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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2007
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ____________ to ____________
Commission file number 0-7473
Amexdrug Corporation
--------------------
(Exact name of small business issuer as specified in its charter)
NEVADA 95-2251025
-------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
8909 West Olympic Boulevard, Suite 208
Beverly Hills, California 90211
-------------------------------
(Address of principal executive offices)
Issuer's telephone number: (310) 855-0475
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 [ ]
Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
Yes [ ] No [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: As of May 15, 2007, there were
8,470,481 shares of the issuer's common stock issued and outstanding.
AMEXDRUG CORPORATION
FORM 10-QSB
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
Page
----
Item 1. Financial Statements (Unaudited)....................................3
Condensed Consolidated Balance Sheets -- As of March 31,
2007 and December 31, 2006 (Unaudited)............................5
Condensed Consolidated Statements of Operations for
the Three Months Ended March 31, 2007 and 2006
(Unaudited).......................................................6
Condensed Consolidated Statements of Cash Flows for
the Three Months Ended March 31, 2007 and 2006
(Unaudited).......................................................7
Notes to Condensed Consolidated Financial Statements
(Unaudited).......................................................8
Item 2. Management's Discussion and Analysis or Plan of Operation..........10
Item 3. Controls and Procedures............................................14
PART II - OTHER INFORMATION
Item 1. Legal Proceedings..................................................14
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds........14
Item 3. Defaults Upon Senior Securities....................................15
Item 4. Submission of Matters to a Vote of Security Holders................15
Item 5. Other Information..................................................15
Item 6. Exhibits and Reports on Form 8-K...................................15
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The unaudited condensed consolidated balance sheets of Amexdrug
Corporation, a Nevada corporation, and subsidiaries as of March 31, 2007 and
December 31, 2006, the related unaudited condensed consolidated statements of
operations for the three month periods ended March 31, 2007 and March 31, 2006,
the related unaudited condensed consolidated statements of cash flows for the
three month periods ended March 31, 2007 and March 31, 2006 and the notes to the
unaudited condensed consolidated financial statements follow. The consolidated
financial statements have been prepared by Amexdrug's management, and are
condensed; therefore they do not include all information and notes to the
financial statements necessary for a complete presentation of the financial
position, results of operations and cash flows, in conformity with accounting
principles generally accepted in the United States of America, and should be
read in conjunction with the annual consolidated financial statements included
in Amexdrug's annual report on Form 10-KSB for the year ended December 31, 2006.
The accompanying condensed consolidated financial statements reflect
all adjustments which are, in the opinion of management, necessary to present
fairly the results of operations and financial position of Amexdrug Corporation
consolidated with Allied Med, Inc., Dermagen, Inc., and BioRx Pharmaceuticals,
Inc., its wholly owned subsidiaries, and all such adjustments are of a normal
recurring nature. The names "Amexdrug", "we", "our" and "us" used in this report
refer to Amexdrug Corporation.
Operating results for the quarter ended March 31, 2007, are not
necessarily indicative of the results that can be expected for the year ending
December 31, 2007.
3
AMEXDRUG CORPORATION AND SUBSIDIARIES
INDEX TO FINANCIAL STATEMENTS
Page
----
Condensed Consolidated Balance Sheets (Unaudited) - March 31,
2007 and December 31, 2006...............................................5
Condensed Consolidated Statements of Operations (Unaudited)
for the Three Months Ended March 31, 2007 and 2006......................6
Condensed Consolidated Statements of Cash Flows (Unaudited)
for the Three Months Ended March 31, 2007 and 2006......................7
Notes to Condensed Consolidated Financial Statements.......................8
4
AMEXDRUG CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
Unaudited
March 31, Dec 31,
2007 2006
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ASSETS
Current Assets
Cash and cash equivalents $ 76,842 $ 89,017
Accounts receivable, net of allowance
for doubtful accounts of $14,934 and $29,788,
respectively 216,561 174,423
Inventory 97,169 141,849
Inventory-Biorx 110,880 -
Prepaid expenses 3,993 3,993
Deferred tax asset 41,117 11,864
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Total Current Assets $ 546,562 $ 421,146
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Property and Equipment
Office and computer equipment 164,982 164,982
Leasehold improvements 15,700 15,700
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Total Property and Equipment 180,682 180,682
Less: Accumulated depreciation (155,867) (149,064)
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Net Property and Equipment 24,815 31,618
Lease Deposits 12,158 12,158
Customer Base, Net of Accumulated
Amortization of $9,132 and $7,610,
respectively 9,127 10,649
Trademark, Net of Accumulated Amortization
of $54 and $36, respectively 946 964
Account settlement receivable 34,979 -
Goodwill 17,765 17,765
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Total Assets $ 646,352 $ 494,300
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 319,233 $ 336,471
Notes payable to related parties 73,140 73,140
Accrued interest on notes payable to
related parties 3,400 2,200
Accrued liabilities 4,278 6,367
Accrued income taxes 54,620 11,573
Current portion of capital lease obligations 19,823 19,823
Deferred Taxes 13,954 13,954
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Total Current Liabilities 488,448 463,528
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Stockholders' Equity
Common stock - $0.001 par value, 50,000,000
shares authorized, 8,470,481 and 8,470,481
shares issued and outstanding 8,471 8,471
Additional paid-in capital 83,345 83,345
Retained Earnings (Deficit) 66,088 (61,044)
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Total Stockholders' Equity 157,904 30,772
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Total Liabilities and Stockholders' Equity $ 646,352 $ 494,300
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The accompanying notes are an integral part of these
consolidated financial statements.
5
AMEXDRUG CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Period Ended March 31, 2007 2006
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Sales $ 1,761,823 $ 1,074,800
Cost of Goods Sold 1,568,133 935,734
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Gross Profit 193,690 139,066
Expenses
Selling, general and administrative expense (106,624) (130,305)
Interest expense (1,200) (651)
Interest and other income 55,060 -
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Income From Operations 140,926 8,110
Provision for (Benefit from) Income Taxes 13,794 (379)
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Net Income $ 127,132 $ 8,489
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Basic Income Per Common Share $ 0.02 $ -
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Basic Weighted-Average Common Shares
Outstanding 8,470,481 8,473,866
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The accompanying notes are an integral part of these
consolidated financial statements.
6
AMEXDRUG CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Three Months Ended March 31, 2007 2006
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Cash Flows from Operating Activities:
Net income $ 127,132 $ 8,489
Adjustments to reconcile net income to net
cash used in operating activities:
Depreciation 6,803 12,813
Amortization 1,540 1,522
Recovery of bad debt (14,854) -
Changes in operating assets and liabilities:
Accounts receivable (27,284) (32,518)
Inventory (66,200) 10,684
Prepaid expenses - (165)
Deferred income taxes (29,253) (4,172)
Account Settlement Receivable (34,979)
Accounts payable and accrued liabilities (19,327) 32,918
Accrued interest-related party 1,200 -
Corp Income Tax Payable-Fed 31,139 -
Corp Income Tax Payable-State 11,908 -
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Net Cash Provided by (Used in)
Operating Activities (12,175) 29,571
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Cash Flows from Investing Activities: - -
Cash Flows from Financing Activities:
Principal payments on capital lease
obligations - (1,948)
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Net Cash Provided by (Used in)
Financing Activities - (1,948)
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Net Increase (decrease) in Cash (12,175) 27,623
Cash at Beginning of Period 89,017 177,408
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Cash at End of Period $ 76,842 $ 205,031
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Supplemental Cash Flow Information:
Cash paid for interest $ - $ 651
Cash paid for taxes $ - $ -
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The accompanying notes are an integral part of these
consolidated financial statements.
7
AMEXDRUG CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS
Organization and Nature of Operations - Amexdrug's wholly owned subsidiaries
include Allied Med, Inc., Dermagen Inc. and this year BioRx Pharmaceuticals.
Allied Med Inc., was formed in October 1997 and is engaged in the pharmaceutical
wholesale business of selling brand and generic pharmaceuticals products,
over-the-counter drug and non-drug products and health and beauty products to
independent and chain pharmacies, alternative care facilities and other
wholesalers.
Dermagen Inc., is a manufacturing company specializing in the manufacturing and
distribution of certain pharmaceuticals, medical devices, and health and beauty
products. Dermagen has a US Federal Drug Administration (FDA) registered and
state FDA approved manufacturing facility licensed to develop skin and novel
health and beauty products for niche markets.
On November 8, 2004, Amexdrug formed a new subsidiary, BioRx Pharmaceuticals,
Inc. as a Nevada corporation ("BioRx"). BioRx is committed to offer over the
counter (OTC) products that are recommended with trust and faith by physicians,
primarily podiatrists and dermatologists. The focus and mission of BioRx is to
create, develop and manufacture products to help ease pain and restore and
maintain the overall well-being of our customers.
Condensed Financial Statements - The accompanying condensed statements have been
prepared based on the documents and schedules provided by the client and are
unaudited. In our opinion and of management, the accompanying unaudited
financial statements contain all necessary adjustments for fair presentation,
consisting of normal recurring adjustments except as disclosed therein.
The accompanying unaudited interim financial statements have been condensed
pursuant to the rules and regulations of the Securities and Exchange Commission;
therefore, certain information and disclosures generally included in financial
statements have been condensed or omitted. The condensed financial statements
should be read in connection with the Company's annual financial statements
included in its annual report on Form 10-KSB as of December 31, 2006.
Concentrations - During the three months ended March 31, 2007, purchases from
two vendors accounted for 63% and 14% of total purchases. As of March 31, 2007,
accounts payable to these vendors accounted for 68% and 12% of the total
accounts payable, respectively.
NOTE 2 - RELATED PARTY TRANSACTIONS
As of March 31, 2007 the balance of notes payable to the wife of the president
of the Company amounted to $60,000 and the interest accrued amounted to $3,400,
that is $1,200 for this year and $ 2,400 in 2006.
NOTE 3 - INVENTORY
Inventory includes purchased products for resale and raw materials and supplies
necessary to manufacture pharmaceuticals, medical devices, and health and beauty
products. On March 2007 BioRx Pharmaceuticals, one of the subsidiaries purchased
from Dermagen Inc inventory totaling $ 110,880. The following table describes
the balances in inventory as of March 31, 2007:
March 31, 2007
- -------------------------------------------------------------
Raw materials $ 47,383
Finished goods 49,786
Finished goods - BioRx Pharmaceuticals 110,880
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Total Inventory $ 208,049
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8
AMEXDRUG CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4 - SEGMENT INFORMATION
The Company has operations in two segments of its business, namely: distribution
and health and beauty products. Distribution consists of the wholesale
pharmaceutical distribution and resale of brand and generic pharmaceuticals
products, over-the counter drugs and non-drug products. Health and beauty
products consist of manufacturing and distribution of health and beauty
products.
The following tables describe information regarding the operations and assets of
these reportable business segments:
For the three Months Health and
Ended March 31, 2007 Distribution Beauty Products Total
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Sales to external customers $ 1,669,162 $ 92,661 $ 1,761,823
Segment income (loss) before
taxes 38,474 102,452 140,926
Segment assets 599,681 299,281 898,962
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March 31, 2007
- ---------------------------------------------
Total assets for reportable
segments $ 898,962
Elimination of intersegment
assets (252,610)
- ---------------------------------------------
Consolidated Total Assets $ 646,352
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NOTE 5 - SIGNIFICANT ACCOUNTING POLICIES
Income Taxes - Deferred income taxes are provided using the liability method
whereby deferred tax assets are recognized for deductible temporary differences
and operating loss and tax credit carryforwards and deferred tax liabilities are
recognized for taxable temporary differences. Temporary differences are the
differences between the reported amounts of assets and liabilities and their tax
bases. Deferred tax assets are reduced by a valuation allowance when, in the
opinion of management, it is more likely than not that some portion or all of
the deferred tax assets will not be realized. Deferred tax assets and
liabilities are adjusted for the effects of the changes in tax laws and rates of
the date of enactment.
The benefit of a tax position is recognized in the financial statements in the
period during which, based on all available evidence, management believes it is
more likely than not that the position will be sustained upon examination,
including the resolution of appeals or litigation processes, if any. Tax
positions taken are not offset or aggregated with other portions. Tax positions
that meet the more-likely-than-not recognition threshold are measured as the
largest amount of tax benefit that is more than 50 percent likely of being
realized upon settlement with the applicable taxing authority. The portion of
the benefits associated with the tax positions taken that exceed the amount
measured as described above is reflected as a liability for unrecognized tax
benefits in the accompanying balance sheet along with any associated interest
and penalties that would be payable to the taxing authorities upon examination.
Interest and penalties associated with unrecognized tax benefits are classified
as additional income taxes in the statement of income.
The Company or one of its subsidiaries files income tax returns in the U.S.
federal jurisdiction, and various states and foreign jurisdictions. With few
exceptions, the Company is no longer subject to U.S. federal, state and local,
or non-U.S. income tax examinations by tax authorities for years before 2001.
The Company adopted the provisions of FASB Interpretation No. 48, Accounting for
Uncertainty in Income Taxes, on January 1, 2007. As a result of the
implementation of Interpretation 48, the Company does not recognize an increase
in the liability for unrecognized tax benefits. No unrecognized tax benefits are
being reported for the quarter ended March 31, 2007.
The Company recognizes interest accrued related to unrecognized tax benefits in
interest expense and penalties in operating expenses.
9
Item 2. Management's Discussion and Analysis or Plan of Operation.
(a) Plan of Operation.
Not applicable.
(b) Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Overview
--------
Amexdrug Corporation is located at 8909 West Olympic Boulevard, Suite
208, Beverly Hills, California 90211. Its phone number is (310) 855-0475. Its
fax number is (310) 855-0477. Its website is www.amexdrug.com. Shares of
Amexdrug common stock are traded on the OTC Bulletin Board under the symbol
AXRX.OB. The President of Amexdrug has had experience working in the
pharmaceutical industry for the past 26 years.
Through its wholly-owned subsidiaries, Dermagen, Inc. and Allied Med,
Inc., Amexdrug is primarily a full-line, wholesale distributor of
pharmaceuticals, over-the-counter (OTC) products, health and beauty care
products, and nutritional supplements. Dermagen, Inc. also manufactures products
which it sells, and it sells private label products to other companies. Amexdrug
Corporation distributes its products through Dermagen, Inc. and Allied Med, Inc.
primarily to independent pharmacies in the western and southeastern regions of
the United States, and secondarily to small and medium-sized pharmacy chains,
alternative care facilities and other wholesalers and retailers. Over the next
several months, Amexdrug Corporation anticipates expanding its market area to
include other regions in the continental United States.
Amexdrug Corporation was initially incorporated under the laws of the
State of California on April 30, 1963 under the name of Harlyn Products, Inc.
Harlyn Products, Inc. was engaged in the business of selling jewelry to
department stores and retail jewelry stores until the mid-1990s.
The name of the Company was changed to Amexdrug Corporation in April
2000 to reflect the change in the Company's business to the sale of
pharmaceutical products. The officers and directors of the Company also changed
in April 2000. The domicile of the Company was changed from California to Nevada
in December 2001. At that time the Company changed its fiscal year end from June
30 to December 31.
References in this report to "we," "our," "us," the "company" and
"Amexdrug" refer to Amexdrug Corporation and also to our subsidiaries, Dermagen,
Inc., Allied Med, Inc. and BioRx Pharmaceuticals, Inc.
Amexdrug currently has 50,000,000 shares of authorized common stock
$.001 par value, of which 8,470,481 are issued and outstanding.
10
Allied Med, Inc.
----------------
On December 31, 2001, Amexdrug acquired all of the issued and
outstanding common shares of Allied Med, Inc., an Oregon corporation, ("Allied
Med") in a related party transaction.
Allied Med was formed as an Oregon corporation in October 1997, to
operate in the pharmaceutical wholesale business of selling brand name and
generic pharmaceutical products, over-the-counter (OTC) drug and non-drug
products and health and beauty products to independent and chain pharmacies,
alternative care facilities and other wholesalers.
Amexdrug has assumed the operations of Allied Med, and Amexdrug intends
to build on the pharmaceutical wholesale operations of Allied Med.
The accompanying financial information includes the operations of
Allied Med for all periods presented and the operations of Amexdrug Corporation
from April 25, 2000.
Dermagen, Inc.
--------------
Amexdrug completed its purchase of Dermagen, Inc. on October 7, 2005.
Dermagen, Inc. is now an operating subsidiary of Amexdrug. The acquisition of
Dermagen, Inc. is not considered to be an acquisition of a significant amount of
assets which would require audited financial statements of Dermagen, Inc.
Dermagen, Inc. is a growing manufacturing company specializing in the
manufacturing and distribution of certain pharmaceuticals, medical devices,
health and beauty products. Dermagen, Inc. has a U.S.-FDA registered and state
FDA approved manufacturing facility licensed to develop high margin skin and
novel health and beauty products for niche markets. Our competitive advantage is
in our superior product research and development for large leading domestic and
international companies.
Royal Health Care Company
-------------------------
In October 2003, Allied Med acquired 100% of the assets of Royal Health
Care Company. Royal Health Care Company is a health and beauty company which has
sold specially manufactured facial and body creams, arthritic pain relief
medications and an exclusive patented hair care product to pharmacies, beauty
salons, beauty supply stores and other fine shops. Royal Health Care Company
uses the highest quality ingredients for the finest quality products. Each
product has been formulated with the essential ingredients and plant extracts to
achieve optimum potential and quality. Royal Health Care Company products are
manufactured by a third party in an FDA approved manufacturing facility.
The Royal Health Care Company assets acquired include the "Royal Health
Care Company" name, logo, and related trademarks, all formulas to products
manufactured for sale under the Royal Health Care Company name, and the Royal
11
Health Care Company list of customers. These intellectual property rights were
acquired without cost from a company in which Jack Amin's wife is a principal
shareholder. Mr. Amin is the CEO and Chairman of Amexdrug Corporation and Allied
Med, Inc. Management believes this acquisition will provide the Company with an
opportunity to increase the number of products sold by the Company, and expand
the Company's customer base.
New subsidiaries formed
-----------------------
On October 28, 2004, Amexdrug formed a new subsidiary, Royal Health
Care, Inc. as a Nevada corporation. Royal Health Care, Inc. was formed to
manufacture and sell health and beauty products.
On November 8, 2004, Amexdrug formed a new subsidiary, BioRx
Pharmaceuticals, Inc. as a Nevada corporation. BioRx Pharmaceuticals, Inc. is
committed to offer over the counter (OTC) products that are recommended with
trust and faith by physicians, primarily podiatrists and dermatologists. The
focus and mission of BioRx Pharmaceuticals, Inc. is to create, develop and
manufacture products to help ease pain and restore and maintain the overall
well-being of our customers. We strive for high performance and quality. Our
commitment is to offer natural and OTC products that are recommended with
confidence by doctors and pharmacists and that the customer can use with
pleasure. Our compliance program is diligently followed through the Company.
BioRx Pharmaceuticals, inc. maintains high ethics for animal welfare and our
products are never tested on animals. All products are made in the USA.
A total of nine products have been manufactured for sale by BioRx
Pharmaceuticals, Inc. Four of the products are sold OTC for treatment of fungus,
arthritis and for sunburn protection. The other five products are natural
products for feet, nails and sunburn protection. BioRx is planning to sell these
products to national chain drugstores, sport chain stores, natural food markets
and other markets. These products will be marketed under the name BioRx
Laboratories.
Results of Operations
---------------------
For the three months ended March 31, 2007, Amexdrug reported sales of
$1,761,823, comprised entirely of income from the pharmaceutical wholesale
business of selling brand name and generic pharmaceutical products, and (OTC)
health and beauty products by our subsidiaries, Dermagen, Inc., Allied Med and
BioRx Pharmaceuticals, Inc. This is $687,023 more than the $1,074,800 of sales
reported for the three months ended March 31, 2006. During the three month
period ended March 31, 2007, Amexdrug experienced an increase in total sales
due, in part, to an increase in sales of Dermagen products and to an increased
customer base. Cost of goods sold for the three months ended March 31, 2007 was
$1,568,133, an increase of $632,399 over the $935,734 cost of goods sold for the
three months ended March 31, 2006. During the three months ended March 31, 2007
gross profit increased by $54,624 to $193,690, or 11.0% of sales, from the
$139,066, or 12.9% of sales recorded for the three months ended March 31, 2006.
The improvement in gross profit margin is attributable to increased sales of
higher gross margin products manufactured and sold by Dermagen, Inc.
12
Selling, general and administrative expense was $106,624 for the three
months ended March 31, 2007, a decrease of $23,681 from the $130,305 of selling,
general and administrative expense recorded for the three months ended March 31,
2006. This decrease in selling, general and administrative expense is
attributable to decreases in certain administrative expenses.
During the three months ended March 31, 2007, Amexdrug experienced net
income of $127,132, an increase of $118,643 from the $8,489 of net income
recorded for the three months ended March 31, 2006. Amexdrug's increase in net
profits during the three month period ended March 31, 2007 is attributable
largely to the significant increase of sales of good margin products, without
increasing selling, general and administrative expense.
Liquidity and Capital Resources - March 31, 2007
------------------------------------------------
As of March 31, 2007, Amexdrug reported total current assets of
$546,562, comprised primarily of cash and cash equivalents of $76,842, accounts
receivable of $216,561, inventory of $97,169 and BioRx Pharmaceutical's
inventory of $110,880, and a deferred tax asset of $41,117. Total assets as of
March 31, 2007 were $646,352, which included total current assets, plus net
property and equipment of $24,815, lease deposits of $12,158, customer base of
$9,127, trademark of $946, account settlement receivable of $34,979 and goodwill
of $17,765.
Amexdrug's liabilities as of March 31, 2007 consisted primarily of
accounts payable of $319,233, payables to related parties of $73,140, accrued
income taxes of $54,620, current portion of capital lease obligations of
$19,823, and deferred taxes of $13,954.
During the three months ended March 31, 2007, Amexdrug used $12,175
cash in operating activities compared to $29,571 cash provided by operating
activities in the three months ended March 31, 2006. The primary adjustments to
reconcile net income to net cash used in operating activities during the first
quarter of 2007 were as follows: an increase in accounts receivable of $27,284,
an increase in inventory of $66,200, a decrease in accounts payable and accrued
liabilities of $19,327, an increase in deferred income taxes of $29,253,
increases in corporate income tax payable to federal and state of $31,139 and
$11,908, respectively, a decrease in recovery of bad debt of $14,854 and an
increase in account settlement receivable of $34,979. Amexdrug had $76,842 in
cash and cash equivalents at March 31, 2007. Operations have primarily been
funded through cash generated from operations, and from loans made from the wife
of our President. Management does not anticipate that Amexdrug will need to seek
additional financing during the next twelve months.
13
Forward-looking statements
--------------------------
This document includes various forward-looking statements with respect
to future operations of Amexdrug that are subject to risks and uncertainties.
Forward-looking statements include information concerning expectations of future
results of operations and such statements preceded by, followed by or that
otherwise include the words "believes," "expects," "anticipates," "intends,"
"estimates" or similar expressions. For those statements, Amexdrug claims the
protection of the safe harbor for forward-looking statements contained in the
Private Litigation Reform Act of 1995. Actual results may vary materially.
Item 3. Controls and Procedures.
Under the supervision and with the participation of management, our
principal executive officer and principal financial officer evaluated the
effectiveness of the design and operation of our disclosure controls and
procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934 ("Exchange Act"), as of March 31, 2007. Based on this
evaluation, our principal executive officer and our principal financial officer
concluded that, as of the end of the period covered by this report, our
disclosure controls and procedures were effective and adequately designed to
ensure that the information required to be disclosed by us in the reports we
submit under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in the applicable rules and forms and that
such information was accumulated and communicated to our chief executive officer
and chief financial officer, in a manner that allowed for timely decisions
regarding required disclosure.
During the last fiscal quarter ended March 31, 2007, there has been no
change in internal control over financial reporting that has materially
affected, or is reasonably likely to materially affect our internal control over
financial reporting.
ANY FORWARD-LOOKING STATEMENTS INCLUDED IN THIS FORM 10-QSB REPORT
REFLECT MANAGEMENT'S BEST JUDGMENT BASED ON FACTORS CURRENTLY KNOWN AND INVOLVE
RISKS AND UNCERTAINTIES. ACTUAL RESULTS MAY VARY MATERIALLY.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Amexdrug is not presently a party to any material pending legal
proceedings. To the best of Amexdrug's knowledge, no governmental authority or
other party has threatened or is contemplating the filing of any material legal
proceeding against Amexdrug.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
None; not applicable.
14
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Exhibit
Number Description
------ -----------
31.1 Certification of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
32.2 Certification of Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K.
No Current Reports on Form 8-K were filed by Amexdrug during the
quarter ended March 31, 2007.
15
SIGNATURES
In accordance with 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.
AMEXDRUG CORPORATION
Date: May 17, 2007 By: /s/ Jack Amin
---------------------------------
Jack Amin
Director, President, Chief Executive
Officer, Chief Financial Officer
and Chief Accounting Officer
16
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