<Page> FORM 10-QSB U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20429 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________________ to _______________________ Commission File Number 0-27227 . --------------- ALLERGY RESEARCH GROUP, INC. (Exact name of registrant as specified in its charter) Florida 13-3940486 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 2300 North Loop Road, Alameda, California 94502 (Address of principal executive offices) (Issuer's telephone number) (800) 545-9960. --------------- - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Checkmark whether the issuer (1) has filed all reports required to be filed by Sections 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 [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 14,561,605 shares of Issuer's voting common stock were outstanding on May 8, 2007. <Page> ALLERGY RESEARCH GROUP, INC. INDEX TO QUARTERLY REPORT ON FORM 10-QSB MARCH 31, 2007 ================================================================================ PART I. FINANCIAL INFORMATION PAGE ITEM 1. Condensed Consolidated Financial Statements (Unaudited): Consolidated Balance Sheets................................... 3 Consolidated Income Statements................................ 4 Consolidated Statements of Cash Flows......................... 5 Notes to Condensed Consolidated Financial Statements.......... 6 ITEM 2. Management's Discussion and Analysis.............................10 ITEM 3. Controls and Procedures..........................................18 PART II. OTHER INFORMATION ITEM 1. Legal Proceedings................................................18 ITEM 2. Changes in Securities and Use of Proceeds........................18 ITEM 3. Defaults Upon Senior Securities..................................18 ITEM 4. Submission of Matters to a Vote of Security Holders..............18 ITEM 5. Other Information................................................18 ITEM 6. Exhibits.........................................................18 SIGNATURE.....................................................................19 2 <Page> PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS In the opinion of management, the accompanying unaudited financial statements included in this Form 10-QSB reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. ALLERGY RESEARCH GROUP, INC. CONSOLIDATED BALANCE SHEETS March 31, December 31, 2007 2006 (Unaudited) (Audited) --------------------------- ASSETS - ------ Current Assets Cash and Cash Equivalents $3,832,697 $3,159,403 Accounts Receivable 1,008,436 818,738 Inventories (Note 4) 2,765,120 3,077,124 Prepaid Income Taxes - 90,923 Prepaid Expenses and Other Current Assets 328,813 204,342 --------------------------- Total Current Assets 7,935,066 7,350,530 --------------------------- Property and Equipment, Net 521,774 504,050 --------------------------- Intangible Assets, Net 13,180 13,180 --------------------------- Total Assets $8,470,020 $7,867,760 =========================== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ Current Liabilities Accounts Payable $237,104 $148,805 Accrued Expenses (Note 5) 370,791 236,907 Deferred Tax Liability 38,378 40,387 Income Taxes Payable 112,135 11,958 --------------------------- Total Current Liabilities 758,408 438,057 --------------------------- Commitments and Contingencies (Note 6) Stockholders' Equity Preferred Stock, $.25 Par Value, Authorized 1,000,000 Shares, Issued and Outstanding: None None None Common Stock, $.001 Par Value, Authorized 100,000,000 Shares Issued: 15,105,355, Outstanding: 14,521,605 15,105 15,105 Additional Paid In Capital 1,150,641 1,150,641 Retained Earnings 6,824,403 6,542,494 Less: Treasury Stock, at cost (583,750 shares) (278,537) (278,537) --------------------------- Total Stockholders' Equity 7,711,612 7,429,703 --------------------------- Total Liabilities and Stockholders' Equity $8,470,020 $7,867,760 =========================== See Notes to Condensed Consolidated Financial Statements. 3 <Page> ALLERGY RESEARCH GROUP, INC. CONSOLIDATED INCOME STATEMENTS (UNAUDITED) Three Months Ended March 31, 2007 2006 ---- ---- Revenues $4,086,717 $4,265,527 Cost of Sales 2,505,786 2,630,510 ---------- ---------- Gross Profit 1,580,931 1,635,017 ---------- ---------- Operating Expenses Selling, General and Administrative 1,084,309 1,039,223 Research and Development 65,980 72,774 ---------- ---------- Operating Expenses 1,150,289 1,111,997 ---------- ---------- Earnings from Operations 430,642 523,020 ---------- ---------- Other Income Interest Income 40,357 26,213 ---------- ---------- Net Earnings Before Tax 470,999 549,233 Provision for Income Taxes 189,091 223,550 ---------- ---------- Net Earnings Available to Common Stockholders $ 281,908 $ 325,683 ========== ========== Basic and Diluted Earnings Per Common Share (Note 3) $ 0.02 $ 0.02 ========== ========== See Notes to Condensed Consolidated Financial Statements. 4 <Page> ALLERGY RESEARCH GROUP, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended March 31, 2007 2006 Cash Flows From Operating Activities Net Earnings $ 281,908 $ 325,683 ----------- ----------- Adjustments to Reconcile Net Earnings to Net Cash Provided by Operating Activities Depreciation 16,979 17,843 Change in Deferred Taxes (2,009) 4,850 Changes in Assets and Liabilities (Increase) Decrease in Accounts Receivable (189,698) (231,519) (Increase) Decrease in Inventory 312,004 (177,537) (Increase) Decrease in Prepaid Expenses and Other Current Assets (33,548) (98,082) Increase (Decrease) in Accounts Payable and Accrued Expenses 222,183 243,676 Increase (Decrease) in Income Taxes Payable 100,177 135,938 ----------- ----------- Net Cash Flows Provided By Operating Activities 707,996 220,852 ----------- ----------- Cash Flows From Investing Activities Acquisition of Property and Equipment (34,702) -- ----------- ----------- Net Cash Flows Used In Investing Activities (34,702) -- ----------- ----------- Cash Flows From Financing Activities -- -- Increase in Cash and Cash Equivalents 673,294 220,852 Cash and Cash Equivalents, Beginning of Period 3,159,403 2,487,824 ----------- ----------- Cash and Cash Equivalents, End of Period $ 3,832,697 $ 2,708,676 =========== =========== See Notes to Condensed Consolidated Financial Statements. 5 <Page> ALLERGY RESEARCH GROUP, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2007 (UNAUDITED) Note 1 - Basis of Presentation - ------------------------------ The accompanying unaudited Consolidated Financial Statements of Allergy Research Group, Inc. ("the Company") have been prepared in accordance with generally accepted accounting principles in the United States for interim financial information and the instructions to Form 10-QSB and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for all periods presented have been made. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses. Examples include provisions for returns, accounting for income taxes, bad debts, length of product life cycles, and property, plant and equipment lives for depreciation purposes. Actual results may differ from these estimates. The results of operations for the period ended March 31, 2007 are not necessarily indicative of the operating results that may be expected for the entire year ending December 31, 2007. These financial statements should be read in conjunction with the financial statements included in the Company's Annual Report on Form 10-KSB as of and for the year ended December 31, 2006, filed with the Securities and Exchange Commission ("SEC") on March 29, 2007. The consolidated financial statements include the accounts of Allergy Research Group, Inc. and its subsidiary. All significant intercompany transactions and balances have been eliminated. Note 2 - Recent Accounting Pronouncements - ----------------------------------------- In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities -- Including an Amendment of FASB Statement No. 115 ("SFAS No. 159"). SFAS No. 159 permits entities to choose to measure many financial instruments and certain other items at fair value. Unrealized gains and losses on items for which the fair value option has been elected will be recognized in earnings at each subsequent reporting date. SFAS No. 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007. The Company does not anticipate SFAS No. 159 will have a material impact on its results of operations and financial condition. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force ("EITF")), the American Institute of Certified Public Accountants ("AICPA"), and the SEC did not or are not believed by management to have a material impact on the Company's present or future financial statements. Note 3 - Earnings Per Share - --------------------------- Basic earnings per share ("EPS") is based on the weighted average number of common shares outstanding. Diluted EPS is based on the weighted average number of common shares outstanding and dilutive common stock equivalents. The computation of basic and diluted earnings per share is as follows: 6 <Page> Three Months Three Months Ended Ended 3/31/07 3/31/06 ------- ------- Numerator-Net Earnings Available to Common Stockholders $ 281,908 $ 325,683 ============ ============ Denominator: Weighted average shares used in computing basic EPS 14,521,605 14,521,605 Net effect of dilutive common shares 172,922 184,383 ------------ ------------ Weighted average shares used in computing diluted EPS 14,694,527 14,705,988 Basic Earnings Per Share $ 0.02 $ 0.02 ============ ============ Diluted Earnings Per Share $ 0.02 $ 0.02 ============ ============ Note 4 - Inventories - -------------------- Inventories consist of the following: March 31, 2007 December 31, 2006 -------------- ----------------- Raw materials $ 1,703,370 $ 1,993,200 Finished goods 999,116 1,002,162 Supplies 112,634 131,762 Reserve for obsolescence (50,000) (50,000) ------------ ------------ Total $ 2,765,120 $ 3,077,124 ============ ============ Note 5 - Accrued Expenses - ------------------------- Accrued expenses consist of the following: March 31, 2007 December 31, 2006 -------------- ----------------- Operating expenses 151,355 157,928 Vacation and bonus 145,000 46,000 Payroll 67,745 26,849 Sales tax 6,691 6,130 ------------ ------------ $ 370,791 $ 236,907 ============ ============ Note 6 - Commitments and Contingencies - -------------------------------------- Line of Credit The Company has a Merrill Lynch Working Capital Management Account (WCMA) which provides for a line of credit up to $1,500,000 bearing interest at the London Interbank Offered Rate (LIBOR) plus 2.75%, due monthly. The LIBOR plus 2.75% at March 31, 2007 was 8.07%. The note is secured by substantially all of the assets of the Company. The WCMA immediately pays down the line of credit when deposits are received. When checks are issued, the line of credit is utilized if no cash is available. If the line of credit has a zero balance, the WCMA pays interest on deposits at Merrill Lynch's money market rate, which as of March 31, 2007 was 4.63%. The entire line was available for use as of March 31, 2007. Purchase Obligations As of March 31, 2007, the Company had inventory purchase obligations and a two-year distribution agreement with a vendor for the exclusive distribution of their product approximating $2,066,000, which were incurred as part of the normal course of business. 7 <Page> Operating Lease (A Related Party Transaction) On January 4, 2005, the Company entered into a lease with AriBen Corporation, a related party 100% owned by Susan and Stephen Levine, the Company's Vice President and CEO/CFO and collectively, as husband and wife, the majority stockholders of the Company, respectively, for approximately 29,821 square feet of office and industrial space. The lease, which has a term of ten years with options to renew for two subsequent periods of ten and five years, respectively, has a base monthly rent of $24,000 for the initial period, $30,000 for the first option period and $35,000 for the second option period. Rent will be adjusted annually during the second five years of each 10-year lease period based on the consumer price index, with a minimum increase of three percent. No security deposit was required under the lease. Rent expense charged to operations during the first quarter of 2007 was $72,000 (2006: $72,000). Future minimum rental commitments under non-cancelable leases for the next five years are $288,000 per year. Asserted and Unasserted Claims From time to time the Company is subject to certain asserted and unasserted claims encountered in the normal course of business. It is the Company's belief that the resolution of these matters will not have a material adverse effect on our financial position or results of operations, however; we cannot provide assurance that damages resulting in a material adverse effect on our financial position or results of operations will not be imposed in these matters. The Company accounts for contingent liabilities when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. In March 2006, the Company received a summons from the United States District Court for the District of Colorado in an action filed by Pure Research Products, LLC, a division of J.A. Sichel & Associates. The complaint alleges that the Company violated certain trademarks and exclusive license rights held by Pure Research Products, LLC during negotiations between the parties and following the dissolution of those negotiations. The plaintiff in the action is seeking various forms of injunctive relief against the Company as well as damages to be proven at trial. The complaint includes a request for treble damages in the event the plaintiff is successful. The Company intends to vigorously defend itself against the allegations. No adjustments were made to our consolidated financial statements for the outcome of this uncertainty. Note 7 - Concentration of Credit Risk - ------------------------------------- The Company is subject to a wide variety of risks in the ordinary course of its business as follows: SALES. Approximately 13% of the Company's total sales in 2007 and 11% in 2006 were attributable to the same single distributor. In the event the Company were to lose that account, management anticipates that it would be able to convert the business to sales directly to the customers of that distributor. As converted sales would be at a higher margin, management does not believe the loss of the account would have a material negative impact on sales. However, no assurance can be given that, if the Company were to lose this distributor, all or any of the customers would transfer directly to the Company or that current sales from this group would be maintained. PURCHASES. The Company purchases raw materials and uses outside vendors for the manufacture of its products. For the three months ended March 31, 2007, the Company had a concentration of approximately 66% of manufacturing with four separate vendors, who individually account for more than ten percent of our purchases. For the three months ended March 31, 2006, the Company had a concentration of approximately 29% of manufacturing with two separate vendors, who individually accounted for more than ten percent of our purchases. The Company does not currently have written contracts with any of its manufacturers, but relies on long-term personal and professional relationships. Management believes that, due to the large number of businesses performing this type of service in the industry, it would have little difficulty in finding viable alternatives in the event any one of these vendors became unable or determined not to continue manufacturing the Company's products. However, there can be no assurance that suitable, alternative manufacturers would be available to the Company when needed or that such alternative manufacturers would not result in an increase in costs or a change in the quality of the Company's products. 8 <Page> PRODUCT. None of the Company's products in 2007 accounted for more than 10% of its sales dollars. In 2006, one of the Company's products was in excess of 10% of its sales dollars. Note 8 - Stock-Based Compensation - --------------------------------- The Company has authorized 1,000,000 shares of common stock for issuance to key employees under the 1998 Stock Option Plan (the "plan"). The objectives of the plan include attracting and retaining the best personnel, providing for additional performance incentives, and promoting the success of the Company by providing key employees the opportunity to acquire common stock. Options outstanding and exercisable at March 31, 2007 were 333,750 exercisable at $0.40 per share with an aggregate intrinsic value of $143,513. The weighted-average exercise price of options outstanding and exercisable at March 31, 2007 was $0.40 per share and the weighted-average remaining contractual life was 1.1 years. The options vested upon issue on May 12, 2003 and expire five years after said date. There were no options granted or exercised during any of the periods presented or compensation expense recognized. When options are exercised the Company issues treasury shares of which there are 583,750 on hand. 9 <Page> ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION INTRODUCTION - ------------ Management's discussion and analysis of results of operations and financial condition ("MD&A") is provided as a supplement to the accompanying consolidated financial statements and footnotes to help provide an understanding of Allergy Research Group, Inc.'s (the "Company") financial condition, changes in financial condition and results of operations. The MD&A is organized as follows: o CAUTION CONCERNING FORWARD-LOOKING STATEMENTS AND RISK FACTORS. This section discusses how certain forward-looking statements made by the Company throughout the MD&A and in the consolidated financial statements are based on our present expectations about future events and are inherently susceptible to uncertainty and changes in circumstances. o OVERVIEW. This section provides a general description of the Company's business, as well as recent developments that we believe are important in understanding the results of operations and to anticipate future trends in those operations. o RESULTS OF OPERATIONS. This section provides an analysis of our results of operations for the three-month period ended March 31, 2007 compared to the same period in 2006. A brief description is provided of transactions and events that impact the comparability of the results being analyzed. o LIQUIDITY AND CAPITAL RESOURCES. This section provides an analysis of our financial condition and cash flows as of and for the three months ended March 31, 2007, including related party transactions. o CRITICAL ACCOUNTING POLICIES. This section provides an analysis of the significant estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. CAUTION CONCERNING FORWARD-LOOKING STATEMENTS/RISK FACTORS - ---------------------------------------------------------- The following discussion should be read in conjunction with the Company's financial statements and the notes thereto and the other financial information appearing elsewhere in this document. In addition to historical information, the following discussion and other parts of this document contain certain forward-looking information. When used in this discussion, the words "believes," "anticipates," "expects," and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected due to a number of factors beyond our control. The Company does not undertake to publicly update or revise any of its forward-looking statements even if experience or future changes show that the indicated results or events will not be realized. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. You are also urged to carefully review and consider our discussions regarding the various factors that affect our business, included in this section and elsewhere in this report. In July 2005, the Codex Alimentarius Commission adopted Guidelines for Vitamin and Mineral Food Supplements (the "Guidelines"). The Guidelines only apply to supplements that contain vitamins and minerals that are regulated as foods. The Guidelines provide criteria for establishing maximum amounts of vitamins and minerals per daily portion of the supplement as recommended by the manufacturer. They also address the packaging and labeling of supplements. The restrictions are expected to lower the dosage of U.S.-manufactured products to standards set by foreign jurisdictions. The FDA has stated that the Codex Guidelines will not affect the availability of supplement products to U.S. consumers. We cannot predict the nature of any future laws, regulations, interpretations or applications, nor can we determine what effect additional governmental regulations or administrative orders, when and if promulgated, would have on the Company's business in the future. They could require the reformulation of certain products to meet new standards, the recall or discontinuance of certain products not capable of reformulation, additional record keeping, expanded documentation of the properties of certain products, expanded or different labeling, and/or scientific substantiation. Any or all of such requirements 10 <Page> could have a material adverse effect on our results of operations and financial condition. Currently, we do not believe that compliance with the provisions of national, state and local environmental laws and regulations has not had a material adverse effect upon the capital expenditures, earnings, financial position, liquidity or competitive position of the Company. Because we do not currently manufacture pharmaceuticals and nutraceutical products through the Company, but only conduct literature work and patent applications for potential products, we do not currently anticipate application of regulations governing our activities in those fields. With respect to the manufacture of our vitamin and nutritional supplement products, our outside vendors are required to manufacture our products in accordance with all applicable governmental regulations, including Current Good Manufacturing Practices of the FDA. We face an inherent risk of exposure to product liability claims in the event that the use of our products results in injury. Such claims may include, among others, that our products contain contaminants or include inadequate instructions as to use or inadequate warnings concerning side effects and interactions with other substances. We do not anticipate obtaining contractual indemnification from parties supplying raw materials or marketing our products. In any event, any such indemnification if obtained would be limited by our terms and, as a practical matter, to the creditworthiness of the indemnifying party. In the event that we do not have adequate insurance or contractual indemnification, product liabilities relating to defective products could have a material adverse effect on our operations and financial conditions. Because of our dependence upon consumer perceptions, adverse publicity associated with illness or other adverse effects resulting from the consumption of our products or any similar products distributed by other companies could have a material adverse effect on our operations. Such adverse publicity could arise even if the adverse effects associated with such products resulted from consumers' failure to consume such products as directed. In addition, we may not be able to counter the effects of negative publicity concerning the efficacy of our products. Any such occurrence could have a negative effect on our operations. Other key factors that affect our operating results are as follows: o Overall customer demand for our various products. o Volume of products ordered. o Mix of products purchased by our customers. o Prices at which we sell our products. o Our ability to manage our cost structure for capital expenditures and operating expenses such as salaries and benefits, freight and royalties. o Our ability to match operating costs to shifting volume levels. o Increases in the cost of raw materials and other supplies, which may impact pricing and our ability to compete or result in lower profit margins if prices are not raised on related products. o The impact of competitive products. o Adequacy and availability of insurance coverage. o Our inability to gain and/or hold market share. o Exposure to and expense of resolving and defending product liability claims and other litigation. o Consumer acceptance of our products. o Managing and maintaining growth. o Market and industry conditions including pricing, demand for products, levels of trade inventories and raw materials availability and changes in applicable laws and government regulation. o The success of product development and new product introductions into the marketplace. o Slow or negative growth in the nutritional supplement industry. o The departure of key members of management. o Our ability to efficiently manufacture our products. o Unexpected customer bankruptcy. o The implementation of SFAS 123R in relation to accounting for future stock-based compensation. o Limitations on future financing. o Increases in the cost of borrowings and unavailability of debt or equity capital. 11 <Page> OVERVIEW - -------- BUSINESS DESCRIPTION. Allergy Research Group, Inc. (SYMBOL: ALRG) (the "Company" or "ARG"), together with its wholly-owned subsidiary, Nutricology, Inc., strives to be an innovative leader in nutraceutical research and product formulation. Our shares are traded on the Over-The-Counter Bulletin Board. Since 1980, we have produced quality, hypoallergenic nutritional supplements and supplied products to physicians and health care practitioners worldwide. We develop, contract manufacture, market and sell vitamins and nutritional supplements throughout the world under the NutriCology(R) and Allergy Research Group(R) labels. Our products are distributed through distributors to medical and professional accounts, retail stores, and consumers directly. We offer a line of approximately 280 products, including vitamins in both multivitamin and single-entity formulas, minerals, and herbals. Our products are manufactured in various forms, including capsules, tablets, softgels, powders (drink mixes) and liquids. We also distribute certain third-party manufactured products under our labels. These products account for approximately 20% of all products offered by the Company. Our principal executive offices are located at 2300 North Loop Road, Alameda, California 94502 and our telephone number is (800) 545-9960. FUTURE OPERATIONS. The success of our future operations will depend to a great extent on the operations, financial condition, and management of the Company. We intend to expand our position in the vitamin and nutritional supplements markets. Specifically, our strategy continues to be to: (i) develop new brands and product line extensions, as well as new products, through our commitment to research and development; (ii) continue the growth of our balanced distribution network; (iii) build our execution skills through new operations processes and decision support systems; (iv) achieve cost superiority through formal productivity benchmarking and continuous improvement programs; and (v) continue to improve upon our comprehensive e-commerce plan, which includes a user-friendly and marketing-driven website that has the ability to accommodate wholesale orders. We believe that our history and reputation in the field, multiple distribution channels, broad portfolio of products and packaging and distribution capabilities position us to be a long-term competitor in the vitamin and nutritional supplements industries. We are still collaborating with several entrepreneurs of cutting-edge science-based products, who have limited resources to bring their products to market. We look towards working partnerships and/or acquisition of these businesses to broaden our product line of innovative nutraceuticals. There is potential for real growth in sales and profit while providing products that promote general health. The Company's distribution channel to the medical and professional-practitioners market is key to the successful introduction of unique products. We believe that the Company has good relations with all of its current manufacturers and suppliers. We do not currently have written contracts with any of our manufacturers, but rely on long-term personal and professional relationships with our vendors. We believe that, due to the large number of businesses performing this type of service in the industry, the Company would have little difficulty in finding viable alternatives in the event any one of these vendors became unable or determined not to continue manufacturing our products. RESULTS OF OPERATIONS - --------------------- Please refer to the consolidated financial statements, which are a part of this report, for further information regarding the results of operations of the Company. 12 <Page> PERIOD ENDED MARCH 31, 2007 COMPARED TO MARCH 31, 2006 ------------------------------------------------------ RESULTS OF OPERATIONS The following table summarizes certain aspects of our results of operations: 2007 2006 $ CHANGE % CHANGE ------------- ------------- -------------- -------------- Net sales $ 4,086,717 $4,265,527 ($178,810) (4%) Cost of sales 2,505,786 2,630,510 ($124,724) (5%) Gross margin 1,580,931 1,635,017 ($54,086) (3%) As a percentage of sales 39% 38% - 1% General and administrative expense 1,084,309 1,039,223 45,086 4% Research and development expense 65,980 72,774 (6,794) (9%) Interest income 40,357 26,213 14,144 54% Provision for income taxes 189,091 223,550 34,459 15% Net earnings 281,908 325,683 43,775 (13%) REVENUES. Our revenues have decreased 4% during the first quarter of 2007 resulting from decreased sales to our distributors and retail customers. Sales to professional accounts also decreased but to a lesser degree. The decrease in sales is affected by the ordering patterns of our customers, as evidenced by an 8% increase in orders placed during April 2007 when compared to 2006. We cannot predict yet what the effect of those increased orders will be on our overall financial results for the second quarter, as orders may continue to fluctuate throughout the period. We are currently attempting to increase sales through the efforts of our National Accounts Manager, attendance at trade shows and market specific mailings. We expect to continue to benefit from increased consumer awareness of the importance of nutritional supplements in one's diet. We are planning additional promotional activities with selected major accounts in 2007, featuring selected new products. COSTS OF SALES. Cost of sales decreased as a direct result of a decrease in sales. We continue to make a concerted effort to determine that our manufacturers are maintaining the high standards we and our customers expect. We expect our cost of sales as a percentage of net sales to fluctuate somewhat as our product mix fluctuates. Our average selling price and related material cost used to manufacture our product has been relatively consistent and we expect this trend to continue for the foreseeable future. Gross profit margins increased approximately 1% for the period over period comparison primarily as a result of increased prices on 50 items during February 2007. GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses increased by 4% due to an increase in payroll expense associated with the addition of a National Accounts Manager, increased attendance at trade shows, and sales promotions utilizing samples. These increases in expenditures were partially offset by the repayment of a bad debt written off in a prior year. We anticipate that general and administrative expenses will continue to increase over the long term as our business continues to grow and the costs associated with being a public company continue to increase as a result of our required reporting requirements, including but not limited to expenses incurred to comply with the Sarbanes-Oxley Act of 2002. RESEARCH AND DEVELOPMENT EXPENSES. Although research and development expenses decreased during the first quarter of 2007 versus the comparative prior period, we anticipate that research and development expense will continue to increase over the long term as a result of the growth of the products we offer, new product opportunities and our continued efforts to invest in the future and strengthen our position within the nutritional and supplement market. INTEREST INCOME. Due to our increased cash balance and because we placed excess cash in short-term certificates of deposits, interest income increased by approximately $14,000 during the first quarter 2007 compared to the first quarter 2006. PROVISION FOR INCOME TAXES. Provision for income taxes represents federal and state income taxes based on earnings and changes to deferred taxes. NET EARNINGS. Net earnings decreased 13% due to decreased sales compounded by increased operating expenses. 13 <Page> SEASONALITY. Historically, we have experienced little seasonal fluctuation in revenues; however, during the spring and fall we traditionally attend two trade shows geared toward the retail market. Show discounts are offered and the retail distributors tend to purchase higher quantities due to the discounts. We attend trade shows geared toward the professional market throughout the year, but the shows are smaller and tend to not have an immediate effect on sales. These shows are useful because they provide personal contact with the professional market and potentially increase sales in the long run. As of March 31, 2007, to the best of our knowledge, no known trends or demands, commitments, events or uncertainties, except as discussed below, have existed which will have an effect on our liquidity. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- Current Financial Condition During the three-month period ended March 31, 2007, our working capital increased by approximately $264,185 to $7,176,658, compared to a working capital at December 31, 2006 of $6,912,473. Current assets mainly consist of approximately $3.83 million in cash, $1.01 million in accounts receivable, and $2.77 million in inventory. We continue to finance our inventory and accounts receivable through cash generated by operating activities. We believe that the Company's operating cash flow, cash and cash equivalents, and borrowing capacity under committed bank credit agreements is sufficient to fund our capital and liquidity needs for the next twelve months. Off-Balance Sheet Arrangements At March 31, 2007, we did not have any relationship with unconsolidated entities or financial partnerships, which other companies have established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes as defined in Item 303(c)(2) of SEC Regulation S-B. Therefore, we are not materially exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such relationships. Cash Flows OPERATING ACTIVITIES. Net cash flows provided by operating activities were $707,996 and $220,852 for the three months ended March 31, 2007 and 2006, respectively. Net cash provided by operating activities for both periods primarily reflects net earnings and net changes in operating assets and liabilities such as accounts receivable, inventory and accounts payable. Cash generated by operating activities for 2007 was primarily a result of (i) a decrease in inventory of $312,004 due to the utilization of inventory purchased ahead to take advantage of favorably priced purchases and because a concerted effort has been made to increase inventory turns, (ii) an increase in accounts payable, accrued expenses, and income taxes payable totaling $322,360 because accrued bonuses had been paid by year-end 2006 and the overall timing of payments was varied on accounts payable and income tax expense. The net cash generated by the change in these accounts was offset by an increase in accounts receivable of $189,698, due to a slow down in collections. Cash generated by operating activities for 2006 is explained by (i) an increase in accounts receivable of $231,519 due to increased sales and a few accounts that are not paying as quickly as they had in previous quarters, and (ii) an increase in inventory levels of $177,537 due to rising prices and a modest increase in new products available for sale. Increases in these asset accounts were offset primarily by an increase in accounts payable, accrued expenses, and income taxes payable of $379,614 because accrued bonuses had been paid by year-end 2005, increased purchases of inventory, and an increase in income taxes based on taxable earnings without the offset of any net operating loss carryforwards, which were mostly utilized during 2005. INVESTING ACTIVITIES. Net cash flows used in investing activities for the three months ended March 31, 2007 was $34,702 and resulted from payments for a new label printer and a new server. There were no cash flows from investing activities in 2006. FINANCING ACTIVITIES. There were no cash flows from financing activities in either period. CONCENTRATION OF RISK The Company is subject to a wide variety of risks in the ordinary course of its business. Some of the more significant of these risks include heavy concentrations of sales with a few key customers; heavy concentrations of raw material purchases with a few key suppliers; regulation by various federal, 14 <Page> state and local agencies with regards to the manufacture, handling, storage and safety of products; and regulation by various agencies with regards to the labeling and certification of products. The Company is also subject to competition from other nutritional supplement companies and is dependent on the continued demand for nutritional supplements by consumers. SALES. Approximately 13% of our total sales in 2007 and 11% in 2006 were attributable to the same single distributor. In the event we were to lose that account, we anticipate that we would be able to convert the business to sales directly to the customers of that distributor. As converted sales would be at a higher margin, we do not believe the loss of the account would have a material negative impact on sales. However, we cannot assure you that, if we were to lose this distributor, all or any of the customers would transfer directly to us or that current sales from this group would be maintained. PURCHASES. We purchase raw materials and use outside vendors for the manufacture of our products. For the three months ended March 31, 2007, we had a concentration of approximately 66% of our manufacturing with four separate vendors who individually account for more than ten percent of our purchases. For the three months ended March 31, 2006, the Company had a concentration of approximately 29% of manufacturing with two separate vendors, who individually accounted for more than ten percent of our purchases. We do not currently have written contracts with any of our manufacturers, but rely on long-term personal and professional relationships. We believe that, due to the large number of businesses performing this type of service in the industry, we would have little difficulty in finding viable alternatives in the event any one of these vendors became unable or decided not to continue manufacturing our products. However, we can give no assurance that suitable, alternative manufacturers would be available to us when needed or that such alternative manufacturers would not result in an increase in costs. PRODUCT. None of our products in 2007 and one product in 2006 individually accounted for more than ten percent of our sales dollars. CONTRACTUAL OBLIGATIONS. The Company's Contractual Obligations and Commercial Commitments are detailed below: - ------------------------------ ---------------------------------------------------------------------------------- Payments Due by Period - ------------------------------ ---------------------------------------------------------------------------------- Less Contractual Than 1 1-3 4 - 5 After 5 Obligations Total Year Years Years Years - ------------------------------ --------------- ------------------ ------------------ -------------- ------------- Line of Credit (1) - - - - - - ------------------------------ --------------- ------------------ ------------------ -------------- ------------- Operating Leases (2) $2,268,000 $288,000 $864,000 $576,000 $540,000 - ------------------------------ --------------- ------------------ ------------------ -------------- ------------- Purchase Obligations (3) $2,065,705 1,858,705 207,000 - ------------------------------ --------------- ------------------ ------------------ -------------- ------------- Total Cash Contractual Obligations $4,333,705 $2,146,705 $1,071,000 $576,000 $540,000 - ------------------------------ --------------- ------------------ ------------------ -------------- ------------- (1) This represents the Company's borrowings under its line of credit with Merrill Lynch, which had a zero balance throughout the three months ended March 31, 2007 and through the date of this filing. The Merrill Lynch line of credit provides for maximum financing of $1,500,000, bearing interest at the London Interbank Offered Rate (LIBOR) plus 2.75%, computed on a monthly basis. As of March 31, 2007, the interest rate on the line of credit was 8.07% per annum. Because the line of credit is secured by substantially all of the assets of the Company, if the Company were to fall into default under the terms of our agreement with Merrill Lynch it could have material adverse impact on our business and financial position. (2) Represents our building lease with AriBen Corporation, a related party. See "Related Party Transactions" below. The current monthly obligation for the base rent on the lease is $24,000 for approximately 29,821 square feet. (3) Represents outstanding purchase orders for inventory and a two-year distribution agreement with a vendor for the exclusive distribution of their product. 15 <Page> RELATED PARTY TRANSACTIONS. Dr. Stephen Levine, the Company's Chief Executive Officer, Chief Financial Officer and Chairman of the Board of Directors, and Susan Levine, the Company's Vice President and Secretary, are husband and wife. On January 4, 2005, we entered into a lease with AriBen Corporation, a related party 100% owned by Susan and Stephen Levine, for approximately 29,821 square feet of office and industrial space. The lease, which has a term of ten years with options to renew for two subsequent periods of ten and five years, respectively, has a base monthly rent of $24,000 for the initial period, $30,000 for the first option period and $35,000 for the second option period. Rent will be adjusted annually during the second five years of each 10-year lease period based on the consumer price index, with a minimum increase of three percent. During the first quarter 2005 we reimbursed AriBen Corporation for some of the tenant improvements that were built out to our specifications in the amount of $350,000. No security deposit is required under the lease. LIQUIDITY RESOURCES. We have approximately $3.83 million in cash and cash equivalents as of March 31, 2007, which, based on operating cash flow remaining constant, we believe to be sufficient to satisfy our cash requirements over the next twelve months. Our future funding requirements will depend on numerous factors, some of which are beyond our control. These factors include our ability to operate profitably, our ability to maintain, recruit and train management and personnel, and our ability to compete with other, better-capitalized and more established competitors who offer alternative or similar products. We believe that, given our positive working capital position, we can satisfy our cash requirements over the next twelve months from operations if we continue to operate at a profit. Cash flow from operations is expected to provide us with our capital resources and liquidity needs. The Company expects to continue to purchase equipment and hire new employees as is commensurate with the growth of the business. In addition, we will continue to invest time and effort in research for product development. We know of no trends that are expected to affect the cost of labor or materials, and sales are expected to be stable over the next twelve months. See "CAUTION CONCERNING FORWARD-LOOKING STATEMENTS/RISK FACTORS" above for some of the variables that may affect our business and financial results. CRITICAL ACCOUNTING POLICIES - ---------------------------- Our discussion and analysis is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to bad debts, inventories, intangible assets, income taxes and contingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, and if different estimates that reasonably could have been used or changes in the accounting estimate that are reasonably likely to occur could materially change the financial statements. We believe the following critical accounting policies reflect our more significant estimates and assumptions used in the preparation of our consolidated financial statements; however, management does not consider any of the estimates and assumptions to be highly uncertain. 16 <Page> INCOME TAXES SFAS 109, Accounting for Income Taxes, establishes financial accounting and reporting standards for the effect of income taxes. The objectives of accounting for income taxes are to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity's financial statements or tax returns. Judgment is required in assessing the future tax consequences of events that have been recognized in our financial statements or tax returns. Variations in the actual outcome of these future tax consequences could materially impact our financial position or our results of operations. ALLOWANCE FOR DOUBTFUL ACCOUNTS We evaluate the collectibility of our trade receivables based on a combination of factors. We regularly analyze our significant customer accounts, and, when we become aware of a specific customer's inability to meet its financial obligations to us, such as in the case of bankruptcy filings or deterioration in the customer's operating results or financial position, we record a specific reserve for bad debt to reduce the related receivable to the amount we reasonably believe is collectible. The allowances are calculated based on detailed review of certain individual customer accounts, historical rates and an estimation of the overall economic conditions affecting our customer base. We review a customer's credit history before extending credit. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. In the event that our trade receivables become uncollectible, we would be forced to record additional adjustments to receivables to reflect the amounts at net realizable value. The accounting effect of this entry would be a charge to earnings, thereby reducing our net earnings. Although we consider the likelihood of this occurrence to be remote based on past history and the current status of our accounts, there is a possibility of this occurrence. INVENTORY Our inventory purchases and commitments are made in order to build inventory to meet future shipment schedules based on forecasted demand for our products. We perform a detailed assessment of inventory for each period, which includes a review of, among other factors, demand requirements, product life cycle and development plans, component cost trends, product pricing and quality issues. Based on this analysis, we record adjustments to inventory for excess, obsolescence or impairment, when appropriate, to reflect inventory at net realizable value. Revisions to our inventory adjustments may be required if actual demand, component costs or product life cycles differ from our estimates. In the event we were unable to sell our products, the demand for our products diminished, other competitors offered similar or better products, and/or the product life cycles deteriorated causing quality issues, we would be forced to record an adjustment to inventory for impairment or obsolescence to reflect inventory at net realizable value. The effect of this entry would be a charge to earnings, thereby reducing our net earnings. Although we consider the likelihood of this occurrence to be remote based on our forecasted demand for our products, there is a possibility of this occurrence. CONTINGENCIES The outcomes of potential legal proceedings and claims brought against us are subject to significant uncertainty. SFAS 5, ACCOUNTING FOR CONTINGENCIES, requires that an estimated loss from a loss contingency such as a legal proceeding or claim should be accrued by a charge to income if it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. Disclosure of a contingency is required if there is at least a reasonable possibility that a loss has been incurred. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Changes in these factors could materially impact our financial position or our results of operations. In March 2006, the Company received a summons from the United States District Court for the District of Colorado in an action filed by Pure Research Products, LLC, a division of J.A. Sichel & Associates. The complaint alleges that the Company violated certain trademarks and exclusive license rights held by Pure Research Products, LLC during negotiations between the parties and following the dissolution of those negotiations. The plaintiff in the action is seeking various forms of injunctive relief against the Company as well as damages to be proven at trial. The complaint includes a request for treble damages in the event the plaintiff is successful. The Company intends to vigorously defend itself against the allegations. No adjustments were made to our consolidated financial statements for the outcome of this uncertainty. 17 <Page> ITEM 3. CONTROLS AND PROCEDURES As of the end of the period covered by this report, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures pursuant to the Exchange Act Rule 13a-15. This evaluation was done under the supervision and with the participation of the Company's Chief Executive Officer and Chief Financial Officer, Stephen A. Levine. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the period covered by this report to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. There were no changes in the Company's internal controls over financial reporting that occurred during the quarter ended March 31, 2007, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Not Applicable. ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS Not Applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not Applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not Applicable. Item 5. OTHER INFORMATION Not Applicable. Item 6. EXHIBITS (a) Exhibits 31 Certificate of Stephen A. Levine required by Rule 13a-14(a) or Rule 15d-14(a) of The Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certificate of Stephen A. Levine Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (b) Reports on Form 8-K None 18 <Page> ALLERGY RESEARCH GROUP, INC. SIGNATURE Pursuant to the requirements 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. ALLERGY RESEARCH GROUP, INC. Registrant Dated: May 15, 2007 By:/s/ Stephen A. Levine -------------------------- Chief Executive Officer and Chief Financial Officer 19