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x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2011
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
For the transition period from N/A to N/A
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Nevada
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20-3464383
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( State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification No.)
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Large accelerated filer
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¨
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Accelerated filer
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¨
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Non–Accelerated filer
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¨
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Small reporting company
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x
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Class
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Outstanding at August 15, 2011
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Common stock, $0.01 par value
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72,824,496
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PAGE
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|||
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PART I - FINANCIAL INFORMATION
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|||
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Item 1.
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Condensed Consolidated Financial Statements
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1 |
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Condensed Consolidated Balance Sheets
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2 | |
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Condensed Consolidated Statement of Operations
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3 | |
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Condensed Consolidated Statement of Cash Flows
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4 | |
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Notes to Condensed Consolidated Financial Statements
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5 | |
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Item 2.
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Management Discussion & Analysis of Financial Condition and Results of Operations
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14 |
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
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16 |
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Item 4.
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Controls and Procedures
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17 |
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PART II - OTHER INFORMATION
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|||
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Item 1.
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Legal Proceedings
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18 |
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Item 1A.
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Risk Factors
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18 |
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds
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19 |
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Item 3.
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Defaults Upon Senior Securities
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19 |
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Item 5.
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Other information
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19 |
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Item 6.
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Exhibits
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19 |
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31.1
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Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.
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31.2
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Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.
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32.2
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Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.
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32.2
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Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.
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Item 1.
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Financial Statements
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BOND LABORATORIES, INC.
|
||||||||
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||||||||
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(Unaudited)
|
||||||||
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ASSETS:
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June 30,
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December 31,
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||||||
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2011
|
2010
|
|||||||
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CURRENT ASSETS
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||||||||
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Cash
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$ | 263,932 | $ | 445,662 | ||||
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Accounts receivables - net
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1,269,186 | 574,616 | ||||||
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Inventory
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1,974,753 | 1,473,605 | ||||||
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Prepaid expenses and other current assets
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53,156 | 54,045 | ||||||
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Total current assets
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3,561,027 | 2,547,928 | ||||||
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PROPERTY AND EQUIPMENT, net
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59,866 | 87,208 | ||||||
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Intangibles assets, net
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1,586,489 | 1,696,363 | ||||||
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Deposits
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3,783 | 3,783 | ||||||
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TOTAL ASSETS
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$ | 5,211,165 | $ | 4,335,282 | ||||
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LIABILITIES AND STOCKHOLDERS' EQUITY:
|
||||||||
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CURRENT LIABILITIES:
|
||||||||
|
Accounts payable
|
$ | 1,124,034 | $ | 508,146 | ||||
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Disputed accounts payables
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- | 113,299 | ||||||
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Accrued expenses and other liabilities
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110,144 | 101,467 | ||||||
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Note payable
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98,500 | 194,718 | ||||||
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Line of credit
|
437,089 | 437,089 | ||||||
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Total current liabilities
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1,769,767 | 1,354,719 | ||||||
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TOTAL LIABILITIES
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1,769,767 | 1,354,719 | ||||||
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CONTINGENCIES AND COMMITMENTS
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- | - | ||||||
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STOCKHOLDERS' EQUITY:
|
||||||||
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Preferred stock Series B, $.01 par value, 1,000 shares
|
||||||||
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authorized; 103.3 and 103.3 issued and outstanding of its
|
||||||||
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10% Perpetual Preferred with a Stated Value of $10,000 per
|
||||||||
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share with a cumulative dividend of $510,566 and $436,188
|
||||||||
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as of June 30, 2011 and December 31, 2010, respectively
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510,567 | 436,189 | ||||||
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Preferred stock Series C, $.01 par value, 500 shares
|
||||||||
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authorized; 125 and 125 issued and outstanding
|
||||||||
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as of June 30, 2011 and December 31, 2010, respectively
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1 | 1 | ||||||
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Common stock, $.01 par value, 150,000,000 shares authorized;
|
||||||||
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72,824,496 and 72,198,246 issued and outstanding
|
||||||||
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as of June 30, 2011 and December 31, 2010, respectively
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728,245 | 721,982 | ||||||
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Additional paid-in capital
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27,179,770 | 27,404,593 | ||||||
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Accumulated deficit
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(24,977,185 | ) | (25,582,201 | ) | ||||
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Total stockholders' equity
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$ | 3,441,398 | $ | 2,980,564 | ||||
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
|
$ | 5,211,165 | $ | 4,335,282 | ||||
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The accompanying notes are an integral part of these condensed consolidated financial statements.
|
||||||||
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BOND LABORATORIES, INC.
|
||||||||||||||||
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|
||||||||||||||||
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FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2011 AND 2010
|
||||||||||||||||
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(Unaudited)
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(Unaudited)
|
|||||||||||||||
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Three Months Ended
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Six Months Ended
|
|||||||||||||||
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June 30
|
June 30
|
|||||||||||||||
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2011
|
2010
|
2011
|
2010
|
|||||||||||||
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Revenue
|
$ | 3,169,476 | $ | 2,027,925 | $ | 6,158,780 | $ | 4,400,588 | ||||||||
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Total
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3,169,476 | 2,027,925 | 6,158,780 | 4,400,588 | ||||||||||||
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Cost of goods sold
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2,042,795 | 1,418,655 | 3,966,563 | 3,092,061 | ||||||||||||
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Gross profit
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1,126,681 | 609,270 | 2,192,217 | 1,308,527 | ||||||||||||
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OPERATING EXPENSES:
|
||||||||||||||||
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General and administrative
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257,137 | 312,922 | 813,621 | 1,227,068 | ||||||||||||
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Selling and marketing
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398,073 | 642,945 | 733,092 | 920,411 | ||||||||||||
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Depreciation and amortization
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66,682 | 69,683 | 134,141 | 136,138 | ||||||||||||
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Total operating expenses
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721,892 | 1,025,550 | 1,680,854 | 2,283,617 | ||||||||||||
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OPERATING INCOME / (LOSS)
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404,789 | (416,280 | ) | 511,363 | (975,090 | ) | ||||||||||
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OTHER (INCOME) AND EXPENSES
|
||||||||||||||||
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Interest expense
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8,314 | 49,236 | 17,771 | 75,332 | ||||||||||||
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Other income
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- | - | - | (30,262 | ) | |||||||||||
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Loss on the sale of assets
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1,875 | - | 1,875 | 682 | ||||||||||||
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Total other (income) expense
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10,189 | 49,236 | 19,646 | 45,752 | ||||||||||||
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NET INCOME / (LOSS)
|
$ | 394,600 | $ | (465,516 | ) | $ | 491,717 | $ | (1,020,842 | ) | ||||||
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NET INCOME / ( LOSS) PER SHARE:
|
||||||||||||||||
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Basic
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$ | 0.01 | $ | (0.01 | ) | $ | 0.01 | $ | (0.02 | ) | ||||||
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Diluted
|
$ | 0.00 | $ | (0.01 | ) | $ | 0.01 | $ | (0.02 | ) | ||||||
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Basic
|
72,184,607 | 60,440,229 | 72,191,427 | 58,319,873 | ||||||||||||
|
Diluted
|
93,780,182 | 75,851,420 | 93,732,637 | 73,731,064 | ||||||||||||
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
|
||||||||||||||||
|
BOND LABORATORIES, INC.
|
||||||||
|
|
||||||||
|
FOR THE SIX MONTHS ENDED JUNE 30, 2011 AND 2010
|
||||||||
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(Unaudited)
|
||||||||
|
2011
|
2010
|
|||||||
|
Net Income / (Loss)
|
$ | 491,717 | $ | (1,020,842 | ) | |||
|
Adjustments to reconcile net loss to net cash
|
||||||||
|
used in operating activities:
|
||||||||
|
Depreciation and amortization
|
134,141 | 136,138 | ||||||
|
Common stock issued / (cancelled) for services
|
(27,250 | ) | 67,557 | |||||
|
Common stock issued in connection with bridge loan
|
- | 32,826 | ||||||
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Common stock and warrants issued / (cancelled) for services
|
(116,932 | ) | (195,500 | ) | ||||
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Loss on sale of assets
|
1,875 | 682 | ||||||
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Changes in operating assets and liabilities:
|
||||||||
|
Accounts receivables
|
(694,569 | ) | (10,851 | ) | ||||
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Inventory
|
(501,148 | ) | 423,497 | |||||
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Prepaid expenses
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889 | (37,169 | ) | |||||
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Deposits
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- | 4,180 | ||||||
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Accounts payable
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615,888 | (373,217 | ) | |||||
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Accrued liabilities
|
8,677 | 14,908 | ||||||
|
Notes receivable affiliate
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- | 10,000 | ||||||
|
Net cash provided by / (used in) operating activities
|
(86,712 | ) | (947,791 | ) | ||||
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
|
Proceeds from sale of assets
|
1,200 | 16,472 | ||||||
|
Net cash provided by / (used in) investing activities
|
1,200 | 16,472 | ||||||
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
|
Issuances of notes payable
|
- | 172,000 | ||||||
|
Repayments of note payable
|
(96,218 | ) | (4,117 | ) | ||||
|
Net cash provided by / (used in) financing activities
|
(96,218 | ) | 167,883 | |||||
|
INCREASE (DECREASE) IN CASH
|
(181,730 | ) | (763,436 | ) | ||||
|
CASH, BEGINNING OF PERIOD
|
445,662 | 1,036,213 | ||||||
|
CASH, END OF PERIOD
|
$ | 263,932 | $ | 272,777 | ||||
|
Supplemental disclosure operating activities
|
||||||||
|
Cash paid for interest
|
$ | 17,771 | $ | 42,506 | ||||
|
Cash paid for income tax
|
$ | - | $ | - | ||||
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
|
||||||||
|
Asset Category
|
Depreciation/
Amortization Period
|
|
Furniture and Fixture
|
3 Years
|
|
Office equipment
|
3 Years
|
|
Leasehold improvements
|
5 Years
|
|
June 30,
2011
|
December 31, 2010
|
|||||||
|
Finished goods
|
$
|
1,687,276
|
$
|
1,201,300
|
||||
|
Components
|
287,477
|
272,305
|
||||||
|
Total
|
$
|
1,974,753
|
$
|
1,473,605
|
||||
|
June 30,
|
December 31,
|
|||||
|
2011
|
2010
|
|||||
|
Equipment
|
$ |
283,692
|
$
|
288,192
|
||
|
Accumulated depreciation
|
(223,826)
|
(200,984)
|
||||
|
Total
|
$ |
59,866
|
$
|
87,208
|
||
|
June 30,
2011
|
December 31,
2010
|
|||||||
|
Amended and Restated Secured Promissory Note, dated December 1, 2010, matures December 1, 2011 at an interest rate of 10% per annum. This Note replaces the Secured Promissory Note dated September 30, 2009, which replaced the Fixed Asset Note, Component Inventory Note, Installment Note and Earn Out provision. The Company is required to make monthly payments of $17,350 each throughout 2011 in full satisfaction of the Note.
|
98,500
|
194,718
|
||||||
|
Revolving Line of Credit of $1,000,000 from US Bank, dated April 9, 2009, as amended July 15, 2010 and further amended May 25, 2011, at an interest rate of 3.5% plus the one-month LIBOR quoted by US Bank from Reuters Screen LIBOR. The Line of Credit matures May 15, 2012 and is secured by all of the receivables and inventory of NDS Nutrition Products, Inc. The Company pays interest only on this Line of Credit
|
437,089
|
437,089
|
||||||
|
Total of notes payable and advances
|
535,589
|
631,807
|
||||||
|
Less current portion
|
(535,589)
|
(631,807)
|
||||||
|
Long-term portion
|
$
|
$
|
-
|
|||||
|
June 30,
|
June 30,
|
|||||||
|
2011
|
2010
|
|||||||
|
Income / (Losses) available for common shareholders
|
394,600
|
(465,516
|
)
|
|||||
|
Basic weighted average common shares outstanding
|
72,184,607
|
60,440,229
|
||||||
|
Basic income / (loss) per share
|
0.01
|
(0.01)
|
||||||
|
Diluted weighted average common shares outstanding
|
93,780,182
|
60,440,229
|
||||||
|
Diluted income / (loss) per share
|
0.00
|
(0.01)
|
||||||
|
Issued
|
Exercise Price
|
Issuance Date
|
Expiration Date
|
Vesting
|
|||||
| 2,520,000 | $ | 1.500 |
01/31/08
|
01/31/13
|
No
|
||||
| 175,864 | $ | 0.770 |
12/31/09
|
12/31/14
|
No
|
||||
| 3,699,040 | $ | 0.750 |
09/30/09
|
10/01/12
|
No
|
||||
| 100,000 | $ | 0.700 |
12/31/09
|
12/31/14
|
No
|
||||
| 375,000 | $ | 0.500 |
08/20/09
|
08/20/14
|
No
|
||||
| 50,000 | $ | 0.500 |
11/01/09
|
11/01/12
|
No
|
||||
| 65,000 | $ | 0.500 |
12/21/09
|
12/21/12
|
No
|
||||
| 1,050,000 | $ | 0.375 |
01/31/08
|
01/31/13
|
No
|
||||
| 500,000 | $ | 0.375 |
12/31/08
|
12/31/13
|
No
|
||||
| 200,000 | $ | 0.375 |
10/09/09
|
10/09/12
|
No
|
||||
| 142,593 | $ | 0.360 |
05/14/10
|
05/14/15
|
Yes
|
||||
| 60,000 | $ | 0.350 |
07/01/09
|
07/01/12
|
No
|
||||
| 175,000 | $ | 0.350 |
08/20/09
|
08/20/14
|
No
|
||||
| 2,311,875 | $ | 0.350 |
09/01/09
|
09/01/12
|
No
|
||||
| 50,000 | $ | 0.350 |
11/01/09
|
11/01/12
|
No
|
||||
| 100,000 | $ | 0.350 |
12/31/09
|
12/31/14
|
No
|
||||
| 2,500,000 | $ | 0.300 |
11/15/10
|
11/15/15
|
No
|
||||
| 20,833 | $ | 0.300 |
04/01/09
|
04/01/14
|
Yes
|
||||
| 206,400 | $ | 0.200 |
06/29/10
|
06/29/15
|
No
|
||||
| 212,400 | $ | 0.200 |
07/21/10
|
07/21/15
|
No
|
||||
| 90,000 | $ | 0.200 |
09/03/10
|
09/03/15
|
No
|
||||
| 1,395,827 | $ | 0.150 |
12/31/08
|
12/31/13
|
Yes
|
||||
| 15,999,832 | |||||||||
|
Expected Dividend Yield
|
0.0%
|
||||||||
|
Volatility
|
40.0%
|
||||||||
|
Weighted average risk free interest rate
|
0.6%
|
||||||||
|
Weighted average expected life (in years)
|
2.2
|
||||||||
| 31.1 |
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.
|
||
| 31.2 |
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act.
|
||
| 32.1 |
Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.
|
||
| 32.2 |
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act.
|
||
| 101.INS* | XBRL Instance Document | ||
|
101.SCH*
|
XBRL Taxonomy Extension Schema | ||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase | ||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase | ||
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase | ||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase |
|
Registrant
Date: August 12, 2011
|
Bond Laboratories, Inc.
By: /s/ John Wilson
|
||
|
John Wilson
|
|||
|
Chief Executive Officer
(Principal Executive Officer)
|
|
Registrant
Date: August 12, 2011
|
Bond Laboratories, Inc.
By: /s/ Michael Abrams
|
||
|
Michael Abrams
|
|||
|
Chief Financial Officer
(Principal Financial Officer)
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|