Over the past five years Mr. Stickler has been involved in the development of a cosmetic line using N.A.S.A. technology for Renuell, Inc. During that time Mr. Stickler was also a partner in several Real Estate projects in the Washington D.C. and Caribbean regions. The Board believes that in light of Mr. Sticklers past sales experience and level of knowledge with the N.A.S.A. technology that he would be a great addition to the Company.
 
On June 24, 2012, the Company executed an Unsecured Promissory Note (the “Coast Equity Note”) to Coast to Coast  Equity Group, Inc.,Inc. (‘Coast to Coast”).  Under the terms of the Coast Equity Note, the Company borrowed a total of $125,000 from Coast to Coast, which accrues interest at a rate of 10% (ten percent) per annum.  Principal and accrued interest is payable upon demand.  The Coast Equity Note also contains customary events of default.
 
Going Concern

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive acquisitions and activities. For these reasons, our auditors stated in their report on our audited financial statements that they have substantial doubt that we will be able to continue as a going concern without further financing.

Future Financings

We will continue to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that we will achieve any additional sales of the equity securities or arrange for debt or other financing to fund our operations and other activities.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely 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 stockholders.

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.

 
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We regularly evaluate the accounting policies and estimates that we use to prepare our financial statements. A complete summary of these policies is included in the notes to our financial statements. In general, management's estimates are based on historical experience, on information from third party professionals, and on various other assumptions that are believed to be reasonable under the facts and circumstances. Actual results could differ from those estimates made by management.

Recently Issued Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by our company in the reports that it files or submits under the Exchange Act is accumulated and communicated to our management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management carried out an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 ("Exchange Act").

Based on this evaluation, our principal executive and principal financial and accounting officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) were effective as of June 30, 2012.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 
 

 
 
PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which our director, officer or any affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 1A.  RISK FACTORS
 
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

1.Quarterly Issuances:

During the quarter, we did not issue any unregistered securities other than as previously disclosed.

2. Subsequent Issuances:

Subsequent to the quarter, we did not issue any unregistered securities other than as previously disclosed.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. [REMOVED AND RESERVED]

ITEM 5. OTHER INFORMATION

None.

 
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ITEM 6. EXHIBITS
     
Exhibit Number
Description of Exhibit
Filing
3.01
Articles of Incorporation
Filed with the SEC on January 19, 2010 as part of our Registration of Securities on Form 10-12G.
3.01(a)
Restated Articles of Incorporation
Filed with the SEC on April 18, 2011 as part of our Current Report on Form 8-K.
3.02
Bylaws
Filed with the SEC on January 19, 2010 as part of our Registration of Securities on Form 10-12G.
     
3.02(a)
Amended Bylaws
Filed with the SEC on April 18, 2011 as part of our Current Report on Form 8-K.
10.01
Lease between Brickell Bay Tower Ltd., Inc. and Raj Ventures, Inc. dated October 18, 2010
Filed with the SEC on March 28, 2010 as part of our Annual Report on Form 10-K.
10.02
Share Purchase Agreement by and among Raj Ventures, Inc., Willowhuasca Wellness, Inc., and Raj Ventures Funding, Inc., dated April 12, 2010
Filed with the SEC on April 12, 2010 as part of our Current Report on Form 8-K.
10.03
Bill of Sale and Assignment between Raj Ventures, Inc., and High Voltage Environmental Applications, Inc., dated as of August 26, 2010
Filed with the SEC on September 1, 2010 as part of our Current Report on Form 8-K.
     
10.04
Distribution Agreement between Regenetech, Inc. and Renuéll Int’l, Inc., dated December 29, 2011 and Amended on January 23, 2011.
Filed with the SEC on April 16, 2012 as part of our Annual Report on Form 10-K.
10.05
Promissory Note between the Company and Joe-Val, Inc., dated March 27, 2012
Filed with the SEC on March 27, 2012 as part of our Current Report on Form 8-K.
10.06
Promissory Note between the Company and Coast to Coast Equity Group, Inc., Inc., dated June 25, 2012
Filed herewith.
21.01
List of Subsidiaries
Filed with the SEC on April 16, 2012 as part of our Annual Report on Form 10-K.
     
31.01
Certification of Principal Executive Officer Pursuant to Rule 13a-14
Filed herewith.
31.02
Certification of Principal Financial Officer Pursuant to Rule 13a-14
Filed herewith.
32.01
Certification of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act
Filed herewith.
101.INS*
XBRL Instance Document
Filed herewith.
101.SCH*
XBRL Taxonomy Extension Schema Document
Filed herewith.
101.CAL*
XBRL Taxonomy Extension Calculation Linkbase Document
Filed herewith.
101.LAB*
XBRL Taxonomy Extension Labels Linkbase Document
Filed herewith.
101.PRE*
XBRL Taxonomy Extension Presentation Linkbase Document
Filed herewith.
101.DEF*
XBRL Taxonomy Extension Definition Linkbase Document
Filed herewith.

*Pursuant to Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

 
19

 
SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
       
   
TECHNOLOGY APPLICATIONS INTERNATIONAL CORPORATION
 
 
Dated: August 10, 2012
 
 
/s/ Charles J.  Scimeca
 
   
CHARLES J. SCIMECA
 
   
Its: President, Chief Executive Officer, Chief Financial Officer, Secretary and Treasurer
 

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated.
       
Dated: August 10, 2012
 
/s/ Charles J.  Scimeca
 
    By: CHARLES J. SCIMECA  
   
Its: Director
 
Dated: August 10, 2012
     
    /s/ John Stickler  
    By: JOHN STICKLER  
   
Its: Director
 
 
 
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