Any Test Franchising, Inc.

161 Pages·2012·4.62 MB·English

by  Jim Bell

2012

FRANCHISE DISCLOSURE DOCUMENT
(Non-Registration and Registration States)

(Single and Satellite Units)

2012

Any Test Franchising, Inc.

10945 State Bridge Rd., Suite 401, Room 299
Alpharetta, Georgia 30022

i 4/26/2012
Franchise
Disclosure
Document

For

ii 4/26/2012
FRANCHISE DISCLOSURE DOCUMENT

ANY TEST FRANCHISING, INC.
a Georgia corporation
10945 State Bridge Rd., Suite 401, Room 299
Alpharetta, GA 30022
Phone: [phone]
Fax: [phone]
www.anylabtestnow.com

Any Test Franchising, Inc. (“ANY LAB TEST NOW®”) offers franchises to operate a business
which specializes in the collection of blood, urine or other human specimens for analysis and to
administer therapeutic injections and immunizations under the trade name ANY LAB TEST NOW®.
The total investment necessary to begin operation of an ANY LAB TEST NOW® franchised
Stand Alone business is $97,600 to $156,100 which includes $46,000 to $50,000 that must be paid to the
franchisor or its affiliate(s). The total investment necessary to begin operation of an ANY LAB TEST
NOW® franchised Satellite business is $30,100 to $62,400, which includes $21,000 to $25,000 that must
be paid to the franchisor or its affiliate(s)

This disclosure document summarizes certain provisions of your franchise agreement and other
information in plain English. Read this disclosure document and all accompanying agreements carefully.
You must receive the disclosure document at least 14 calendar days before you sign a binding agreement
with, or make any payment to the franchisor or an affiliate in connection with the proposed franchise sale.
Note, however, that no government agency has verified the information contained in this document.

You may wish to receive your disclosure document in another format that is more convenient for
you. To discuss the availability of disclosures in different formats, contact Sean Neely, 10945 State
Bridge Rd., Suite 401, Room 299, Alpharetta, GA 30022; and [phone].

The terms of your contract will govern your franchise relationship. Don't rely on the disclosure
document alone to understand your contract. Read all of your contract carefully. Show your contract and
this disclosure document to an advisor, like a lawyer or an accountant.

Buying a franchise is a complex investment. The information in this disclosure document can
help you make up your mind. More information on franchising, such as "A Consumer's Guide to Buying a
Franchise," which can help you understand how to use this disclosure document, is available from the
Federal Trade Commission. You can contact the FTC at 1-877-FTC-HELP or by writing to the FTC at
600 Pennsylvania Avenue, NW, Washington, DC 20580. You can also visit the FTC's home page at
www.ftc.gov for additional information. Call your state agency or visit your public library for other
sources of information on franchising.

There may also be laws on franchising in your state. Ask your state agencies about them.

Issuance Date: April 25, 2012

iii 4/26/2012
STATE COVER PAGE

Your state may have a franchise law that requires a franchisor to register or file with a state
franchise administrator before offering or selling in your state. REGISTRATION OF A FRANCHISE BY
A STATE DOES NOT MEAN THAT THE STATE RECOMMENDS THE FRANCHISE OR HAS
VERIFIED THE INFORMATION IN THIS DISCLOSURE DOCUMENT.

Call the state franchise administrator listed in Exhibit F for information about the franchisor, or
about franchising in your state.

MANY FRANCHISE AGREEMENTS DO NOT ALLOW YOU TO RENEW
UNCONDITIONALLY AFTER THE INITIAL TERM EXPIRES. YOU MAY HAVE TO SIGN A NEW
AGREEMENT WITH DIFFERENT TERMS AND CONDITIONS IN ORDER TO CONTINUE TO
OPERATE YOUR BUSINESS. BEFORE YOU BUY, CONSIDER WHAT RIGHTS YOU HAVE TO
RENEW YOUR FRANCHISE, IF ANY, AND WHAT TERMS YOU MIGHT HAVE TO ACCEPT IN
ORDER TO RENEW.

Please consider the following RISKS FACTORS before you buy this franchise:
1. THE FRANCHISE AGREEMENT REQUIRES YOU TO RESOLVE ANY DISPUTES WITH
US BY LITIGATION, MANDATORY FACE-TO-FACE NEGOTIATION, NON-BINDING
MEDIATION, AND ARBITRATION ONLY IN GEORGIA. OUT OF STATE LITIGATION, FACE-
TO-FACE NEGOTIATION, MEDIATION AND ARBITRATION MAY FORCE YOU TO ACCEPT A
LESS FAVORABLE SETTLEMENT FOR DISPUTES. IT MAY ALSO COST MORE TO LITIGATE,
NEGOTIATE, MEDIATE AND/OR ARBOTRATE WITH US IN GEORGIA THAN IN YOUR OWN
STATE.

2. THE FRANCHISE AGREEMENT STATES THAT GEORGIA LAW GOVERNS THE
AGREEMENT AND THIS LAW MAY NOT PROVIDE THE SAME PROTECTIONS AND BENEFITS
AS LOCAL LAW. YOU MAY WANT TO COMPARE THESE LAWS.

3. THE FRANCHISOR REQUIRES THAT SPOUSES OF THE FRANCHISEE, WHO MAY NOT
BE INVOLVED IN THE FRANCHISE BUSINESS, MUST BE BOUND TO THE FRANCHISE
AGREEMENT AND PERSONAL GUARANTEE, PLACING THEIR PERSONAL ASSETS AT RISK.

4. THE FRANCHISEE MUST PAY A MINIMUM MONTHLY ROYALTY FEE EVEN IF THE
RELATED LEVEL OR REVENUE HAS NOT BEEN GENERATED. FAILURE TO PAY THE
MINIMUM MONTHLY ROYALTY MAY RESULT IN TERMINATION OF THE FRANCHISE
AGREEMENT.

5. THERE MAY BE OTHER RISKS CONCERNING THIS FRANCHISE.

Effective Date: See the next page for state effective dates.

iv 4/26/2012
STATE EFFECTIVE DATES

The following states require that the Franchise Disclosure Document be registered or filed with the state, or
be exempt from registration: California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota,
New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington and Wisconsin
This Franchise Disclosure Document is registered, on file or exempt from registration in the following states:
California: April 25, 2011
Florida: September 5, 2011
Illinois: April 18, 2011
Indiana: October 20, 2011
Maryland: Pending
Michigan: October 17, 2011
Minnesota: April 19, 2011
North Dakota: May 4, 2011
New York: July 18, 2011
Rhode Island: April 25, 2011
South Dakota: October 12, 2011
Utah: October 20, 2011
Virginia: Pending
Washington: October 19, 2011
Wisconsin: October 5, 2011

v 4/26/2012
TABLE OF CONTENTS
ITEM PAGE

ITEM 1 THE FRANCHISOR, AND ANY PARENTS, PREDECESSORS AND
AFFILIATES 9
ITEM 2 BUSINESS EXPERIENCE 12
ITEM 3 LITIGATION 13
ITEM 4 BANKRUPTCY 13
ITEM 5 INITIAL FEES 14
ITEM 6 OTHER FEES 14
ITEM 7 ESTIMATED INITIAL INVESTMENT 16
ITEM 8 RESTRICTIONS ON SOURCES OF PRODUCTS AND SERVICES 21
ITEM 9 FRANCHISEE’S OBLIGATIONS 27
ITEM 10 FINANCING 28
ITEM 11 FRANCHISOR’S ASSISTANCE, ADVERTISING, COMPUTER
SYSTEMS AND TRAINING 28
ITEM 12 TERRITORY 36
ITEM 13 TRADEMARKS 38
ITEM 14 PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION 40
ITEM 15 OBLIGATION TO PARTICIPATE IN THE ACTUAL OPERATION
OF THE FRANCHISE BUSINESS 40
ITEM 16 RESTRICTIONS ON WHAT THE FRANCHISEE MAY SELL 41
ITEM 17 RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION 41
ITEM 18 PUBLIC FIGURES 41
ITEM 19 FINANCIAL PERFORMANCE REPRESENTATIONS 43
ITEM 20 OUTLETS AND FRANCHISEE INFORMATION 43
ITEM 21 FINANCIAL STATEMENTS 46
ITEM 22 CONTRACTS 51
ITEM 23 RECEIPT 52

EXHIBITS:
A Financial Statements
B Franchise Agreement
Attachment I Addendum to Franchise Agreement
Attachment II Electronic Payment Authorization
Attachment III Collateral Assignment of Telephone Numbers, Addresses,
and Listings
Attachment IV Statement of Ownership
Attachment V Guaranty and Assumption of Franchisee’s Obligations
Attachment VI Addendum (re Consent to Transfer)
Attachment VII General Release
C Compliance Questionnaire
D State Administrators and Agents for Service of Process
E State and Provincial Addendum to the franchise disclosure document and Franchise Agreement
F Manual Table of Contents
G Nondisclosure and Noncompetition Agreement
Last Page Receipt

vi
ITEM 1
THE FRANCHISOR, AND ANY PARENTS, PREDECESSORS AND AFFILIATES
To simplify the language in this Franchise Disclosure Document, “we”, “us”, or “ANY
LAB TEST NOW®” means Any Test Franchising, Inc., the Franchisor. “You” means the
person or entity that buys the franchise (the “Franchisee”). If an entity is the Franchisee, “you”
includes the Franchisee’s owners.
The Franchisor, and Parents, Predecessors and Affiliates:
Any Test Franchising, Inc. was incorporated under Georgia law on September 20, 2004.
ANY LAB TEST NOW® does not do business under any other name. Our principal business
address is 10945 State Bridge Rd., Suite 401, Room 299, Alpharetta, Georgia, 30022. ANY
LAB TEST NOW®’s agent for service of process is disclosed in Exhibit D to this Franchise
Disclosure Document.
Any Test Franchising, Inc. has no parent companies.

We also do not have a predecessor company. However, we do have an affiliate company.
Any Test, P.C., a Georgia Corporation, was incorporated on July 7, 1992. The principal business
address is 2520 Windy Hill Road, Suite 201, Marietta, GA 30067. Any Test, P.C. has no parent
companies.

Any Test, P.C. owns and operates Thirteen ANY LAB TEST NOW® facilities in the
Atlanta metropolitan area that specialize in the collection of blood, urine or other human
specimens for analysis. These Labs operate in a similar manner as the Lab described in this
Disclosure Document. Any Test, P.C. has never sold franchises for this or any other line of
business. Any Test Franchising, Inc. does not have any Company-owned locations.

Any Test Franchising, Inc has no business other than operating, offering and assisting
franchisees. InShapeMD Franchising, LLC has never offered franchises in any other line of
business and is not engaged in any other business activity

Description of the Franchise
We offer and sell franchises for ANY LAB TEST NOW® locations. These Labs
specialize in the collection of blood, urine, DNA or other human specimens for analysis and we
administer therapeutic injections and immunizations. You are required to utilize the services
from our preferred Lab testing partners. These companies will perform the analysis of all the
collected samples for your customers. A Lab employed courier will pick up test samples on a
daily basis or specimens will be shipped. There is no charge for this pick-up service. You will
only accept checks, cash and credit cards as payments. Franchises will not accept any insurance
claims, Medicare or Medicaid payments. We are not engaged in any other business. From time
to time, we may also own or operate a similar business, but does not do so at the present time.

The franchise is operated under a business format in accordance with a unique system,
including our valuable know how, information, trade secrets, methods, Manual, standards,
Page 7
designs, methods of trademark usage, copyrightable works, products and service sources and
specifications, software, confidential electronic and other communications, methods of Internet
usage, marketing programs, and research and development connected with the operation and
promotion of the Business (collectively, the “System”) owned and developed by us and known
as ANY LAB TEST NOW® (“Business”). We reserve the right to change or otherwise modify
the System and add, modify, or delete any of our Services or Products at any time in our sole
discretion.
You must operate your Business in accordance with our standard business operating
practices and sign our standard franchise agreement (“Franchise Agreement”) which is attached
to this Disclosure Document as Exhibit B. We also offer franchises to existing Franchisees who
wish to open additional Outlets. . Existing franchisees must sign the then-current form of
Franchise Agreement and are subject to certain terms which are different from Franchisees
opening their first Outlet as noted in various ITEMS of this Disclosure Document.
We are engaged in the sale of franchises to operate an ANY LAB TEST NOW® location.
As of the date of this Disclosure Document, there is one Franchise Owner that has Thirteen
locations, see Item 20 (“List of Locations”). We have never offered franchises in any other line
of business
The Market and Competition
The Business offers its services to the general public. You may have to compete with
other businesses including franchised operations, national chains, and independently owned
businesses offering similar services to customers. The market for lab services is developed and
highly competitive, and is focused on individuals needing testing through a prescription ordered
by their physician. You will also face other normal business risks that could have an adverse
effect on your Business. These include industry developments, such as pricing policies of
competitors, and supply and demand.
Regulations
As a franchisee, you may be subject to general business, employment and other laws and
regulations. You should consult with your attorney and local, state and federal government
agencies before buying your ANY LAB TEST NOW® franchise or any business to determine all
legal requirements and consider their effects on you and cost of compliance. It is your sole
responsibility, to investigate, satisfy and remain in compliance with all local, state and federal
laws, since they vary from place to place and can change over time.

The Franchising of businesses that offer quasi-medical products or services is complex
and requires the parties to be flexible. In some states these services may be required by law to be
licensed.
There are no specific federal laws relating to the operation of your Franchised Business,
but there may be laws and regulations in your state or county that may apply to your operation of
the franchise. You do not need to be a physician but you do need an agreement with a licensed
physician who can act as the ordering physician for various services (e.g. blood testing). Your
Page 8
franchised business may not be able to legally perform certain actions or services (i.e., those of a
phlebotomist) unless the business has a specific Order to do so from an appropriately licensed
physician or governmental agency. In addition to laws and regulations that apply to businesses
generally, the franchise may be subject to federal, state, occupational safety and health
regulations (OSHA), Equal Employment Opportunity and Americans with Disabilities Act rules
and regulations. Some jurisdictions may choose to regulate vigorously these and other laws that
may adversely affect your ability to obtain the proper permits needed in order to open an ANY
LAB TEST NOW® Franchised Location. For example, California as well as a few other states,
requires you to be certified in order to perform the functions of a phlebotomist. In addition, we
feel that future rules and regulations may well be promulgated. A permit or license may be
required in your state before you can perform the actions and services of a phlebotomist. Prior to
signing the Agreement, you should verify that you will be able to obtain all necessary permits
and licenses in order to operate the Franchised Business in your state or county. Some states
may require a minimum training of one year or longer as a phlebotomist. You must verify with
your state the specific rules and regulations for this requirement.
OSHA safety requirements must be strictly adhered to in the handling and disposal of all
blood, urine or other human specimens.
In considering whether to purchase an ANY LAB TEST NOW® Franchise, you should
consider the following steps and factors: (a) research the available local business climate in your
area, because seasonal fluctuation in business volume could occur; (b) research the number of
competitive businesses already in your area; (c) review this Disclosure Document, including all
Exhibits, with your attorney and accountant; (d) be aware that any investment in any business
involves a degree of risk, and you should not rely on any estimates of costs, revenues, or other
operating results other than as contained in this Disclosure Document.
This Disclosure Document sets forth the terms on which we currently offer ANY LAB
TEST NOW® Franchises. We may have offered ANY LAB TEST NOW® Franchises
individually or under multi-unit Agreements in the past, or may currently offer ANY LAB TEST
NOW® Franchises in other states or countries, on economic and/or other terms which differ
from those offered by this Disclosure Document and there may be instances where we have
varied, or will vary, the terms on which we offer Franchises to suit the circumstances of a
particular transaction. We strongly urge you to carefully review all documents with independent
advisors who can provide legal, business and/or economic guidance, such as a lawyer and/or
accountant.

We retain the right, in our Business Judgment, to award, or not award, an ANY LAB
TEST NOW® Franchise to you, regardless of the stage of the franchise award process, costs
expended by you or otherwise.

You should understand that every detail of your ANY LAB TEST NOW® Franchise will
be important not only to you, but to us and to all ANY LAB TEST NOW® Franchisees in order
to: (a) maintain high and uniform operating standards based on the ANY LAB TEST NOW®
core operating values; (b) increase the demand for the products and services sold by ANY LAB
TEST NOW® Franchises: and (c) maintain a reputation for offering uniform and high quality
services, ethical business practices and integrity. A fundamental requirement of your joining and
Page 9
remaining part of the ANY LAB TEST NOW® System will be your commitment to the
operation of your ANY LAB TEST NOW® Franchise Business consistent with the then-current
ANY LAB TEST NOW® System Standards. During the term of the Franchise Agreement, you
must, at all times, develop and operate your ANY LAB TEST NOW® Franchise Business in
compliance with all ANY LAB TEST NOW® System Standards, as we may modify in the
future.

ITEM 2
BUSINESS EXPERIENCE
Joe Neely-President/CEO
Mr. Neely has served as President of Any Test Franchising, Inc. since June 2007, operating
out of our corporate headquarters in Alpharetta, Georgia.

Clarissa Bradstock - Chief Operating Officer
From June 2007 to the present, Ms. Bradstock has served as our Chief Operating Officer,
located at Any Test Franchising, Inc.’s primary business location in Alpharetta, Georgia.

Terri McCulloch - V.P. Sales and Marketing

From May 2005 to February 2008, Ms. McCulloch was the Chief Development and
Operating Officer for DNA Services of America in Lafayette, LA.. She then formed a consulting
business, IRIS Growth Solutions, in Houston, TX which operated from April 2008 to May 2009.
In May 2009, Terri became the Director of Sales & Marketing for ExperTox, Inc., a toxicology
laboratory in Houston, until she joined Any Lab Test Now in Alpharetta, GA in July 2010 as
Vice President of Sales and Marketing.

ITEM 3
LITIGATION
Pending Actions
Any Test Franchising, Inc. v. Susan Workman-Rooster Enterprises, LLC, AAA Case No. 30 114
00630 10, filed September 13, 2010. This case was initiated by the Franchisor in 2010 to seek
injunctive relief in Georgia state court (Civil Action No. 2010-CV-183024, Sup. Ct. Fulton Co.)
against a former franchisee who had continued to operate after termination. The matter was then
transferred to arbitration before the AAA in Atlanta, Georgia on October 15, 2010 where it is
presently pending. In addition to the Franchisor’s damage claims, the franchisee has filed a
counter-claim for damages claiming that the Franchisor made false representations of the
franchisee’s likely financial performance. This matter was recently suspended after being
scheduled for arbitration later this year.
A Complaint was filed against Us on June 17, 2011, in Miami-Dade County, Florida. The style
of the case was “Jason Baumann, individually, ALTN Miami One, LLC, a Florida limited
Page 10