United Health Products, Inc 10-Q for FY2022 Q1

United Health Products, Inc. (UEEC)

10-Q 2022-05-16 For: 2022-03-31

Added on April 07, 2026

About this 10-Q

United Health Products, Inc filed this 10-Q on May 16, 2022, covering the quarter ended March 31, 2022 (FY2022 Q1).

Headline figures

Quarter ended March 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $59 a year earlier
Net loss: $964.26K; compared with a net loss of $27.05M a year earlier

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		PAGE
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)

	Condensed Balance Sheets as of March 31, 2022 (unaudited) and December 31, 2021	3

	Condensed Statements of Operations for the Three Months Ended March 31, 2022 and March 31, 2021 (unaudited)	4

	Condensed Statement of Stockholders’ Deficiency for the Three Months Ended March 31, 2022 and March 31, 2021 (unaudited)	5

	Condensed Statements of Cash Flows for the Three Months Ended March 31, 2022 and March 31, 2021 (unaudited)	6

	Notes to Condensed Financial Statements (unaudited)	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15

Item 3.	Quantitative and Qualitative Disclosures	21

Item 4.	Controls and Procedures	21

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	22

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22

Item 3.	Defaults Upon Senior Securities	22

Item 4.	Mine Safety Disclosures	22

Item 5.	Other Information	22

Item 6.	Exhibits and Reports on Form 8-K	23

SIGNATURES		25

	March 31,			December 31,
	2022			2021
	(Unaudited)
ASSETS
Current Assets
Cash and Cash Equivalents	$	32,955		$	21,799
Prepaid and other current assets		5,000			5,000
Total current assets		37,955			26,799

Patents, net		39,488			-

TOTAL ASSETS	$	77,443		$	26,799

Current Liabilities
Accounts payable and accrued expenses	$	1,014,412		$	826,486
Accrued liabilities - related parties		138,616			3,207
Accrued litigation settlement		450,000			120,000
Promissory note payable		85,080			-
Loans payable – related parties		404,000			219,000
Total current liabilities		2,092,108			1,168,693

TOTAL LIABILITIES		2,092,108			1,168,693

Commitments and Contingencies		-			-

Stockholders’ Equity (Deficit)
Series A Convertible Preferred Stock - $0.001 par value, 1,000,000 shares Authorized and 0 shares issued and outstanding		-			-
Common Stock - $0.001 par value, 300,000,000 shares Authorized, 228,877,509 and 228,667,229 shares issued at March 31, 2022 and December 31, 2021		228,877			228,667
Additional Paid-In Capital		71,109,164			71,017,881
Accumulated Deficit		(73,352,706	)		(72,388,442	)
Total Stockholders’ Equity (Deficit)		(2,014,665	)		(1,141,894	)

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	77,443		$	26,799

	For the Three Months Ended March 31,
	2022			2021

Revenues	$	-		$	59

Cost of goods sold		-			25

Gross profit		-			34

Operating Costs and Expenses
Selling, general and administrative expenses		902,146			26,647,045
Research and development		52,355			58,180
Total Operating Expenses		954,501			26,705,225

Income/(Loss) from Operations		(954,501	)		(26,705,191	)

Other income (expense)
Interest expense		(80	)		(221,226	)
Interest expense – related party		(8,808	)		(389,804	)
Loss on settlement of debt		(875	)		(35,190	)
Other income		-			304,273

Total other income (expense)		(9,763	)		(341,947	)

Net Income/(Loss)	$	(964,264	)	$	(27,047,138	)

Net Loss per common share:
Basic and diluted	$	(0.00	)	$	(0.12	)

Weighted average number of shares outstanding		228,726,869			222,059,641

							Additional
	Common Stock						Paid-in		Accumulated
	Shares			Amount			Capital		Deficit			Total

Balance at December 31, 2020 (audited)		189,357,090		$	189,357		$	40,696,640	$	(41,839,259	)	$	(953,262	)

Beneficial conversion feature		-			-			234,912		-			234,912

Issuance of common stock for services		100,000			100			110,900		-			111,000

Sale of common stock		125,000			125			99,875		-			100,000

Cancellation of common stock		(117,647	)		(117	)		117		-			-

Stock-based compensation		33,930,000			33,930			26,136,491		-			26,170,421

Common stock issued to settle accrued liabilities – related party		152,835			153			161,811		-			161,964

Common stock issued to settle related party advances		25,000			25			26,725		-			26,750

Common stock issued for conversion of convertible notes payable and accrued interest		1,047,139			1,047			559,024		-			560,071

Common stock issued for conversion of convertible notes payable and accrued interest – related party		1,353,111			1,353			675,202		-			676,555

Net Loss		-			-			-		(27,047,138	)		(27,047,138	)

Balance at March 31, 2021		225,972,528		$	225,973		$	68,701,697	$	(68,886,397	)	$	41,273

Balance at December 31, 2021 (audited)	228,667,229	$	228,667	$	71,017,881	$	(72,388,442	)	$	(1,141,894	)

Issuance of common stock for services	20,000		20		10,180		-			10,200

Sale of common stock	184,028		184		77,108		-			77,292

Common stock issued to settle accounts payable and accrued liabilities	6,252		6		3,995		-			4,001

Net Loss	-		-		-		(964,264	)		(964,264	)

Balance at March 31, 2022	228,877,509	$	228,877	$	71,109,164	$	(73,352,706	)	$	(2,014,665	)

	For the Three Months Ended March 31,
	2022			2021

Cash Flows from Operating Activities:
Net (Loss)	$	(964,264	)	$	(27,047,138	)
Adjustments to Reconcile net (loss) to Net Cash Used In Operating Activities:
Stock for services and compensation		10,200			26,281,421
Amortization expense		1,012			-
Amortization of debt discount		-			604,521
Loss on settlement of debt		875			35,190
Changes in assets and liabilities:
Inventory		-			25
Prepaid and other current assets		-			(5,000	)
Subscription Receivable		-			(50,000	)
Accounts payable and accrued expenses		191,052			(46,312	)
Accrued liabilities – related party		135,409			116,805
Accrued litigation settlement		430,000			-
Net Cash Used In Operating Activities		(195,716	)		(110,488	)

Cash Flows from Investing Activities:
Purchase of intangible assets		(40,500	)		-
Net Cash Used in Investing Activities		(40,500	)		-

Cash Flows from Financing Activities:
Proceeds from related party		185,000			20,000
Repayments on loan payable		(14,920	)		-
Proceeds from sale of common stock		77,292			100,000
Proceeds from convertible notes payable		-			115,000
Cash flow provided by financing activities		247,372			235,000
Increase in Cash and Cash Equivalents		11,156			124,512
Cash and Cash Equivalents – Beginning of period		21,799			46,076

CASH AND CASH EQUIVALENTS – END OF PERIOD	$	32,955		$	170,588

Supplemental cash flow information:
Cash paid for interest	$	80		$	-
Cash paid for income taxes	$	-		$	-

Non-cash Investing & Financing Activities:
Cancellation of common stock	$	-		$	117
Conversion of convertible notes payable and accrued interest – related party to convertible notes payable and accrued interest	$	-		$	176,502
Common stock issued for conversion of convertible notes payable and accrued interest – related party	$	-		$	676,555
Common stock issued for conversion of convertible notes payable and accrued interest	$	-		$	560,071
Conversion of accounts payable to convertible notes payable	$	-		$	90,000
Common stock issued to settle related party advances	$	-		$	26,750
Common stock issued to settle accrued liabilities – related party	$	-		$	161,964
Conversion of accrued liabilities – related party to convertible notes payable – related party	$	-		$	112,500
Common stock issued to settle accrued liabilities	$	3,126		$	-
Accrued litigation settlement paid with loan payable	$	100,000		$	-
Debt discount related to beneficial conversion feature	$	-		$	234,912

Year	Amount
2022 (remaining)	$	3,038
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	39,488

			Weighted
			Average
			Grant
	Number of		Date Fair
	Units		Value
Total awards outstanding at December 31, 2021		28,190,000	$	0.96
Units granted		-	$	-
Units Exercised/Released		-	$	-
Units Cancelled/Forfeited		-	$	-
Total awards outstanding at March 31, 2022		28,190,000	$	0.96

	·	The Company being permanently enjoined from violating: Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 under the Exchange Act; Section 17(a) of the Securities Act of 1933; Section 13(a) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 under the Exchange Act; Section 13(b)(2)(A) of the Exchange Act; and Section 13(b)(2)(B) of the Exchange Act.

	·	The Company being required to pay a civil penalty of $450,000, payable in four installments as follows: $50,000 upon the entry of the judgment; $100,000 within 90 days of the entry of the judgment; $150,000 within 180 days of the entry of the judgment; and $150,000 within 270 days of the entry of the judgment, plus statutory interest on payments made after 30 days of the entry of the judgment pursuant to U.S.C. Section 1961.

	·	Hospitals and Surgery Centers for all Internal Surgical usage (in the event we obtain FDA Class III approval)
	·	Hospitals, Clinics and Physicians for external trauma
	·	EMS, Fire Departments and other First Responders
	·	Military Medical Care Providers
	·	Hemodialysis centers
	·	Nursing Homes and Assisted Living Facilities
	·	Dental and Oral & Maxillofacial Surgery Offices
	·	Veterinary hospitals

Date of Sale	Title of Security	Number Sold	Consideration Received
January 2022	Common Stock	6,252	$3,126 of accrued liabilities
February 2022	Common Stock	184,028	$77,292 in cash at $0.42 per share
February 2022	Common Stock	20,000	$10,200 in services provided

3(i)		Articles of Incorporation of the Company dated February 28, 1997. (1)

3(ii)		Amendment to Articles of Incorporation. (1)

3(iii)		By-laws of the Company. (2)

3(iv)		August 2015 Amendment to Articles of Incorporation. (3)

10.1		Services Agreement with Louis Schiliro (4)

10.2		Restricted Stock Unit Agreement – Louis Schiliro (5)

10.3		Restricted Stock Unit Agreement – Doug Beplate (5)

10.4		Services Agreement with Brian Thom (6)

10.5		Restricted Stock Unit Agreement - Brian Thom (6)

10.6		Services Agreement with Kristofer Heaton (7)

10.7		Restricted Stock Unit Agreement - Kristofer Heaton (7)

21		Subsidiaries of the Registrant – none

31.1		Certification of Principal Executive Officer*

31.2		Certification of Principal Financial Officer*

32.1		Section 1350 Certificate by Principal Executive Officer*

32.2		Section 1350 Certificate by Principal Financial Officer*

99.1		2019 Employee Benefit and Consulting Services Compensation Plan (8)

101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB		Inline XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

(1)	Incorporated by reference to the Company’s Form 10-Q for the quarter ended September 30, 2014.

(2)	Incorporated by reference to the Company’s Form 10-K for the year ended December 31, 2005.

(3)	Incorporated by reference to Form 8-K dated August 7, 2015 – date of earliest event filed on August 10, 2015.

(4)	Incorporated by reference to the Company’s Form 10-Q for the quarter ended June 30, 2018.

(5)	Incorporated by reference to the Company’s Form 10-K for the year ended December 31, 2018.

(6)	Incorporated by reference to the Form 8-K dated December 2, 2020

(7)	Incorporated by reference to the Form 8-K dated January 11, 2021

(8)	Incorporated by reference to Form S-8 dated November 1, 2019

	·	Boo Boo Strips
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	·	Hemostrips
	·	Nik Fix

	UNITED HEALTH PRODUCTS, INC.

Dated: May 13, 2022	By:	/s/ Brian Thom
		Brian Thom
		Principal Executive Officer

Signatures		Title	Date

By:	/s/ Brian Thom		May 13, 2022
	Brian Thom	Chief Executive Officer, Principal Executive Officer and Director

By:	/s/ Kristofer Heaton	Vice President, Finance and Principal Financial Officer	May 13, 2022
	Kristofer Heaton

By:	/s/ Robert Denser	Director	May 13, 2022
	Robert Denser

I, Brian Thom certifies that:

1.	I have reviewed this quarterly report on Form 10-Q of United Health Products, Inc.;

2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 13, 2022	By:	/s/ Brian Thom
		Brian Thom
		Principal Executive Officer

I, Kristofer Heaton certifies that:

1.	I have reviewed this quarterly report on Form 10-Q of United Health Products, Inc.;

2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	1.	The Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, to which this Certification is attached as Exhibit 32.1 (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and

	2.	The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

	By:	/s/ Kristofer Heaton
		Kristofer Heaton
		Principal Financial Officer