THIS FILING CONTAINS FORWARD-LOOKING STATEMENTS. THE WORDS “ANTICIPATED,”
“BELIEVE,” “EXPECT,” “PLAN,” “INTEND,” “SEEK,” “ESTIMATE,” “PROJECT,” “WILL,”
“COULD,” “MAY,” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING
STATEMENTS. THESE STATEMENTS INCLUDE, AMONG OTHERS, INFORMATION REGARDING FUTURE
OPERATIONS, FUTURE CAPITAL EXPENDITURES, AND FUTURE
STATEMENTS REFLECT THE COMPANY’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND
FINANCIAL PERFORMANCE AND INVOLVE RISKS AND UNCERTAINTIES, INCLUDING, WITHOUT
LIMITATION, GENERAL ECONOMIC AND BUSINESS CONDITIONS, CHANGES IN FOREIGN,
POLITICAL, SOCIAL, AND ECONOMIC CONDITIONS, REGULATORY INITIATIVES AND
COMPLIANCE WITH GOVERNMENTAL REGULATIONS, THE ABILITY TO ACHIEVE FURTHER MARKET
PENETRATION AND ADDITIONAL CUSTOMERS, AND VARIOUS OTHER MATTERS, MANY OF WHICH
ARE BEYOND THE COMPANY’S CONTROL. SHOULD ONE OR MORE OF THESE RISKS OR
UNCERTAINTIES OCCUR, OR SHOULD UNDERLYING ASSUMPTIONS PROVE TO BE INCORRECT,
ACTUAL RESULTS MAY VARY MATERIALLY AND ADVERSELY FROM THOSE ANTICIPATED,
BELIEVED, ESTIMATED, OR OTHERWISE INDICATED. CONSEQUENTLY, ALL OF THE
FORWARD-LOOKING STATEMENTS MADE IN THIS FILING ARE QUALIFIED BY THESE CAUTIONARY
STATEMENTS AND THERE CAN BE NO ASSURANCE OF THE ACTUAL RESULTS OR DEVELOPMENTS.
The following discussion and analysis of our financial condition and plan of
operations should be read in conjunction with our financial statements and
related notes appearing elsewhere herein. This discussion and analysis contains
forward-looking statements including information about possible or assumed
results of our financial conditions, operations, plans, objectives, and
performance that involve risk, uncertainties, and assumptions. The actual
results may differ materially from those anticipated in such forward-looking
statements. For example, when we indicate that we expect to increase our product
sales and potentially establish additional license relationships, these are
forward-looking statements. The words expect, anticipate, estimate or similar
expressions are also used to indicate forward-looking statements.
Plan of Operations
We believe we do not have adequate funds to fully execute our business plan for
the next twelve months unless we obtain additional funding. However, should we
not raise this capital, we will allocate our funding to first assure that all
State, Federal and
Results of Operations Revenue
Revenue for the year ended
during the year ended
Cost of Goods Sold
Cost of goods sold was
to
write down of slow-moving and expired inventory during the current year of
Sales, General, and Administrative Expenses
We incurred sales, general and administrative expenses of
year ended
increase was due primarily to an increase in non-cash compensation of
marketing costs of
Loss on Settlement of Liabilities
We recognized a loss on settlement of liabilities in the amount of
during the year ended
our former CEO.
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Interest Expense
We recognized interest expense in the amount of
to additional convertible debt instruments issued during the year and the
amortization of discount associated with those notes payable.
Net Loss
For the reasons above, our net loss for the year ended
loss of
Liquidity and Capital Resources
At
the amount of
used in operating activities of
settlement of liabilities of
of discount on notes payable of
net change in the components of working capital in the amount of
the period. We have an accumulated deficit at
of
of
sale of common stock.
We had no material commitments for capital expenditures or inventory purchases
as of
anticipated, we will incur substantial capital expenditures and require
financing in addition to what is required to fund our present operation.
We intend to pursue capital through public or private financing, as well as
borrowing and other sources in order to finance our business activities. We
cannot guarantee that additional funding will be available on favorable terms,
if at all. If adequate funds are not available, then our ability to continue our
operations may be significantly hindered.
Additional Financing
Additional financing is required to continue operations. Although actively
searching for available capital, the Company does not have any current
arrangements for additional outside sources of financing and cannot provide any
assurance that such financing will be available.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.
Critical Accounting Policies and Estimates
We prepare our financial statements in conformity with GAAP, which requires
management to make certain estimates and assumptions 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 financial
statements are prepared; actual results could differ from our estimates and such
differences could be material. We have identified below the critical accounting
policies, which are assumptions made by management about matters that are highly
uncertain and that are of critical importance in the presentation of our
financial position, results of operations and cash flows. Due to the need to
make estimates about the effect of matters that are inherently uncertain,
materially different amounts could be reported under different conditions or
using different assumptions. On a regular basis, we review our critical
accounting policies and how they are applied in the preparation our financial
statements.
Use of estimates – The preparation of financial statements in conformity with
accounting principles generally accepted in
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.
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Going concern – The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. For the year ended
negative cash flow from operating activities in the amount of
of these matters, there is substantial doubt regarding the Company’s ability to
continue as a going concern, which is dependent upon its ability to achieve a
level of profitability or to obtain additional capital to finance its
operations. The Company intends on financing its future activities and its
working capital needs largely from the sale of public equity securities with
some additional funding from other traditional financing sources, including term
notes until such time that funds provided by operations are sufficient to fund
working capital requirements. The financial statements of the Company do not
include any adjustments relating to the recoverability and classification of
recorded assets, or the amounts and classifications of liabilities that might be
necessary should the Company be unable to continue as a going concern.
New Accounting Pronouncements
For a description of recent accounting standards, including the expected dates
of adoption and estimated effects, if any, on our financial statements, see
“Note 3: Significant Accounting Polices: Recently Issued Accounting
Pronouncements” in Part II, Item 8 of this Form 10-K.
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