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 January 31, 2015

[  ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to ______.

Commission File Number: 333-182199

Energizer Tennis, Inc.

(Exact name of registrant as specified in its charter)

Nevada	99-0377575
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Suite 3, 219 Bow Road Docklands, London E3 2SJ, United Kingdom

(Address of principal executive offices) (Zip Code)

+44 203 086 8131

(Registrant’s telephone number, including area code)  ________________________________________________ (Former name or former address, if changed since last report)

 

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

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes   [   ] No

 

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

 

Large accelerated filer	[   ]		Accelerated filer	[   ]
Non-accelerated filer	[   ]	(Do not check if a smaller reporting company)	Smaller reporting company	[X]

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

As of March 3, 2015, there were 2,947,500 shares of the issuer’s $.001 par value common stock issued and outstanding.

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Table of Contents                                                                                                                                                    Financial Statements

TABLE OF CONTENTS

PART I
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	15
Item 4.	Controls and Procedures	15
PART II
Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3.	Defaults Upon Senior Securities	16
Item 4.	Mine Safety Disclosures	16
Item 5.	Other Information	16
Item 6.	Exhibits	16

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Table of Contents                                                                                                                                                    Financial Statements

PART I

Item 1. Financial Statements

Energizer Tennis Inc.
Balance Sheets
						As of		As of
						January 31,		April 30,
						2015		2014
						(Unaudited)		(Audited)
ASSETS
	CURRENT ASSETS:
			Cash		$	44	$	44
			Prepaid Expenses			-		1,870
	Total Current Assets					44		1,914
	FIXED ASSETS
		Plant, Property, Equipment, net of accumulated depreciation of $1116 and $883, respectively.				131		365
		Intangibles - instructional videos, net of accumulated amortization of $711 and $313, respectively.				4,282		4,503
		Intangibles- website development, net of accumulated amortization of $2,739 and $2,199, respectively.				10,436		10,976
	Total Fixed Assets					14,849		15,844
TOTAL ASSETS					$	14,893	$	17,758
COMMITMENTS AND CONTINGENCIES (Note 10)
LIABILITIES AND EQUITY (DEFICIT)
	CURRENT LIABILITIES:
		Accounts Payable				4,234		966
		Accrued Expenses				12,500		3,900
		Advances from Stockholders				-		23,730
	Total Liabilities					16,734		28,596
	ENERGIZER TENNIS INC. STOCKHOLDERS' EQUITY (DEFICIT):
		Preferred stock, $.001 par value.  Authorized 10,000,000 shares,				-		-
			0 shares issued and outstanding.
		Common stock, $.001 par value. 100,000,000 authorized shares				2,948		2,948
			and 2,947,500 and 2,947,500 shares issued and outstanding, respectively
		Additional Paid in Capital				126,673		72,571
		Retained earnings				(131,462)		(86,357)
	Total Energizer Tennis Inc. Stockholders' Equity					(1,841)		(10,838)
TOTAL LIABILITIES & EQUITY (DEFICIT)					$	14,893	$	17,758
The accompanying notes are an integral part of these unaudited, condensed financial statements.

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Energizer Tennis Inc.
Statements of Operations (Unaudited)
						Three Months			Three Months		Nine Months		Nine Months
						Ended			Ended		Ended		Ended
						January 31,			January 31,		January 31,		January 31,
						2015			2014		2015		2014
	Revenues
		Revenues			$	-		$	-	$	-	$	-
	Cost of Goods Sold
		Cost of Goods Sold				-			-		-		-
	Gross Profit					-			-		-		-
	General & Administrative Expenses
		Depreciation and Amortization				327			465		994		1,100
		General & Administrative Expenses				15,069			1,617		28,924		19,148
		Professional Fees				3,363			3,146		15,187		11,119
	Total General & Administrative Expenses					18,759			5,228		45,105		31,367
	Operating loss				$	(18,759)			(5,228)	$	(45,105)	$	(31,367)
		Other income				-			13,000		-		13,000
		Interest Expense				-			-		-		-
	Net profit/(loss)					(18,759)			7,772		(45,105)		(18,367)
	Loss per share
		Basic				(0.00)			(0.00)		(0.02)		(0.02)
		Diluted				(0.00)			(0.00)		(0.02)		(0.02)
	Weighted average number of					2,947,500			2,947,500		2,947,500		2,947,500
	common shares outstanding
The accompanying notes are an integral part of these unaudited, condensed financial statements.

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Energizer Tennis Inc.
Statements of Cash Flows (Unaudited)
						Nine Months		Nine Months
						Ended		Ended
						January 31,		January 31,
						2015		2014
		CASH FLOWS FROM OPERATING ACTIVITIES
			Net loss		$	(45,105)	$	(18,367)
			Adjustments to reconcile Net Loss
			to net cash provided by operations:
				Depreciation and Amortization		994		1,100
				Forgiveness of Debt by related party		47,403		3,278
				Additional paid-in capital in exchange for facilities provided by related party		2,700		2,700
				Additional paid-in capital in exchange for contributed services		4,000
				Increase/Decrease in accounts payable		(1,732)		(15,387)
				Increase/Decrease in accrued expenses		8,600		1,000
				Advances from Stockholders		(18,729)		13,769
				Increase/Decrease in prepayments		1,870		(1,970)
		Net cash used in Operating Activities				0		(13,876)
		CASH FLOWS FROM INVESTING ACTIVITIES
				Furniture and Equipment		-		-
				Intangibles		-		-
		Net cash used in Investing Activities				-		-
		CASH FLOWS FROM FINANCING ACTIVITIES
			Proceeds from sale of common stock			-		-
			Retained Earnings			-		-
		Net cash provided by Financing Activities				-		-
		Net cash increase for period				0		(13,876)
		Cash at beginning of period				44		13,920
Cash at end of period						44		44
The accompanying notes are an integral part of these unaudited, condensed financial statements.

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Energizer Tennis, Inc.

Notes to Unaudited, Condensed Financial Statements

January 31, 2015

NOTE 1.  BACKGROUND INFORMATION

Organization and Business

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

NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the SEC.  The Financial Statements have been prepared using the accrual basis of accounting in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States (See Note 3 regarding the assumption that the Company is a “going concern”).  

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, these condensed financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These financial statements should be read in conjunction with the financial statements for the year ended April 30, 2014 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the “SEC”).

The results of operations for the nine month period ended January 31, 2015 are not necessarily indicative of the results for the full fiscal year ending April 30, 2015.

Use of Estimates

The preparation of financial statements in conformity with GAAP in the United States of America 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 of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Fiscal Year End

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

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents were $44 at January 31, 2015 and April 30, 2014.

Cash Flows Reporting

The Company follows ASC 230, Statement of Cash Flows, for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by ASC 230 to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash

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receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period.

Commitments and Contingencies

The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies.  Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated.  There were no commitments nor contingencies as of January 31, 2015 and April 30, 2014.

Earnings (Loss) Per Share

The Company computes basic and diluted earnings per share amounts in accordance with ASC Topic 260, Earnings per Share. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.  Diluted earnings per share is not presented due to the net loss and presentation would be anti-dilutive.  There were no common stock equivalents as of January 31, 2015.

Fair Value of Financial Instruments

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

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

Level 1:

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

Level 2:

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

Level 3:

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

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of January 31, 2015. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts payable and accrued expenses.

The Company applied ASC 820 for all non-financial assets and liabilities measured at fair value on a non-recurring basis.

Income Taxes

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

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or settled.  Under ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs.

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

The Company files income tax returns in the United States which are subject to examination by tax authorities in these jurisdictions.  Generally, three years of returns remain subject to examination by major tax jurisdictions.  The state impact, if any, of any federal changes to prior year remains subject to examination for a period of up to five years after formal notification to the states.

 

The Company has evaluated tax positions in accordance with ASC 740, Income Taxes, and has not identified any significant tax positions, other than those disclosed.

Long-Lived Assets

Property and equipment is stated at cost.  Depreciation is computed by the straight-line method over estimated useful lives (3-7 years).  Intellectual property assets are stated at their fair value acquisition cost. Amortization of intellectual property assets is calculated by the straight line method over their estimated useful lives (15 years).  Historical costs are reviewed and evaluated for the net realizable value of the assets. The carrying amount of all long-lived assets is evaluated periodically to determine if adjustment to the depreciation and amortization period or the unamortized balance is warranted. Based upon its most recent analysis, the Company believes that no impairment of long-lived assets existed at January 31, 2015.

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

Foreign Currency

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

The financial statements of the Company are translated to USD in accordance with ASC 830, Foreign Currency Translation Matters.  Assets and liabilities are translated at the current exchange rate prevailing at the balance sheet date. Equity accounts are translated at historical amounts. Revenues and expenses are translated using average rates during the year.

Related parties

The Company follows ASC 850, Related Party Disclosures, for the identification of related parties and disclosure of related party transactions.

NOTE 3.  GOING CONCERN

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

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

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

NOTE 4.  RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption.

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

In February 2015, FASB issued Accounting Standards Update (ASU) No. 2015-02, Consolidation (Topic 810). The amendments in this update are effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015.  The amendments in this update simplify the codification and reduce the number of consolidation models by eliminating the indefinite deferral of Statement 167 and placing more emphasis on the risk of loss when determining controlling financial interests.   Early adoption is permitted, but not required. As the objective of this standard is to reduce cost and complexity and alleviate uncertainty while maintaining or improving the usefulness of information provided to the users of financials statements, the adoption of this standard is not expected to impact our financial position or results of operations.

In January 2015, FASB issued Accounting Standards Update (ASU) No. 2015-01, Income Statement-Extraordinary and Unusual Items (Subtopic 225-20).  This update eliminates from GAAP the concept of extraordinary items.  The amendments in this update are effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2015.  The amendment may be applied both prospectively and retrospectively.  Early adoption is permitted, but not required; as long as the standard is applied from the beginning of the fiscal year of adoption. As the objective of this standard is to reduce cost and complexity and alleviate uncertainty while maintaining or improving the usefulness of information provided to the users of financials statements, the adoption of this standard is not expected to impact our financial position or results of operations.

In August 2014, FASB issued Accounting Standards Update (ASU) No. 2014-15, Presentation of Financial Statements – Going Concern; Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern.  The amendments in this update provide guidance in GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. In doing so, the amendments should reduce diversity in the timing and content of footnote disclosures.  The guidance is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter.  Early adoption is permitted but not required.   As the objective of this accounting standard is to provide guidance on the disclosure of uncertainties about an entity’s ability to continue as a going concern, the adoption of this standard is not expected to impact our financial position or results of operations.

In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915):  Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation.  The amendments in this update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities and also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk.  These amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein, with early application permitted.  We early adopted this ASU in July 2014. As the objective of the amendments in this update is to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements for development stage entities our early adoption of this guidance has not impacted our financial position or results of operations.

In February 2013, the FASB issued ASU 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income. This newly issued accounting standard requires an entity to present either in a single note or parenthetically on the face of the financial statements; the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source.  If a component is not required to be reclassified to net income in its entirety, it is cross-referenced to the related footnote for additional information.  This ASU was effective for reporting periods beginning after December 15, 2012.  As the objective of this accounting standard is to improve the reporting of classifications out of

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accumulated other comprehensive income and the information is already required to be disclosed elsewhere in the financial statements the adoption of this standard did not impact our financial position or results of operations.

NOTE 5.  PREPAID EXPENSES

Prepaid expense totaled $0 and $1,870 at January 31, 2015 and April 30, 2014, respectively; and consisted solely of a legal retainer.

NOTE 6.  PROPERTY AND EQUIPMENT

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

	January 31,		April 30,
	2015		2014
Property and equipment	1,247		1,247
Less accumulated depreciation	1,116		882
Property and equipment, net	131		365

Assets are depreciated over their useful lives beginning when placed in service. Depreciation expenses were $78 and $231 for each of the three and nine month periods ended January 31, 2015 and 2014.  Present assets are expected to be fully depreciated in less than one year.

NOTE 7.  INTANGIBLES

Intangibles consisted of:

	January 31,		April 30,
	2015		2014
Website development	13,174		13,174
Instructional videos	4,816		4,816
Less accumulated amortization	3,273		2,512
Intangibles, net	14,718		15,478

Intangible assets are amortized over their useful lives beginning when placed in service. Amortization expenses were $249 and $761 for the three and nine months ended January 31, 2015 and $267 and $814 for the three and nine months ended January 31, 2014, respectively. Estimated aggregate amortization expense is $1,200 for each of the next five years.

NOTE 8.  ACCRUED EXPENSES

Accrued expenses totaled $12,500  at January 31, 2015 and consisted of accrued salary and professional fees. Accrued expenses at April 30, 2014 consisted of professional fees and totaled $3,900.

NOTE 9.  INCOME TAXES

The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods.  The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from the net operating losses and other temporary differences, the realization of which could not be considered more likely than not.  In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not.  As of January 31, 2015, the Company has incurred net losses of approximately $131,462, resulting in a net operating loss for income tax purposes. NOLs begin expiring in 2032.  The loss results in a deferred tax asset of approximately $41,600 at the effective statutory rate of 35%.  The deferred tax asset has been off-set by an equal valuation allowance.

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		January 31, 2015			April 30, 2014
Deferred tax asset, generated from net operating loss at statutory rates		$	46,000		$	30,200
Valuation allowance			(46,000)			(30,200)
		$	—		$	—

The reconciliation of the effective income tax rate to the federal statutory rate is as follows:

Federal income tax rate			35.0	%
Increase in valuation allowance			(35.0	%)
Effective income tax rate			0.0	%

NOTE 10.  COMMITMENTS AND CONTINGENCIES

Litigation

The Company is not presently involved in any litigation.

Lease Obligations

At January 31, 2015, the Company does not have any capital or operating leases.  The Company uses office space with a value of $300 per month that is contributed in kind by the Company's CEO.

NOTE 11.  RELATED PARTY TRANSACTIONS

Equity

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

Advances from shareholders

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

Advances from our CEO, who is also a shareholder, during the nine months ended January 31, 2015 totaled $23,673.

On January 30, 2015 Alexander Farquharson, our former CEO and shareholder waived $47,403 of shareholder advances in advances owed to him by the company. This amount representing 100 %of amounts owed at January 31, 2015 has been contributed to additional paid in capital.

Other

The Company neither owns nor leases any real or personal property. Our CEO has provided office space without charge. Rental expense is recorded in the financial statements as additional paid-in capital and totaled $2,700 for the nine months ended January 31, 2015.

NOTE 12.  SHAREHOLDERS’ EQUITY

Common Stock

The authorized common stock of the Company consists of 100,000,000 shares with a par value of $0.001.  There were 2,947,500 shares of common stock issued and outstanding as of January 31, 2015.

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

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on April 18, 2013.

The Company does not have any potentially dilutive instruments as of January 31, 2015 and, thus, anti-dilution issues are not applicable.

Preferred Stock

The authorized preferred stock of the Company consists of 10,000,000 shares with a par value of $0.001.  The Company has not issued any shares of Class A Convertible Preferred Stock as of January 31, 2015.

Pertinent Rights and Privileges

Holders are not entitled to pre-emptive or referential rights to subscribe to unissued stock or other securities. Holders do not have cumulative voting rights.  Preferred stockholders of Class A Convertible Preferred Stock do not have a right to vote their shares.

Additional Paid In Capital

Our CEO contributed office space valued at $2,700 in the periods ending January 31, 2015 and 2014.

A non-related party contributed accounting and tax services totaling $4,000 during the period ending January 31, 2015.

On January 30, 2015, Alexander Farquharson, our former CEO and shareholder waived $47,403 of shareholder advances in advances owed to him by the company. This amount representing 100 %of amounts owed at January 31, 2015 has been contributed to additional paid in capital.

NOTE 13.  SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date these financial statements were issued. Based on our evaluation no events have occurred requiring adjustment or disclosure to the financial statements other than the below-listed:

On February 13, 2015, the Board of Directors unanimously approved a dividend whereby the shareholders of Energizer Tennis, Inc. (the “Company”) will receive a dividend payable as a thirty-for-one (30:1) forward split of the issued and outstanding shares of Common Stock of the Company.  Shareholder approval is not required.  The record date of the forward split has been set as March 5, 2015 and the effective date and payment date are set for March 7, 2015.  Existing shareholders will not have to surrender their existing share certificates as new certificates will be issued.

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

Forward-looking Statements.

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

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

Critical Accounting Policies and Estimates.

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

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

For a full description of our critical accounting policies, please refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2014 Annual Report on Form 10-K.

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

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

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements for the period ended January 31, 2015, together with notes thereto, which are included in this report.

Change of Control of Registrant

 

On November 25, 2014, Alexander Farquharson, officer, director and majority shareholder of Energizer Tennis, Inc. (the “Company”), sold all of his restricted common shares in the Company, totaling an aggregate of 2,000,000 shares of the common stock of the Company, to Mayya Khalay in a private transaction.  As a result of this transaction, Mayya Khalay owns approximately 68% of the issued and outstanding shares of common stock of the Company and is the now the majority shareholder of the Company.

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Changes in Management of Registrant

Effective December 5, 2014, Ella German resigned as Secretary, Treasurer, and, Chief Financial Officer; the resignation was not the result of any disagreement.  Robert Thompson was appointed Secretary, Treasurer, Chief Financial Officer, and Director, also effective December 5, 2014

Effective January 29, 2015, Alexander Farquharson resigned as Chief Executive Officer, President, and Director; the resignation was not the result of any disagreement.  Robert Thompson was appointed Chief Executive Officer, President, and Director, also effective January 29, 2015.

Results of Operations.

For the three months ended January 31, 2015 and 2014.

Revenue

We had no revenues in either period.

Operating expenses

Operating expenses consist of depreciation and amortization; general and administrative; and, professional fees. Total operating expenses were $9,258 and $5,228. The increase is attributable to increased professional fees, primarily audit and review and accounting and tax services.

For the nine months ended January 31, 2015 and 2014.

Revenue

We had no revenues in either period.

Operating expenses

Operating expenses consist of depreciation and amortization; general and administrative; and, professional fees. Total operating expenses were $45,105 and $31,367. General and administrative expenses had a net increase of approximately $9,800, primarily attributable to officer salary of $5,000 per month.  Professional fees increased approximately $4,100 primarily attributable to audit and review and accounting and tax fees.

Net Profit/Loss.  Our net losses are the same as our operating expenses for the respective periods as there are no revenues.

Liquidity and Capital Resources.  As of January 31, 2015, we have cash of $44 which constitutes our total current assets. Our total assets of $14,893 consist of our current assets of $0 and fixed assets with a net book value of $131 and other assets, comprised of intangible assets with a net book value of $14,718.

As of January 31, 2015, we had current liabilities of $16,734, consisting of accounts payable of $4,234 and accrued expenses of $12,500.  

We have no long-term liabilities or commitments or contingencies.

In the opinion of management, available funds are not sufficient to satisfy our working capital requirements for the next twelve months. We cannot guarantee that we will obtain additional financing or generate sufficient revenues to meet our working capital requirements. Our failure to raise additional capital will negatively impact our business and, potentially, our ability to continue operations.  Accordingly, the notes to our financial statements for the period ended January 31, 2015 disclose uncertainty as to our ability to continue as a going concern.

Our forecast for the period for which our financial resources will be adequate to support our operations involves risks and uncertainties and actual results could fail as a result of a number of factors.  We intend to pursue capital through public or private financing as well as borrowings and other sources, such as our officers and directors. We cannot guarantee that additional funding will

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be available on favorable terms, if at all. If adequate funds are not available, we hope that our officers and directors will contribute funds to pay for our expenses to achieve our objectives over the next twelve months, although we cannot guarantee they will do so.  We have no formal or informal arrangement with any of our officers, directors or principal shareholders to advance funds to us.

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

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

Off Balance Sheet Arrangements

We had no off balance sheet arrangements at January 31, 2015.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures. We maintain disclosure controls and procedures (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding disclosure.  In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our management, with the participation of our chief executive officer and chief financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of January 31, 2015.  Based on their evaluation, our chief executive officer and chief financial officer have concluded that, as of January 31, 2015, our disclosure controls and procedures were not effective.

For a full discussion of our internal control over financial reporting, please refer to Item 9A, “Controls and Procedures” in our 2014 Annual Report on Form 10-K.

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

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

31.1		Certification of Principal Executive Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934 (1)
31.2		Certification of Principal Financial Officer, pursuant to Rule 13a-14 and 15d-14 of the Securities Exchange Act of 1934 (1)
32.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
32.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
101.ins		Instance Document (1)
101.sch		XBRL Taxonomy Schema Document (1)
101.cal		XBRL Taxonomy Calculation Linkbase Document (1)
101.def		XBRL Taxonomy Definition Linkbase Document (1)
101.lab		XBRL Taxonomy Label Linkbase Document (1)
101.pre		XBRL Taxonomy Presentation Linkbase Document (1)
(1)	Filed herewith.

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SIGNATURES

 

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

 

 

	Energizer Tennis, Inc., a Nevada corporation
March 4, 2015	By:	/s/ Robert Thompson
	Its:	Robert Thompson President, Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary, Director (Principal Executive and Financial Officer)

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