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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(x) QUARTERLY REPORT UNDER SECTION 13 OR 15 OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
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Commission file number 0-30351
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TRUE HEALTH, INC.
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(Exact name of small business issuer as specified in its charter)
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<S> <C>
Utah 75-2263732
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(State or other jurisdiction of incorporation or (IRS Employer Identification No.)
organization)
5 Tansey Circle, Mesquite, Texas 75149
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(Address of principal executive offices)
(972) 644-1200
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(Issuer's telephone number)
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, Par Value $0.01 Per Share
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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
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As of June 30, 2000, there were outstanding 60,609,774 shares of True
Health, Inc., Common Stock, par value $.01.
Transitional Small Business Disclosure Format (Check one): Yes No x
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FORM 10-QSB
TRUE HEALTH, INC.
Index to Form 10-QSB
PART I
FINANCIAL INFORMATION (UNAUDITED)
ITEM 1. FINANCIAL STATEMENTS
Balance Sheets as of June 30, 2000 and June 30, 1999
Statements of Income (Loss) for the Three and Six Months Ended June 30, 2000
and 1999
Statements of Cash flows for the Three and Six Months Ended June 30, 2000 and
1999
Notes to Financial Statements
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
PART II
OTHER INFORMATION
Item 1
SIGNATURES
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PART I. FINANCIAL INFORMATION
ITEM 1. Financial statements
TRUE HEALTH, INC.
Balance Sheets
June 30, 2000 and 1999
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2000 1999
(Unaudited) (Unaudited)
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ASSETS
Current assets:
Cash $ 1,214 $ 354
Accounts Receivable, trade - 92
Inventory 9,355 9,580
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Total current assets $ 10,569 $ $10,026
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Office and computer equipment, net of
accumulated depreciation of $1,315 and $707 820 1,427
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Total assets $ 11,389 $ 11,453
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LIABILITIES
Current liabilities:
Short term notes payable $ -0- $ 590
Accounts payable and accrued expenses 11,305 4,509
Due to related parties 79,296 70,262
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Total current liabilities 90,601 75,361
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STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $.01 par value, 100,000,000
shares authorized 60,609,774 and 61,409,774
shares issued and outstanding $ 606,098 $ 614,097
Capital in excess of par value 277,621 274,622
Accumulated deficit (962,931) (952,627)
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Total stockholders' equity (deficit) (79,212) (63,908)
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$ 11,389 $ 11,453
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See accompanying notes.
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TRUE HEALTH, INC.
Statements of Income (Loss)
For The 6 Months Ended June 30, 2000 and 1999
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2000 1999
(Unaudited) (Unaudited)
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Sales $ 12,563 $ 16,341
Cost of sales 2,765 4,199
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Gross profit 9,798 12,142
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Selling, general, and administrative expenses:
Salaries and sales commissions 3,950 1,853
Research and development 615 137
Depreciation 205 403
Advertising and promotion 2,850 441
Other 15,626 6,827
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Total selling, general, and administrative expenses 23,246 9,661
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Loss from operations (13,448) 2,481
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Other income (expense)
Interest expense (97) (155)
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Total other income (expense) (97) (155)
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Income (loss) before taxes on income (13,545) 2,326
Provision (credit) for taxes on income - -
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Net income (loss) $ (13,545) $ 2,326
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Income (Loss) per common share, basic $ (.000223) $ .000038
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Weighted average number of shares outstanding 60,609,774 61,409,774
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See accompanying notes.
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TRUE HEALTH, INC.
Statements of Income (Loss)
For The 3 Months Ended June 30, 2000 and 1999
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2000 1999
(Unaudited) (Unaudited)
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Sales $ 5,999 $ 9,920
Cost of sales 1,157 2,217
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Gross profit 4,842 7,703
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Selling, general, and administrative expenses:
Salaries and sales commissions 3,179 845
Research and development 447 137
Depreciation 101 201
Advertising and promotion 1,981 176
Other 11,166 3,288
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Total selling, general, and administrative expenses 16,874 4,647
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Loss from operations (12,032) 3,056
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Other income (expense)
Interest expense (41) (112)
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Total other income (expense) (41) (112)
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Income (loss) before taxes on income (12,073) 2,944
Provision (credit) for taxes on income - -
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Net income (loss) $ (12,073) $ 2,944
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Income (Loss) per common share, basic $ (.000199) $ .000048
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Weighted average number of shares outstanding 60,609,774 61,409,774
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See accompanying notes.
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TRUE HEALTH, INC.
Statements of Cash Flows
For The 6 Months Ended June 30, 2000 and 1999
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2000 1999
(Unaudited) (Unaudited)
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Cash flows from operating activities:
Net income (loss) $ (13,545) $2 ,326
Adjustments to reconcile net income to cash
provided (used) by operating activities:
Depreciation 205 403
Decrease (increase) in accounts receivable 438 250
Decrease (increase) in inventory (126) (257)
Increase (decrease) in accounts payable and
accrued expenses 3,365 (998)
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Net cash provided (used) by operating activities (9,663) 1,724
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Cash flows from investing activities:
Net cash provided (used) by investing activities - -
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Cash flows from financing activities:
Advances from related parties 8,882 (880)
Repayment of short term notes payable (90) (557)
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Net cash provided (used) by financing activities 8,792 (1,437)
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Net increase (decrease) in cash and cash equivalents (871) 287
Cash and cash equivalents:
Beginning of period 2,085 67
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End of period $ 1,214 $ 354
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Supplemental cash flow disclosures:
Cash paid for interest $ 97 $ 155
See accompanying notes.
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TRUE HEALTH, INC.
Statements of Cash Flows
For The 3 Months Ended June 30, 2000 and 1999
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2000 1999
(Unaudited) (Unaudited)
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Cash flows from operating activities:
Net income (loss) $ (12,073) $ 2 ,944
Adjustments to reconcile net income to cash
provided (used) by operating activities:
Depreciation 101 201
Decrease (increase) in accounts receivable 89 (92)
Decrease (increase) in inventory 500 (1,178)
Increase (decrease) in accounts payable and
accrued expenses 7,490 (818)
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Net cash provided (used) by operating activities (3,893) 1,057
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Cash flows from investing activities:
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Net cash provided (used) by investing activities - -
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Cash flows from financing activities:
Advances from related parties 1,111 (700)
Repayment of short term notes payable - (284)
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Net cash provided (used) by financing activities 1,111 (984)
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Net increase (decrease) in cash and cash equivalents (2,782) 73
Cash and cash equivalents:
Beginning of period 3,996 281
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End of period $ 1,214 $ 354
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Supplemental cash flow disclosures:
Cash paid for interest $ 41 $ 112
See accompanying notes.
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TRUE HEALTH, INC.
NOTES TO FINANCIAL STATEMENTS
Note 1 - Basis of presentation:
The financial statements include the accounts of True Health, Inc. The balance
sheets for the six months ended June 30, 1999 and 2000, the statements of
Income (loss) for the three and six months ended June 30, 1999 and 2000, and the
statements of cash flows for the three and six months ended June 30, 1999 and
2000 have been prepared by the Company without audit. In the opinion of
management, these financial statements include all adjustments necessary to
present fairly the financial position, results of operations and cash flows as
of June 30, 2000 and for all periods presented. All adjustments made have been
of a normal recurring nature. Certain information and footnote disclosures
normally included in the financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted. The
Company believes that the disclosures included are adequate and provide a fair
presentation of interim period results. Interim financial statements are not
necessarily indicative of financial position of operating results for an entire
year. It is suggested that these interim financial statements be read in
conjunction with the audited financial statements and the notes thereto included
in the Company's Form 10-KSB for the year ended December 31, 1999 filed with the
United States Securities and Exchange Commission (SEC) on or about April 15,
2000.
Note 2 - The Company, nature of operations:
True Health, Inc. (the Company) is a Utah corporation engaged in the marketing
of nutrition supplement/meal replacement products under the brand name True
Health. Substantially all of its revenues are derived from these products. The
products are distributed from the Company's facilities in Texas to customers
throughout the world. The accompanying financial statements have been prepared
on the basis of generally accepted accounting principles.
Note 3 - Summary of significant accounting policies:
Following is a summary of the Company's organization and significant accounting
policies:
Basis of presentation -The accounting and reporting policies of the Company
conform to generally accepted accounting principals.
Use of estimates - The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Revenue and expense recognition - The Company follows the accrual method
of accounting. Revenues are recognized when the goods are shipped and expenses
are recognized when incurred.
Cash and cash equivalents - Cash and cash equivalents include all highly liquid
investments with an original maturity of three months or less.
Inventory - Inventories are stated at the lower of cost or market, with cost
determined using the first-in first-out (FIFO) method.
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Income taxes - Deferred income taxes are reported for timing differences between
items of income or expense reported in the financial statements and those
reported for income tax purposes. The Company accounts for income taxes in
accordance with Statement of Financial Accounting Standards No. 109, Accounting
for Income Taxes, which requires the use of the asset/liability method of
accounting for income taxes. Deferred income tax assets and liabilities are
recognized for the future tax effects that will result from differences between
the income tax and financial statement basis of assets and liabilities, and for
loss and credit carryforwards. Deferred tax assets and liabilities are measured
using currently enacted tax rates expected to be in effect when the differences
are used for tax purposes, but deferred tax assets are recognized only when
future realization is more likely than not. Provisions for currently payable
income taxes are computed on the current year's income taxable for federal and
state income tax reporting purposes.
Earnings (loss) per share - Earnings (loss) per share is computed on the
weighted average number of shares outstanding during the year, in accordance
with FASB Statement Number 128, Earnings Per Share.
Advertising - The Company expenses advertising costs as incurred.
Fair value of financial instruments and derivative financial instruments - The
carrying amounts of cash, accounts receivable, accounts payable, notes payable,
and accrued expenses approximate fair value because of the short maturity of
these items. These fair value estimates are subjective in nature and involve
uncertainties and matters of significant judgment, and, therefore, cannot be
determined with precision. Changes in assumptions could significantly affect
these estimates.
Note 4 - Going concern:
The Company has experienced losses in eight of the previous ten years. Losses
amount to more than $940,000 on a cumulative basis. At June 30, 2000, current
liabilities exceeded current assets by approximately $80,000, resulting in a
working capital deficiency; there is also a capital deficit of the same
approximate amount. Management is currently investigating alternative marketing
strategies, methods, and markets, and is seeking additional outside financing
and/or equity investors, but there is no assurance that management's efforts in
this regard will be successful. Moreover, substantially all revenues are
derived from a single product or line of products, creating a concentration of
business; should the Company be unable for any reason to continue sales of the
products, it would have a severe impact on the Company's business. All of the
above factors create substantial doubt about the Company's ability to continue
as a going concern.
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TRUE HEALTH, INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
The Company had sales of $12,563 the first six months of 2000, versus $16,341 in
1999. The decrease in sales during the first six months of 2000 is due
primarily to initial new clinic sales which occurred only during the first half
of 1999. The Company has now been focusing more effort toward testing products
and getting ready to introduce new products on the market. Selling, general,
and administrative expenses increased to $23,246 from $9,661. This increase was
primarily due to increased legal and professional expenses related to costs
incurred in SEC filings. The increase in selling, general and administrative
expenses is also due to an increase in advertising and promotion expense as the
company increased its sales efforts during the six months period.
The Company had total assets of $11,389 on June 30, 2000, compared to $11,453 on
June 30, 1999.
The Company has developed three new formulas, and expects to begin marketing one
of the products very soon. The Company expects that seeking investment capital
and the sale of stock will provide cash requirements for operations. However,
there can be no assurance that these activities will, in fact, provide the
necessary working capital for operations.
OTHER MATTERS
The Company utilizes "off-the-shelf" computer software in its operations
obtained from major vendors such as Quicken and Microsoft. Currently,
management believes that most critical systems are year 2000 compliant.
This form 10-QSB includes or may include certain forward-looking statements
concerning the Company's financial position, business strategy, budgets,
projected costs and plans and objectives of management for future operations as
well as other statements including words such as "anticipate," "believe,"
"plan," "estimate," "expect," "intend," and other similar expressions. Although
the Company believes its expectations reflected in such forward-looking
statements are based on reasonable assumptions, readers are cautioned that no
assurance can be given that such expectations will prove correct and that actual
results and developments may differ materially from those conveyed in such
forward-looking statements. Important factors that could cause actual results
to differ materially from the expectations reflected in the forward-looking
statements in the Form 10-SB include, among others, the pace of technological
change, the Company's ability to manage growth, general business and economic
conditions in the Company's operating regions, and competitive and other
factors, all as more fully described in the Company's Report on Form 10-SB for
the period ended December 31, 1999, under Management's Discussion and Analysis
of Financial Condition and Results of Operations. "Assumptions Underlying
Certain Forward-Looking Statements and Factors that May Affect Future Results"
and elsewhere from time to time in the Company's other SEC reports. Such
forward-looking statements speak only as of the date on which they are made and
the Company does not undertake any obligation to update any forward-looking
statement to reflect events or circumstances after the date of this Form 10-QSB.
If the Company does update or correct one or more forward-looking statements,
investors and others should not conclude that the Company would make additional
updates or corrections with respect thereto or with respect to other forward-
looking statements. Actual results may vary materially.
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ITEM 1. EXHIBITS AND REPORTS ON FORM 8-K
None.
All other items in PART II are either not applicable to the Company during
the current quarter, the answer is negative, or a response has been
previously reported and an additional report of the information is not
required, pursuant to the instructions to PART II.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
TRUE HEALTH, INC
_________________________________________
(Registrant)
Date: 8/14/00 By: /s/ Richard M. Stokley
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(Signature)
Richard M. Stokley
President
