UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-QSB (x ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2001 -------------- ( ) 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 000-26119 ----------- ALTRIMEGA HEALTH CORPORATION --------------------------------------------------------------- (Exact name of registrant as specified in charter) Nevada 87-0631750 - ------------------------------- ----------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3672 East Cove Point Drive, Salt Lake City, Utah 84109 - --------------------------------------------------- ------------ (Address of principal executive offices) (Zip Code) 1- 801-278-8000 ----------------------- Registrant's telephone number, including area code ---------------------------------------------- (Former name, former address, and former fiscal year, if changed since last report.) 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), Yes [x ] No [ ] and (2) has been subject to such filing requirements for the past 90 days. Yes [x ] No[ ] APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the last practicable date Class Outstanding as of June 30, 2001 ---------------------- ------------------------------- Common Stock, $0.001 22,020,000 -1- INDEX Page Number ------ PART I. ITEM 1. Financial Statements (unaudited).........................3 Balance Sheets...........................................4 June 30, 2001 and December 31, 2000 Statements of Operations Three and six months ended June 30, 200 and 2000.........5 and the period from September 8, 1998 to June 30, 2001 Statements of Cash Flows Six months ended June 30, 2001 and 2000..................6 and the period from September 8, 1998 to June 30, 2001 Notes to Financial Statements............................7 ITEM 2. Management's Discussion and Analysis or Plan of Operations...........................................10 PART II. Other Information.......................................11 Signatures..............................................11 -2- PART I - FINANCIAL INFORMATION ______________________________________________________________________________ ITEM 1. FINANCIAL STATEMENTS ______________________________________________________________________________ The accompanying balance sheets of Altrimega Health Corporation (development stage company) at June 30, 2001 and December 31, 2000, and the statements of operations and cash flows for the three and six months ended June 30, 2001 and 2000 and the period from September 8, 1998 to June 30, 2001, have been prepared by the Company's management and they do not include all information and notes to the financial statements necessary for a complete presentation of the financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the quarter ended June 30, 2001, are not necessarily indicative of the results that can be expected for the year ending December 31, 2001. -3- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) BALANCE SHEETS June 30, 2001 and December 31, 2000 ============================================================================== Jun 30, Dec 31, 2001 2000 ------------- ------------- ASSETS CURRENT ASSETS Cash $ 49 $ 33 ------------- ------------- Total Current Assets 49 33 ------------- ------------- PROPERTY AND EQUIPMENT - net of accumulated 1,786 2,066 depreciation - note 2 ------------- ------------- ADVANCED DEPOSITS 20,000 - ------------- ------------- $ 21,835 $ 2,099 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Note payable and accrued interest payable - $ 38,766 $ 5,400 related party - note 3 Accounts payable 700 1,500 ------------- ------------- Total Current Liabilities 39,466 6,900 ------------- ------------- STOCKHOLDERS' EQUITY Preferred stock 10,000,000 shares authorized at $0.001 par value ; none outstanding - - Common stock 50,000,000 shares authorized at $0.001 par value; 22,020,000 shares issued and outstanding 22,020 22,020 Capital in excess of par value 74,980 74,980 Deficit accumulated during the development stage (114,631) (101,801) ------------- ------------- Total Stockholders' Deficiency (17,631) (4,801) ------------- ------------- $ 21,835 $ 2,099 ============= ============= The accompanying notes are an integral part of these financial statements. -4- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) STATEMENTS OF OPERATIONS For the Three and Six Months Ended June 30, 2001 and 2000 and the Period September 8, 1998 (Date of Inception) to June 30, 2001 ============================================================================== Three Months Six Months Sept 8, 1998 Jun 30, Jun 30, Jun 30 Jun 30, to 2001 2000 2001 2000 Jun 30, 2001 ---------- ---------- ---------- ---------- ------------ REVENUES $ - $ 5,240 $ - $ 6,315 $ 6,315 EXPENSES 1,750 48,852 12,830 65,132 120,946 ---------- ---------- ---------- ---------- ------------ NET LOSS $ (1,750) $ (43,612) $ (12,830) $ (58,817) $ (114,631) ========== ========== ========== ========== ============ NET LOSS PER COMMON SHARE Basic $ - $ - $ - $ - ---------- ---------- ---------- ---------- AVERAGE OUTSTANDING SHARES Basic (stated in 1000's) 22,020 22,020 22,020 22,020 ========== ========== ========== ========== The accompanying notes are an integral part of these financial statements -5- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) STATEMENT OF CASH FLOWS For the Six Months Ended June 30, 2001 and 2000 and the Period September 8, 1998 (Date of Inception) to June 30, 2001 ============================================================================== Jun 30 Jun 30 Sept 8,1998 to 2001 2000 to Jun 30, 2001 ------------ ----------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (12,830) $ (58,817) $ (114,631) Adjustments to reconcile net loss to net cash provided by operating activities Depreciation and amortization 280 6,866 1,014 Changes in accounts payable 32,566 (1,500) 39,466 ------------ ----------- -------------- Net Cash Received (Used) in Operations 20,016 (53,451) (74,151) ------------ ----------- -------------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of equipment - - (2,800) Advance deposit - lease (20,000) - (20,000) ------------ ----------- -------------- (20,000) - (22,800) ------------ ----------- -------------- CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from loan - - - Proceeds from issuance of common stock - 50,500 97,000 ------------ ----------- -------------- Net Increase (decrease)in Cash 16 (2,951) 49 Cash at Beginning of Period 33 4,125 - ------------ ----------- -------------- Cash at End of Period $ 49 $ 1,174 $ 49 ============ =========== ============== The accompanying notes are an integral part of these financial statements. -6- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) NOTES TO FINANCIAL STATEMENTS ============================================================================== 1. ORGANIZATION The Company was incorporated under the laws of the State of Nevada on September 8, 1998 with the name of Mega International Health Corporation with authorized common stock of 50,000,000 shares with a par value of $0.001 and preferred stock of 10,000,000 shares with a par value of $0.001. The board of directors will determine the powers and rights of the preferred stock when it is issued. On June 23, 1999 the name was changed to Altrimega Health Corporation. On March 19,2001 the Company completed a forward common stock split of four shares for each outstanding share. This report has been completed showing after stock split shares from inception. The Company was organized for the purpose of marketing nutritional products. The Company is in the development stage. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Methods - ------------------ The Company recognizes income and expenses based on the accrual method of accounting. Dividend Policy - --------------- The Company has not adopted a policy regarding payment of dividends. Property and Equipment - ---------------------- The equipment consists of office furniture and equipment which is being depreciated over 5 years. Income Taxes - ------------ On March 31, 2001 the Company had a net operating loss carryforward of $114,631. The tax benefit of $34,389 from the loss carry forward has been fully offset by a valuation reserve because the use of the future tax benefit is doubtful, since the Company has no operations on which to project future net profits. The loss carryover will expire in 2022. Financial Instruments - --------------------- The carrying amounts of financial instruments, including cash and accounts payable, are considered by management to be their estimated fair values. -7- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Continued) ============================================================================== 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Basic and Diluted Net Income (Loss) Per Share - --------------------------------------------- Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise of the preferred share rights unless the exercise becomes antidilutive and then only the basic per share amounts are shown in the report. Estimates and Assumptions - ------------------------- Management uses estimates and assumptions in preparing financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements. Comprehensive Income - -------------------- The Company has adopted Statement of Financial Accounting Standards No. 130. The adoption of this standard had no impact on the total stockholder's equity. Other Recent Accounting Pronouncements - -------------------------------------- The Company does not expect that the adoption of other recent accounting pronouncements to have any material impact on its financial statements. 3. NOTE PAYABLE The note payable consists of a no interest, demand loan, received from a related party. Imputed interest at 8% has been included. 4. RELATED PARTY TRANSACTIONS 70% of the outstanding common stock was issued to a related parties. -8- ALTRIMEGA HEALTH CORPORATION (Development Stage Company) NOTES TO FINANCIAL STATEMENTS (Continued) ============================================================================== 5. GOING CONCERN The company will need additional working capital to service its debt and for its future planned activity and continuation of the Company as a going concern is dependent upon obtaining sufficient working capital to be successful in that effort and the management of the Company has developed a strategy, which it believes will accomplish this objective through additional equity funding, and long term financing, which will enable the Company to operate for the coming year. -9- ______________________________________________________________________________ ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS ______________________________________________________________________________ Overview - -------- The Company's plan of operation focuses on products which have been designed as a result of the belief its natural medicines and nutritional supplements offer a better alternative to traditional nutritional supplements currently being produced by providing specialized combinations of nutrients. Prior to the formation of Altrimega Health Corporation, an officer of the Company completed the development of the Company's initial product line, and has established relationships with suppliers of the various nutrients comprising the Altrimega Health products. Additionally, the Company has established a relationship with a Utah "contract" manufacturer, which will provide the Company with product manufacturing, bottling and packaging. The Company is now seeking to establish a distributor network with marketing firms involved in the nutritional supplement industry throughout the country. The Company also plans to undertake efforts to market its products through the internet, various retail markets, including health food stores, and direct sales through a toll-free number. Proposed Activities - ------------------- As soon as practicable, the Company plans to complete the manufacturing and distributing arrangements with selected brokers in the industry, in different regions of the country. At the same time, the Company will continue with efforts to directly market its products to other retail markets. To the extent the Company's funds allow, the Company will develop and market additional nutritional products, to meet different special health needs and niche markets. Liquidity and Capital Resources - ------------------------------- As of June 30, 2001, the Company did not have sufficient assets to pay its liabilities. Results of Operations - --------------------- The Company is a development stage company and has had no operations during the past quarter. Liquidity and Capital Resources - ------------------------------- The Company will need additional working capital to finance its planned activity. -10- PART II - OTHER INFORMATION PART 2 - SIGNATURES ______________________________________________________________________________ SIGNATURES ______________________________________________________________________________ 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 there unto duly authorized. Altrimega Health Corporation [Registrant] /s/ Howard Abrams ---------------------------------- Howard Abrams - President Dated July 19, 2001