United States securities and exchange commission logo
September 29, 2020
Douglas Beplate
Principal Executive Officer
United Health Products, Inc.
10624 S. Eastern Ave.
Suite A209
Henderson, NV 89052
Re: United Health
Products, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2019
Filed July 9, 2020
File No. 000-27781
Dear Mr. Beplate:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2019
Statement of Operations, page F-4
1. We see that you
recorded the 2017 loss on disputed inventory as a non-operating expense.
Please tell us your
basis for concluding transactions related to your core business model of
selling inventory
should be reported outside of operations.
Note 2. Restatement of Financial Statements , page F-7
2. You state that no
revenue should have been recognized in 2017 as the transactions did not
meet all of the revenue
recognition criteria under ASC 606. As you had not adopted ASC
606 as of December 31,
2017, please confirm that the transaction also did not meet the
revenue recognition
criteria of ASC 605.
Douglas Beplate
FirstName LastNameDouglas
United Health Products, Inc. Beplate
Comapany 29,
September NameUnited
2020 Health Products, Inc.
September
Page 2 29, 2020 Page 2
FirstName LastName
3. As part of the restatement, we see that you have made other
adjustments for inventory
valuation, loss on settlement of debt, equity transactions and certain
accruals. Please
separately describe the nature of each set of related adjustments
recorded as part of the
restatement and tell us why it was appropriate to adjust your
historical financial
statements. Refer to ASC 250-10-50-7, SAB Topics 1M and 1N.
4. In this regard, we note that certain adjustments were made based on
factors known at the
time of this filing versus what was known as of the original filing
date. For each
adjustment related to this statement, please tell us whether these
factors provided
additional evidence about factors that existed as of the balance sheet
date or if the
conditions did not exist as of the balance sheet date. Refer to ASC
855-10-25 and PCAOB
AU 560 as part of your response.
Note 3. Significant Accounting Policies
Inventory, page F-22
5. We note your disclosure that inventories are carried at the lower of
cost or market. Please
tell us how this is consistent with ASC 330-10-35-1B, which indicates
that inventories
should be valued at the lower of cost or net realizable value.
Note 7. Litigation, page F-27
6. We note the statement that due to uncertainties inherent in
litigation, you cannot predict
the outcome of the above legal proceedings. Please tell us how your
accounting policies
for the recognition and disclosure of loss contingencies complies with
ASC 450-20-25-2.
Please also confirm that you disclose the nature of accruals for
estimated losses from a
loss contingency when it is probable that a liability has been
incurred and the amount of
loss can be reasonably estimated; and you disclose the nature of the
contingency and an
estimate of the possible loss or range of loss or a statement that
such an estimate cannot be
made if there is at least a reasonable possibility that a loss or
additional loss may have
been incurred and an accrual is not made or an exposure to loss exists
in excess of the
amount accrued. Refer to ASC 450-20-50-3 through ASC 450-20-50-6.
Item 9A. Controls and Procedures, page 24
7. We note the multiple material weaknesses that existed as of December
31, 2019 and that
your internal control over financial reporting has been ineffective
for successive fiscal
years. Please describe the steps you are currently taking and the
status of those plans to
enhance your internal control environment to remediate the identified
material
weaknesses.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
Douglas Beplate
United Health Products, Inc.
September 29, 2020
Page 3
You may contact David Burton at (202) 551-3626 or Kevin Kuhar,
Accounting Branch
Chief, at (202) 551-3662 with any questions.
FirstName LastNameDouglas Beplate Sincerely,
Comapany NameUnited Health Products, Inc.
Division of Corporation
Finance
September 29, 2020 Page 3 Office of Life Sciences
FirstName LastName