10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022

☐ 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: 000-27781

UNITED HEALTH PRODUCTS, INC.

(Exact name of Company as specified in its charter)

Nevada	84-1517723
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

526 Commerce Circle, Ste. #102 Mesquite, NV	89027
(Address of Company’s principal executive offices)	(Zip Code)

(877) 358-3444

(Company’s telephone number, including area code)

10624 S. Eastern Ave., Suite A209

Henderson, NV 89052

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12 (b) of the Act: None

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) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the 12 preceding months (or such shorter period that the registrant was required to submit such file). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares issued and outstanding of the Registrant’s Common Stock, as of August 12, 2022 was 229,877,509

UNITED HEALTH PRODUCTS, INC.

FORM 10-Q QUARTERLY REPORT

TABLE OF CONTENTS

		PAGE
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021	3
	Condensed Statements of Operations for the Three and Six Months Ended June 30, 2022 and June 30, 2021 (unaudited)	4
	Condensed Statement of Stockholders’ Deficiency for the Three and Six Months Ended June 30, 2022 and June 30, 2021 (unaudited)	5
	Condensed Statements of Cash Flows for the Six Months Ended June 30, 2022 and June 30, 2021 (unaudited)	6
	Notes to Condensed Financial Statements (unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures	21
Item 4.	Controls and Procedures	21
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 3.	Defaults Upon Senior Securities	22
Item 4.	Mine Safety Disclosures	22
Item 5.	Other Information	22
Item 6.	Exhibits and Reports on Form 8-K	23
SIGNATURES		25

2

UNITED HEALTH PRODUCTS, INC.

Condensed Balance Sheets

	June 30,			December 31,
	2022			2021
	(Unaudited)
ASSETS
Current Assets
Cash and Cash Equivalents	$	6,416		$	21,799
Prepaid and other current assets		14,206			5,000
Total current assets		20,622			26,799
Patents, net		38,475			-
TOTAL ASSETS	$	59,097		$	26,799
Current Liabilities
Accounts payable and accrued expenses	$	1,264,134		$	826,486
Accrued liabilities - related parties		22,651			3,207
Accrued litigation settlement		400,000			120,000
Promissory note payable		63,739			-
Loans payable – related parties		602,275			219,000
Total current liabilities		2,352,799			1,168,693
TOTAL LIABILITIES		2,352,799			1,168,693
Commitments and Contingencies		-			-
Stockholders’ Equity (Deficit)
Series A Convertible Preferred Stock - $0.001 par value, 1,000,000 shares Authorized and 0 shares issued and outstanding		-			-
Common Stock - $0.001 par value, 300,000,000 shares Authorized, 229,877,509 and 228,667,229 shares issued at June 30, 2022 and December 31, 2021		229,877			228,667
Additional Paid-In Capital		71,708,164			71,017,881
Accumulated Deficit		(74,231,743	)		(72,388,442	)
Total Stockholders’ Equity (Deficit)		(2,293,702	)		(1,141,894	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	59,097		$	26,799

See notes to unaudited condensed financial statements.

3

UNITED HEALTH PRODUCTS, INC.

Condensed Statements of Operations

(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2022			2021			2022			2021
Revenues	$	-		$	-		$	-		$	59
Cost of goods sold		-			-			-			25
Gross profit		-			-			-			34
Operating Costs and Expenses
Selling, general and administrative expenses		607,186			1,231,179			1,509,332			27,878,223
Research and development		147,611			68,884			199,966			127,065
Total Operating Expenses		754,797			1,300,063			1,709,298			28,005,288
Loss from Operations		(754,797	)		(1,300,063	)		(1,709,298	)		(28,005,254	)
Other Income (Expenses)
Interest expense		(205	)		(4,413	)		(285	)		(225,639	)
Interest expense – related party		(11,535	)		-			(20,343	)		(389,804	)
Loss on settlement of debt		(112,500	)		-			(113,375	)		(35,190	)
Other income		-			-			-			304,273
Total other income (expenses)		(124,240	)		(4,413	)		(134,003	)		(346,360	)
Net Loss	$	(879,037	)	$	(1,304,476	)	$	(1,843,301	)	$	(28,351,614	)
Net Loss per common share:
Basic and diluted	$	(0.00	)	$	(0.01	)	$	(0.01	)	$	(0.13	)
Weighted average number of shares outstanding		229,737,399			226,222,528			229,257,932			224,152,495

See notes to unaudited condensed financial statements.

4

UNITED HEALTH PRODUCTS, INC

Condensed Statement of Stockholders’ Deficiency

Three and Six Months Ended June 30, 2022 and June 30, 2021

(Unaudited)

							Additional
	Common Stock						Paid-in		Accumulated
	Shares			Amount			Capital		Deficit			Total
Balance at December 31, 2020 (audited)		189,357,090		$	189,357		$	40,696,640	$	(41,839,259	)	$	(953,262	)
Beneficial conversion feature		-			-			234,912		-			234,912
Issuance of common stock for services		100,000			100			110,900		-			111,000
Sale of common stock		125,000			125			99,875		-			100,000
Cancellation of common stock		(117,647	)		(117	)		117		-			-
Stock-based compensation		33,930,000			33,930			26,136,491		-			26,170,421
Common stock issued to settle accrued liabilities – related party		152,835			153			161,811		-			161,964
Common stock issued to settle related party advances		25,000			25			26,725		-			26,750
Common stock issued for conversion of convertible notes payable and accrued interest		1,047,139			1,047			559,024		-			560,071
Common stock issued for conversion of convertible notes payable and accrued interest – related party		1,353,111			1,353			675,202		-			676,555
Net Loss		-			-			-		(27,047,138	)		(27,047,138	)
Balance at March 31, 2021		225,972,528			225,973			68,701,697		(68,886,397	)		41,273
Stock-based compensation		325,000			325			230,425		-			230,750
Common stock issued for conversion of convertible notes payable and accrued interest		37,996			37			30,359		-			30,396
Net Loss		-			-			-		(1,304,476	)		(1,304,476	)
Balance at June 30, 2021		226,335,524		$	226,335		$	68,962,481	$	(70,190,873	)	$	(1,002,057	)
Balance at December 31, 2021 (audited)		228,667,229		$	228,667		$	71,017,881	$	(72,388,442	)	$	(1,141,894	)
Issuance of common stock for services		20,000			20			10,180		-			10,200
Sale of common stock		184,028			184			77,108		-			77,292
Common stock issued to settle accounts payable and accrued liabilities		6,252			6			3,995		-			4,001
Net Loss		-			-			-		(964,264	)		(964,264	)
Balance at March 31, 2022		228,877,509			228,877			71,109,164		(73,352,706	)		(2,014,665	)
Issuance of common stock for services		200,000			200			95,800		-			96,000
Issuance of common stock for services – related party		425,000			425			203,575		-			204,000
Common stock issued to settle accounts payable and accrued liabilities		200,000			200			95,800		-			96,000
Common stock issued to settle accounts payable and accrued liabilities – related party		425,000			425			203,575		-			204,000
Cancellation of common stock		(250,000	)		(250	)		250		-			-
Net Loss		-			-			-		(879,037	)		(879,037	)
Balance at June 30, 2022		229,877,509		$	229,877		$	71,708,164	$	(74,231,743	)		(2,293,702	)

See notes to unaudited condensed financial statements.

5

UNITED HEALTH PRODUCTS, INC.

Condensed Statements of Cash Flows

(Unaudited)

	For the Six Months Ended June 30,
	2022			2021
Cash Flows from Operating Activities:
Net (Loss)	$	(1,843,301	)	$	(28,351,614	)
Adjustments to Reconcile net (loss) to Net Cash Used In Operating Activities:
Stock for services and compensation		310,200			26,512,173
Amortization expense		2,025			-
Amortization of debt discount		-			608,710
Loss on settlement of debt		113,375			35,190
Changes in assets and liabilities:
Inventory		-			25
Prepaid and other current assets		(9,206	)		(5,000	)
Subscription Receivable		-			-
Accounts payable and accrued expenses		500,774			138,167
Accrued liabilities – related party		146,944			236,805
Accrued litigation settlement		380,000			562,000
Net Cash Used In Operating Activities		(399,189	)		(263,544	)
Cash Flows from Investing Activities:
Purchase of intangible assets		(40,500	)		-
Net Cash Used in Investing Activities		(40,500	)		-
Cash Flows from Financing Activities:
Proceeds from related party		383,275			20,000
Repayments on loan payable		(36,261	)		-
Proceeds from sale of common stock		77,292			100,000
Proceeds from convertible notes payable		-			115,000
Cash flow provided by financing activities		424,306			235,000
Decrease in Cash and Cash Equivalents		(15,383	)		(28,544	)
Cash and Cash Equivalents – Beginning of period		21,799			46,076
CASH AND CASH EQUIVALENTS – END OF PERIOD	$	6,416		$	17,532
Supplemental cash flow information:
Cash paid for interest	$	285		$	-
Cash paid for income taxes	$	-		$	-
Non-cash Investing & Financing Activities:
Cancellation of common stock	$	250		$	117
Conversion of convertible notes payable and accrued interest – related party to convertible notes payable and accrued interest	$	-		$	176,502
Common stock issued for conversion of convertible notes payable and accrued interest – related party	$	-		$	676,555
Common stock issued for conversion of convertible notes payable and accrued interest	$	-		$	590,465
Conversion of accounts payable to convertible notes payable	$	-		$	90,000
Common stock issued to settle related party advances	$	-		$	26,750
Common stock issued to settle accrued liabilities – related party	$	127,500		$	161,964
Conversion of accrued liabilities – related party to convertible notes payable – related party	$	-		$	112,500
Common stock issued to settle accrued liabilities	$	63,126		$	-
Accrued litigation settlement paid with loan payable	$	100,000		$	-
Debt discount related to beneficial conversion feature	$	-		$	234,912

See notes to unaudited condensed financial statements.

6

UNITED HEALTH PRODUCTS, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

FOR THE QUARTERS ENDED JUNE 30, 2022 AND 2021

(Unaudited)

Note 1. Organization and Basis of Preparation

United Health Products, Inc. (the “Company”) develops, manufactures, and markets a patented hemostatic gauze for the healthcare and wound care sectors. Our gauze product, HemoStyp®, is a neutralized, oxidized, regenerated cellulose (“NORC”) derived from cotton and designed to absorb exudate/drainage from superficial wounds and help control bleeding. We are in the process of seeking regulatory approval to sell our Hemostyp product line into the U.S. Class III and European Union CE Mark surgical markets.

The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on April 1, 2022.

In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of financial statements for the interim period, have been included.

Note 2. Significant Accounting Policies

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred recurring net losses, negative working capital and operations have not provided cash flows. Additionally, the Company does not currently have sufficient revenue producing operations to cover its operating expenses and meet its current obligations. In view of these matters, there is substantial doubt about the Company’s ability to continue as a going concern. The Company intends to finance its future development activities and its working capital needs largely from the sale of equity securities with some additional funding from other traditional financing sources, including term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

On March 11, 2020, the World Health Organization declared the outbreak of a coronavirus (COVID-19) as a pandemic. As a result, economic uncertainties have arisen which have the potential to negatively impact the Company’s ability to raise funding and to pursue is business objectives. Other factors that carry financial implications for the Company could occur although the potential impacts are unknown at this time.

Cash and Cash Equivalents

The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

7

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets, as well as in the healthcare industry, and any other parameters used in determining these estimates, could cause actual results to differ.

 Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the sale of its HemoStyp product by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.

The Company receives orders for its HemoStyp products directly from its customers. Revenues are recognized based on the agreed upon sales or transaction price with the customer when control of the promised goods are transferred to the customer. The transfer of goods to the customer and satisfaction of the Company’s performance obligation will occur either at the time when products are shipped or when the products arrive and are received by the customer. No discounts are currently offered by the Company. The Company does not provide an estimate for returns as there is no anticipation for any returns in the normal course of business.

Trade Accounts Receivable and Concentration Risk

We record accounts receivable at the invoiced amount and we do not charge interest. We review the accounts receivable by amounts due from customers that are past due, to identify specific customers with known disputes or collectability issues. In determining the amount of the reserve, we make judgments about the creditworthiness of significant customers based on ongoing credit evaluations. We will also maintain a sales allowance to reserve for potential credits issued to customers. We will determine the amount of the reserve based on historical credit issued.

There were no provisions for doubtful accounts recorded at June 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and six month periods ended June 30, 2022 and 2021.

Stock Based Compensation

The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation. Under the fair value recognition provisions, stock-based compensation expense is measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measured. Share-based compensation for all stock-based awards to employees and directors is recognized as an expense over the requisite service period, which is generally the vesting period.

The Company accounts for stock compensation arrangements with non-employees in accordance with Accounting Standard Update (ASU) 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which requires that such equity instruments are recorded at the value on the grant date.

Per Share Information

Basic earnings per share are calculated using the weighted average number of common shares outstanding for the period presented. Diluted earnings per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. The dilutive effect of potential common shares is not reflected in diluted earnings per share because the Company incurred net losses for the three and six months ended June 30, 2022 and 2021 and the effect of including these potential common shares in the net loss per share calculations would be anti-dilutive.

8

The total potential common shares as of June 30, 2022 included 30,915,000 of restricted stock units. The total potential common shares as of June 30, 2021 includes 28,325,000 of restricted stock units.

Patents

Patents are stated on the balance sheet at cost. Costs, such as filing fees with patent granting agencies and legal fees directly relating to those filings, incurred to file patent applications were capitalized when the Company believed that there was a high likelihood that the patent would be issued and there would be future economic benefit associated with the patent. These costs were amortized from the date of the patent application on a straight-line basis over the estimated useful life of 10 years. All costs associated with any abandoned patent applications are expensed.

Accumulated amortization as of June 30, 2022 and December 31, 2021 was $2,025 and $0, respectively. Amortization expense for the six months ended June 30, 2022 and 2021 was $2,025 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	2,025
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	38,475

Impairment of Long-lived Assets

The Company applies the provisions of ASC 360, Property, Plant and Equipment, where applicable to all long-lived assets. ASC 360 addresses accounting and reporting for impairment and disposal of long-lived assets. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 360. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal.

When long-lived assets are sold or retired, the related cost and accumulated depreciation or amortization are removed from the accounts and any gain or loss is included in the results of operations. During the six months ended June 30, 2022 and 2021, the Company determined no impairment was required.

New Accounting Pronouncements

The Company considers all new pronouncements and management has determined that there have been no recently adopted or issued accounting standards that had or will have a material impact on its financial statements.

9

Note 3. Related Party Transactions

Loans payable - related parties

As of December 31, 2021, Brian Thom, Chief Executive Officer had a loan payable balance of $175,000.

During the six months ended June 30, 2022, Mr. Thom loaned the Company $315,000 to pay for operating expenses. As of June 30, 2022, $490,000 is owed to Mr. Thom. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

As of December 31, 2021, Lou Schiliro, the former Chief Operating Officer, had a loan payable balance of $44,000.

During the six months ended June 30, 2022, Mr. Schiliro, loaned the Company $64,275 to pay for operating expenses. As of June 30, 2022, $108,275 is owed to Mr. Schiliro. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

During the six months ended June 30, 2022, Kristofer Heaton, Principal Financial Officer, loaned the Company $4,000 to pay for operating expenses. As of June 30, 2022, $4,000 is owed to Mr. Heaton. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

Interest expense – related party on the above loans was $11,535 and $20,343 during the three and six months ended June 30, 2022, respectively. Accrued interest – related party as of June 30, 2022 and December 31, 2021 was $22,651 and $2,308, respectively and has been recorded in accrued liabilities – related party on the balance sheet.

Accrued liabilities – related parties

As of March 31, 2022 and December 31, 2021, $45,000 and $899 was owed to Mr. Thom for accrued compensation and reimbursable expenses, respectively. During the three months ended June 30, 2022, the Company issued 150,000 shares of common stock to Mr. Thom to settle the accrued compensation and paid him $899 for reimbursable expenses. The common stock had a fair value of $72,000 and the Company recorded $27,000 as a loss on settlement of debt.

As of March 31, 2022 and December 31, 2021, $45,000 and $0 was owed to Mr. Schiliro for accrued compensation, respectively. During the three months ended June 30, 2022, the Company issued 150,000 shares of common stock to Mr. Schiliro for the accrued compensation. The common stock had a fair value of $72,000 and the Company recorded $27,000 as a loss on settlement of debt.

 As of March 31, 2022 and December 31, 2021, $37,500 and $0 was owed to Kristofer Heaton, the Principal Financial Officer, for accrued compensation, respectively. During the three months ended June 30, 2022, the Company issued 125,000 shares of common stock to Mr. Heaton for the accrued compensation. The common stock had a fair value of $60,000 and the Company recorded $22,500 as a loss on settlement of debt.

Equity transactions

Per the vesting schedules of certain of the Company’s amended RSU Agreements, on January 1, 2021, 6,760,000 shares of common stock were issued to Mr. Douglas Beplate, former Chairman of the Board, 2,000,000 shares of common stock were issued to Mr. Schiliro and 100,000 shares of common stock were issued to Mr. Heaton.

10

On January 6, 2021, the Board of Directors approved the second amendment to the RSU Agreement between the Company and Mr. Beplate in conjunction with Mr. Beplate’s retirement from his day-to-day management role with the Company. The amendment accelerated the vesting and immediately settled his remaining RSUs by issuing 21,970,000 shares of common stock. Further, as a bonus in recognition of Mr. Beplate’s service to the Company and in recruitment of new executive management, the Company issued to Mr. Beplate an additional 2,000,000 shares of common stock. The Company recorded $26,127,300 of stock-based compensation expense during the six months ended June 30, 2021 related to the accelerated vesting of these RSU’s and issuance of common stock.

                During the six months ended June 30, 2022, the Board of Directors approved an amendment to Mr. Thom’s RSU Agreement dated November 24, 2020. The amendment increased the number of RSU’s granted from 11,500,000 to 13,225,000. The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. 

During the six months ended June 30, 2022, the Board of Directors approved an RSU Agreement with Robert Denser, Director of the Board. The agreement grants Mr. Denser 1,000,000 RSU’s which are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones.

During the six months ended June 30, 2022, the Company issued 150,000 shares of common stock each to Mr. Thom and Mr. Schiliro and 125,000 shares of common stock to Mr. Heaton for compensation in lieu of cash. The common stock had a total fair value of $204,000.

Note 4. Promissory Note Payable

During the six months ended June 30, 2022, the Company reached a settlement agreement related to Patterson’s counterclaim (see Note 6). The Company agreed to pay $120,000 which had previously been accrued as of December 31, 2021.

The Company paid $20,000 of the settlement and entered into a $100,000 promissory note with its legal counsel to fund the payment of the remaining balance. The Company paid $36,261 of principal and $285 in interest expense leaving a principal balance of $63,739 and accrued interest of $0 as of June 30, 2022. The note accrues interest at 1% and requires monthly payments of $9,136 until the balance is paid in full.

The promissory note is secured by 200,000 shares of restricted common stock which would have demand registration rights and the Company would file a registration statement within 45 days of the request.

Note 5. Issuances of Securities

Share issuances 2021

During the six months ended June 30, 2021, a total of 32,255,000 shares of common stock were issued to officers, directors and various consultants related to vesting of RSU’s with a total stock-based compensation cost of $24,221,170, 2,000,000 shares of common stock were issued to Mr. Beplate as a stock bonus with a stock-based compensation cost of $2,180,000, 125,000 shares of common stock were sold to an affiliated investor in a private placement for total cash proceeds of $100,000, 100,000 shares of common stock were issued for settlement of a business consulting agreement with a fair value of $111,000, 25,000 shares of commons stock were issued to settle $20,000 of related party advances, 152,835 shares of common stock were issued to settle accrued liabilities – related party worth $133,523, 1,085,135 shares of common stock were issued due to the conversion of convertible notes payable and accrued interest of $590,468, 1,353,111 shares of common stock were issued due to the conversion of convertible notes payable and accrued interest – related party of $676,555 and 117,647 shares of common stock were cancelled reducing common stock by $117 and increasing additional paid-in capital by the same.

Share issuances 2022

During the six months ended June 30, 2022, 184,028 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $77,292, 206,252 shares of common stock were issued to various consultants to settle $63,126 of accrued liabilities resulting in a loss on settlement of debt of $36,875, 200,000 shares of common stock with a fair value of $96,000 were issued to consultants for services, 425,000 shares of common stock were issued to settle $127,500 of accrued liabilities – related party (see Note 3) resulting in a loss of settlement of debt of $76,500, 425,000 shares of common stock with a fair value of $204,000 were issued to officers and a former officer of the Company for services (see Note 3), 20,000 shares of common stock with a fair value of $10,200 were issued for legal services and 250,000 shares of common stock were cancelled reducing common stock by $250 and increasing additional paid-in capital by the same.

Restricted stock units

During the year ended December 31, 2020 the Board of Directors approved amendments to its March 25, 2019 RSU Agreement for certain management and consultants to the Company.

The amendment resulted in 9,960,000 of the RSU’s vesting on January 1, 2021. The compensation expense was being amortized on a straight-line basis from the date of the amendment through January 1, 2021 which is the vesting date. Stock-based compensation of $43,121 was recognized as expense during the six months ended June 30, 2021.

On January 6, 2021, the Board of Directors approved the second amendment to the Restricted Stock Unit Agreement between the Company and Mr. Beplate, former Chief Executive Officer and former Chairman of the Board, in conjunction with Mr. Beplate’s retirement from his day-to-day management role with the Company. The amendment accelerated the vesting and immediately settled his remaining RSUs by issuing 21,970,000 shares of common stock.

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Per ASC 718-20-35, the change in vesting conditions resulted in a modification of the stock-based compensation awards. The modification is considered a Type III modification as described in ASC 718-20-55 and resulted in recording $23,947,300 of stock-based compensation expense which was the fair value of the shares on the date of the modification.

As discussed above in Note 3, during the six months ended June 30, 2022, the Board of Directors approved an RSU Agreement in which Robert Denser, Director was granted 1,000,000 RSU’s which are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. In addition, Mr. Thom’s original RSU Agreement was amended. The amendment increased the amount of RSU’s granted from 11,500,000 to 13,225,000. The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. 

Activity related to our restricted stock units during the six months ended June 30, 2022 was as follows:

				Weighted
				Average
				Grant
	Number of			Date Fair
	Units			Value
Total awards outstanding at December 31, 2021		28,190,000		$	0.96
Units granted		14,225,000		$	0.43
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at June 30, 2022		30,915,000		$	0.63

Management is unable to predict if or when a Covered Transaction or Triggering Event which are vesting milestones under the RSU Agreements governing the restricted stock units will occur and as of June 30, 2022, there was $19,563,950 of unrecognized compensation cost related to unvested restricted stock unit awards.

Note 6. Accrued Litigation Settlement

On June 15, 2022, the Security and Exchange Commission’s (SEC) investigation of the Company, initially reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, was settled through the filing of a consent judgment without the Company admitting or denying the SEC’s allegations. As part of the settlement, the Company is required to pay a civil penalty of $450,000, payable in four installments as follows:

· $50,000 upon the entry of the judgment;

· $100,000 within 90 days of the entry of the judgment;

· $150,000 within 180 days of the entry of the judgment; and

· $150,000 within 270 days of the entry of the judgment, plus statutory interest on payments made after 30 days of the entry of the judgment pursuant to U.S.C. Section 1961

The Company made the initial schedule payment of $50,000 towards the civil penalty and as of June 30, 2022 the accrued litigation balance is $400,000.

Note 7. Litigation

Philip Forman, who served as Chairman, a director, Chief Executive Officer and Chief Medical Advisor of the Company at various times between 2011 and October 2015, filed a lawsuit against the Company and our then-Chief Executive Officer, Douglas Beplate, in the United States District Court of the District of Nevada. The plaintiff has claimed, among other things: that the June 25, 2015 Amendment to his November 10, 2014 Employment Agreement with the Company, which terminated the Employment Agreement on October 1, 2015, is not enforceable due to lack of consideration; that a July 22, 2015 Stock Purchase Agreement pursuant to which the plaintiff sold Company shares issued to him under the Amendment to a third a party is unenforceable (despite the fact that all payment for the shares under the Stock Purchase Agreement was made); that the plaintiff’s 2014 Employment Agreement remains valid and that he is entitled to cash and stock compensation under that Employment Agreement (without giving regard to the Amendment); and that the Company and Mr. Beplate defrauded the plaintiff relating to the foregoing. The plaintiff is seeking declaratory judgment regarding the parties’ relative rights under the Employment Agreement, the Amendment and the Stock Purchase Agreement; money damages of no less than $2,795,000; and punitive damages of $8,280,000. The Company filed a motion to dismiss the plaintiff’s claims which was denied on March 19, 2020. On May 5, 2021, the plaintiff provided a deposition as instructed by the Court, subsequent to which the Company filed a motion for dismissal of this proceeding. On February 14, 2022, the Court issued an Order which declared the Amendment to be unenforceable and thus the terms of the original Employment Agreement to remain in effect. The Order also noted that the Company is not a party to the Stock Purchase Agreement, and the Employment Agreement does not constitute a prior agreement that could have been superseded by the Stock Purchase Agreement. In anticipation of a jury trial later this year, the Company filed a motion with the Court to reopen discovery.

In 2018 an action was commenced in the United States District Court Southern District of New York entitled JEC Consulting Associates, LLC. Liquidator of Lead Dog Capital LP against United Health Products t/k/a United EcoEnergy Corp and Douglas K. Beplate under Docket Number 18-cv-1139 (ER). The third-party action sought to remove a restrictive legend from a particular stock certificate for Three Million Fifty Thousand (3,050,000) shares and declare the shares to be free trading. The third-party plaintiff alleges that the Company and Mr. Beplate refused to have the restrictive legend on the stock certificate removed under Rule 144 and sought compensatory and punitive damages. The Federal court issued an order that the Securities Exchange Commission should review the claim before the District Court renders a final ruling. Discovery appears to be substantially complete and settlement discussions between the third-party plaintiff and the Company have been initiated. On April 22, 2022 the parties entered in a Settlement Agreement wherein the Company would agree to allow the removal of the restrictive legend as permitted under applicable securities laws and distribution of the shares to affiliates of the plaintiffs. Under the Settlement Agreement the Company will make no payments other than to pay expenses related to its own legal counsel.

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As mentioned in Note 6 above, the Company settled the SEC’s investigation through the filing of a consent judgment on the terms described in the Company’s Form 8-K filed on April 29, 2022, without the Company admitting or denying the SEC’s allegations.

Due to uncertainties inherent in litigation, we cannot predict the outcome of the above pending legal proceedings.

The Company is or was also a party to the following legal proceedings:

On February 7, 2020, the Company filed the Original Petition for Fraud and Breach of Contract in the Texas District Court for the 215th Judicial District of Harris County against defendants Patterson Companies Inc., Patterson Management, L.P., Patterson Veterinary, Inc. and Patterson Logistics Services, Inc., and Animal Health International, Inc. On March 5, 2020, the defendants removed the case to U.S. District Court for Southern District of Texas. The defendants filed their answer in federal court on March 12, 2020. The original August 25, 2020 pretrial deadlines were extended. On January 18, 2022, the Company’s claims were dismissed, with prejudice, by the court. On February 9, 2022, the Company and Patterson reached an agreement on settlement of Patterson’s counterclaim. The Company agreed to pay $120,000 which was accrued as of December 31, 2021. The $120,000 settlement payment was paid in full in February 2022.

In August 2020, United Health Products filed suit against its former auditors, Haynie & Company, in Utah State Court, asserting claims related to professional negligence and breach of fiduciary duty. Haynie & Company has denied the allegations. Mediation is scheduled for the last week of August 2022.

Note 8. Other Income

The Company received payment of $304,273 from Maxim Group LLC, as full and final settlement of its previously disclosed arbitration between the Company and Maxim that was settled in December 2019. The $304,273 was recorded as other income in the Statement of Operations during the six months ended June 30, 2021. 

Note 9. Subsequent Events

The Company has evaluated events from June 30, 2022, through the date whereupon the financial statements were issued and has determined that there are no material events that need to be disclosed except as follows:

The Company issued a $200,000 convertible note to a non-affiliate bearing interest at 10% with a maturity date of November 30, 2022.  The convertible note can be converted into shares of common stock at a conversion price of $0.40 per share.

                The Company issued a $100,000 convertible note to a non-affiliate with a 7% original issue discount (OID), an interest rate of 10% and maturity date of December 31, 2023. The Company received net proceeds of $93,000 after the OID. The convertible note can be converted into shares of common stock at a conversion price of $0.35 per share.

The Company issued a $100,000 convertible note to a Director of the Company with a 7% OID, an interest rate of 10% and maturity date of December 31, 2023. The Company received net proceeds of $93,000 after the OID. The convertible note can be converted into shares of common stock at a conversion price of $0.35 per share.

The Board of Directors approved RSU Agreements with four doctors to acquire the patent application and related intellectual property rights in the “Method of Forming and Using a Hemostatic Hydrocolloid”, U.S. Patent Office Serial No. 62/875,798, filed July 18, 2019, in which a total of 16,000,000 RSU’s were granted.  The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones.

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

You should read the following discussion and analysis of our financial condition and results of operations together with our condensed financial statements and related notes appearing elsewhere in this quarterly report on Form 10-Q. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. The actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those set forth under ‘Risk Factors’ in our annual report on Form 10-K for the fiscal year ended December 31, 2021, filed with SEC on April 1, 2022.

Company Overview

UHP develops, manufactures, and markets a patented hemostatic gauze for the healthcare and wound care sectors. Our gauze product, HemoStyp®, is a neutralized, oxidized, regenerated cellulose (“NORC”) derived from cotton and designed to absorb exudate/drainage from superficial wounds and help control bleeding. We are in the process of seeking regulatory approval to sell our Hemostyp product line into the U.S. Class III and European CE Mark surgical markets.

Our HemoStyp Gauze Products

HemoStyp hemostatic gauze is a collagen-like natural substance created from chemically treated cellulose derived from cotton. It is an effective hemostatic agent registered with the FDA for superficial use under a 510k approval obtained in 2012 to help control bleeding from open wounds and body cavities. The HemoStyp hemostatic material contains no chemical additives, thrombin, collagen or animal-derived products, and is hypoallergenic. When the product comes in contact with blood it expands slightly and quickly converts to a translucent gel that subsequently breaks down into glucose and salts. Because of its benign impact on body tissue and the fact that it degrades to non-toxic end products, HemoStyp does not impede the healing of body tissue as do certain competing hemostatic products. Laboratory testing has shown HemoStyp to be 100% absorbable in the human body within 24 hours, compared to days or weeks with competing organic regenerated cellulose products. A human trial conducted in 2019 and 2020 demonstrated the effectiveness of HemoStyp in vascular, thoracic and abdominal surgical procedures.

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HemoStyp hemostatic gauze is a flexible, silk-like material that is applied by placing the gauze onto the bleeding tissue. The supple material can be easily folded and manipulated as needed to fit the size of the wound or incision. In surface bleeding and surgical situations, the product quickly converts to a translucent gel that allows the physician or surgeon to monitor the coagulation process. The gel maintains a neutral pH level which avoids damaging the surrounding tissue. In superficial bleeding situations, HemoStyp can be bonded to an adhesive plastic bandage or integrated into a traditional gauze component to address a broad range of needs, including traumatic bleeding injuries and prolonged bleeding following hemodialysis.

 Potential Target Markets

Our HemoStyp material is currently cut to several sizes and configuration and marketed as HemoStyp Gauze. While we have paused our commercial activities to focus on our Class III PMA application, our potential customer base includes, without limitation, the following:

· Hospitals and Surgery Centers for all Internal Surgical usage (in the event we obtain FDA Class III approval)

· Hospitals, Clinics and Physicians for external trauma

· EMS, Fire Departments and other First Responders

· Military Medical Care Providers

· Hemodialysis centers

· Nursing Homes and Assisted Living Facilities

· Dental and Oral & Maxillofacial Surgery Offices

· Veterinary hospitals

 Primary Strategy

Our HemoStyp technology received an FDA 510k approval in 2012 for use in external or superficial bleeding situations and we believe there is an opportunity for HemoStyp products to address unmet needs in several medical applications that represent attractive commercial opportunities. However, the Class III surgical markets, both domestic and international, represent the most attractive market for our products due to the smaller number of competitors offering Class III approved hemostatic agents and the resulting premium pricing for products that can meet the demanding requirements of the human surgical environment. Our extensive laboratory testing and our completed human trial indicate that the HemoStyp technology can successfully compete against established Class III market participants and allow us to gain a significant market share. There can be no assurance that an FDA PMA will be granted.

In 2018, we made the decision to focus our efforts and resources on accessing these Class III markets to maximize the value potential of our HemoStyp. The Class III PMA process required a substantial investment of time and resources so we made the strategic determination to pause our sales and marketing to non-Class III markets in order to devote our full attention to the FDA process. In the fourth quarter of 2021, with our PMA application largely complete and under review by the FDA, we re-engaged with certain consumers and distributors of 510-k hemostatic products with the objective of developing a revenue channel in this market going forward. Our primary market focus for this initiative includes the first aid, hemodialysis and emergency medicine sectors.

In anticipation of receiving a Class III PMA (which cannot be assured), we are evaluating paths to rapidly grow our revenue and profits in all potential market segments, with the objective of maximizing shareholder value. Options under consideration include (i) a sale or merger of the Company with an industry leader in the wound care and surgical device sectors, which may include a pre-sale collaboration on commercialization and distribution, (ii) one or more commercial partnerships with established market participants, without any specific, associated sale or merger transaction, and (iii) a capital raising program to establish and grow our own marketing and distribution capabilities and drive revenue and profits organically.

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The Company has been contacted by several medical technology companies that are active in the surgical equipment and hemostatic products sectors, and who have expressed an interest in the Company’s products and business strategy. In response to these inbound contacts, we continue to engage in discussions to evaluate the potential commercial partnerships in anticipation of an FDA decision on our Class III PMA application. There can be no assurances that any specific transaction will occur as a result of these discussions. No assurances can be given that the Company will identify any commercialization candidate(s) or complete a transaction.

Manufacturing and Packaging of our Products

The Company’s NORC products will be manufactured largely in the United States to our specifications and using our equipment through a contract manufacturing arrangement with an FDA certified contract manufacturer that maintains stringent quality control protocols to assure the uniformity and quality of all of our gauze products. Information on our equipment, the manufacturing process and our manufacturer’s facility has been submitted as part of our PMA submission. Certain of our adhesive bandage formats designed for the 510k market are manufactured by a separate contractor based in China.

Patents and Trademarks

Our NORC technology is protected through patents filed with the U.S. Patent and Trademark Office, which protection currently runs through 2029. In 2020 and 2021, we filed additional U.S. and International patents that protect the use of our NORC technology in a gel or hydrocolloid formulation.

On January 21, 2021, the U.S. Patent Office provided notification of publication of the Company’s patent application for the method of forming and using a hemostatic hydrocolloid. This publication does not imply any assurance of the receipt of the patent but establishes an obligation of any party that seeks to use the applicable method to pay royalties for the right to do so. The patent application for this process remains pending as of the date of this filing.

On February 11, 2021, the Company was notified that its application to establish global patent protection for the process of creating and deploying a hydrocolloid (or gel) format of its HemoStyp technology was accepted for publication under the procedures of the Patent Cooperation Treaty (“PCT”), an international patent law treaty which provides a unified procedure for filing a patent application in most foreign countries. We previously filed provisional patent applications for our HemoStyp hydrocolloid process in 2020. In January 2022 the Company initiated steps to register its hydrocolloid patent in the European common market and in additional foreign countries where we intend to commercialize any future HemoStypo gel formats. We can give no assurance that foreign registration of our patents will be granted in any of these jurisdictions.

The Company has registered trademarks for the following product formats:

· Boo Boo Strips

· The Ultimate Bandage

· Hemostrips

· Nik Fix

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Results of Operations for the three months ending June 30, 2022 and 2021

The following table sets forth a summary of certain key financial information for the three months ended June 30, 2022 and 2021:

	For the Three Months Ended June 30,
	2022			2021
Revenue	$	-		$	-
Gross profit	$	-		$	-
Operating (expenses)	$	(754,797	)	$	(1,300,063	)
Operating (loss)	$	(754,797	)	$	(1,300,063	)
Other income (expense)	$	(124,240	)	$	(4,413	)
Net (loss)	$	(879,037	)	$	(1,304,476	)
Net loss per common share - basic and diluted	$	(0.00	)	$	(0.01	)

Three Months ended June 30, 2022 versus Three Months ended June 30, 2021

During the three months ended June 30, 2022 and 2021, the Company had $0 and $0 of revenues, respectively. The Company did not generate any revenues due to the continued focus of the Company’s capital and resources towards obtaining a Class III PMA.

Total operating expenses for the three months ended June 30, 2022 and 2021 were $754,797 and $1,300,063, respectively.

The decrease in operating expenses was primarily due to the Company having a $562,000 loss on litigation settlement during the three months ended June 30, 2021 compared to $0 during the three months ended June 30, 2022.  

Other income (expense) for the three months ended June 30, 2022 and 2021 was $(124,240) and $(4,413), respectively. The increase in other expense was due to an increase in total interest expense of $7,327 and an increase in loss on settlement of debt $112,500. The increase in interest expense was primarily due to the Company having a larger outstanding balance of interest bearing promissory notes. The increase in the loss on debt settlement was due to the Company issuing common stock with a fair value of $300,000 for the settlement of an aggregate of $187,500 of accrued liabilities and accrued liabilities – related parties during the three months ended June 30, 2022 compared to $0 during the three months ended June 30, 2021.

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Our net loss for the three months ended June 30, 2022 was $879,037 as compared to net loss of $1,304,476 for the comparable period of the prior year. The decrease in the net loss was due to the Company having a decrease in operating expenses of $545,266 and an increase in other expenses of $119,827, as explained above.

Results of Operations for the six months ending June 30, 2022 and 2021

The following table sets forth a summary of certain key financial information for the six months ended June 30, 2022 and 2021:

	For the Six Months Ended June 30,
	2022			2021
Revenue	$	-		$	59
Gross profit	$	-		$	34
Operating (expenses)	$	(1,709,298	)	$	(28,005,288	)
Operating (loss)	$	(1,709,298	)	$	(28,005,254	)
Other income (expense)	$	(134,003	)	$	(346,360	)
Net (loss)	$	(1,843,301	)	$	(28,351,614	)
Net loss per common share - basic and diluted	$	(0.01	)	$	(0.13	)

Six Months ended June 30, 2021 versus Six Months ended June 30, 2021

During the six months ended June 30, 2022 and 2021, the Company had $0 and $0 of revenues, respectively. The Company did not generate any revenues due to the continued focus of the Company’s capital and resources towards obtaining a Class III PMA.

Total operating expenses for the six months ended June 30, 2022 and 2021 were $1,709,298 and $28,005,288, respectively.

The decrease in operating expenses was due primarily to a decrease in stock-based compensation expenses of $26,201,973 and a decrease of $562,000 of litigation settlement expense. The Company recorded a total $310,200 of stock-based compensation during the six months ended June 30, 2022 compared to $26,512,173 during the six months ended June 30, 2021.

The decrease in stock-based compensation was primarily related to vesting and amortization of RSUs. During the six months ended June 30, 2021, the Company amended the RSU agreement with its former Chief Executive Officer. The amendment resulted in the vesting of 21,970,000 RSUs along with the issuance of an additional 2,000,000 shares of restricted stock as a bonus. The change in vesting and issuance of the bonus shares of common stock resulted in the immediate recognition of $26,127,300 in stock-based compensation expense. The Company also recognized $43,121 of stock-based compensation due to the amortization of the RSUs that vested on January 1, 2021, issued 100,000 shares of common stock for settlement of a consulting agreement valued at $111,000 and issued 325,000 shares of common stock valued at $230,750 due to vesting of RSUs as the result of the Company terminating services with one of its legal counsels. The Company issued 645,000 shares of common stock for services valued at $310,200 and did not have any RSU vest during the six months ended June 30, 2022.

Other income (expense) for the six months ended June 30, 2022 and 2021 was $(134,003) and $(346,360), respectively. The decrease in other expense was due to a decrease in total interest expense of $594,815 an increase in loss on debt settlement of $78,185 and decrease in other income of $304,273 during the six months ended June 30, 2022 compared to the six months ended June 30, 2021. The decrease in interest expense was primarily due to the amortization of beneficial conversion features on convertible notes payable and convertible notes payable – related party during the six months ended June 30, 2021 totaling $608,710 compared to $0 in the six months ended June 30, 2022. The increase in the loss on settlement of debt was due to the Company issuing common stock with a fair value of $304,001 for the settlement of an aggregate of $190,626 of accrued liabilities and accrued liabilities – related parties during the six months ended June 30, 2022 compared to the Company issuing shares of common stock with a fair value of $188,713 for the settlement of $153,523 of various debts and accrued liabilities – related party during the six months June 30, 2021. The decrease in other income was due to the Company receiving $304,273 as full and final payment for settlement of its December 2019 arbitration with Maxim during the six months ended June 30, 2021 compared to $0 of other income during the six months June 30, 2022.

Our net loss for the six months ended June 30, 2022 was $1,843,301 as compared to net loss of $28,351,614 for the comparable period of the prior year. The decrease in the net loss was due to the Company having a decrease in operating expenses of $26,295,956 along with a decrease in other expenses from $346,360 during the six months ended June 30, 2021 to $134,003 for the six months ended June 30, 2022 as explained above.

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Financial Condition, Liquidity and Capital Resources

As of June 30, 2022, the Company had a negative working capital of $2,334,177. The Company has not yet attained a level of operations which will allow it to meet its current overhead expense obligations. If we are not successful in our commercialization strategy, we cannot assure that we will be able to fund a standalone marketing and sale strategy, and if we do, we cannot assure we will attain profitable operations within the next year or at all. The report of our independent registered public accounting firm on our 2021 financial statements includes an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. While the Company has funded its operations with private placements, and loans from related parties, there can be no assurance that adequate financing will continue to be available to the Company and, if available, on terms that are favorable to the Company. Our ability to continue as a going concern is also dependent on many events outside of our direct control, including, among other things, our ability to achieve our business goals and objectives.

Cash Flows

The Company’s cash on hand at June 30, 2022 and December 31, 2021 was $6,416 and $21,799, respectively.

The following table summarizes selected items from our statements of cash flows for the six months ended June 30, 2022 and 2021:

	For the Six Months Ended June 30,
	2022			2021
Net cash used in operating activities	$	(399,189	)	$	(263,544	)
Net cash used in investing activities		(40,500	)		-
Net cash provided by financing activities		424,306			235,000
Net decrease in cash and cash equivalents	$	(15,383	)	$	(28,544	)

Net Cash Provided by (Used in) Operating Activities

Net cash used in operating activities for the six months ended June 30, 2022 was $399,189. The Company had net loss of $1,843,301 offset by stock for services and compensation of $310,200, amortization expense of $2,025, a loss on debt settlement of $113,375, an increase in accounts payable and accrued expenses of $500,774, an increase in accrued liabilities - related party of $146,944 and an increase in accrued litigation settlement of $380,000 and an increase in prepaid and other current assets of $9,206.

Net cash used in operating activities for the six months ended June 30, 2021 was $263,544. The Company had net loss of $28,351,614 offset by non-cash stock-based compensation of $26,512,173, amortization of debt discount of $608,710 and a loss on settlement of debt of $35,190. The Company also had a decrease in inventory of $25, change in accounts payable and accrued expenses of $138,167, a change in accounts payable and accrued expenses related party of $236,805 and a change in accrued litigation settlement of $562,000. The Company also had an increase in prepaid and other current assets of $5,000.

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Net Cash Used by Investing Activities

The Company paid $40,500 related to the patent application fees during the six months ended June 30, 2022.

The Company did not have any investing activities during the six months ended June 30, 2021.

Net Cash Provided by (Used in) Financing Activities

Net cash provided by financing activities for the six months ended June 30, 2022 was $424,306. This was due to the result of the Company receiving $77,292 in proceeds from the sale of stock and receiving $383,275 from related party loans offset by making payments of $36,261 on loan payable.

Net cash provided by financing activities for the six months ended June 30, 2021 was $235,000. This was due to the Company receiving $20,000 in proceeds from a related party loan, $100,000 in proceeds from the sale of stock and $115,000 in proceeds from the issuance of convertible notes.

Off-Balance Sheet Arrangements

As of June 30, 2022, we have no off-balance sheet arrangements.

Critical Accounting Policies

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported. Actual results could materially differ from those estimates. We have identified the following items as critical accounting policies.

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the sale of its HemoStyp product by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.

The Company receives orders for its HemoStyp products directly from its customers. Revenues are recognized based on the agreed upon sales or transaction price with the customer when control of the promised goods are transferred to the customer. The transfer of goods to the customer and satisfaction of the Company’s performance obligation will occur either at the time when products are shipped or when the products arrive and are received by the customer. No discounts were offered by the Company. The Company does not provide an estimate for returns as there is no anticipation for any returns in the normal course of business.

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Stock Based Compensation

The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation. Under the fair value recognition provisions, stock-based compensation expense is measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measured. Share-based compensation for all stock-based awards to employees and directors is recognized as an expense over the requisite service period, which is generally the vesting period.

The Company accounts for stock compensation arrangements with non-employees in accordance with Accounting Standard Update (ASU) 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which requires that such equity instruments are recorded at the value on the grant date.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable 

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company is in the process of implementing disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the ‘‘Exchange Act’’), that are designed to ensure that information required to be disclosed in the Company’s Exchange Act reports are recorded, processed, summarized, and reported within the time periods specified in rules and forms of the Securities and Exchange Commission, and that such information is accumulated and communicated to our Chief Executive Officer and Principal Financial Officer to allow timely decisions regarding required disclosure.

As of June 30, 2022, the Chief Executive Officer and the Principal Financial Officer carried out an assessment of the effectiveness of the design and operation of our disclosure controls and procedures and concluded that the Company’s disclosure controls and procedures were not effective.

Changes in Internal Control over Financial Reporting

During the quarter ended June 30, 2022, there were no changes in our system of internal controls over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings

See “Note 7” in the Notes to Condensed Financial Statements.

Item 1A. Risk Factors

Management does not believe there have been any material changes to the risk factors listed in Part I, “Item 1A, Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2021. These risk factors should be carefully considered with the information provided elsewhere in this report, which could materially adversely affect our business, financial condition or results of operations.

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

The following summarizes all sales of our unregistered securities from January 1, 2022 through June 30, 2022. The securities in the below-referenced transactions were (i) issued without registration and (ii) were subject to restrictions under the Securities Act and the securities laws of certain states, in reliance on the private offering exemptions contained in Sections 4(a)(2), 4(a)(6) and/or 3(b) of the Securities Act and on Regulation D promulgated under the Securities Act, and in reliance on similar exemptions under applicable state laws as transactions not involving a public offering. No placement or underwriting fees were paid in connection with these transactions. All cash proceeds from the sale of securities were used for working capital purposes.

Date of Sale	Title of Security	Number Sold	Consideration Received
January 2022	Common Stock	6,252	$3,126 of accrued liabilities
February 2022	Common Stock	184,028	$77,292 in cash at $0.42 per share
February 2022	Common Stock	20,000	$10,200 in services provided
April 2022	Common Stock	625,000	$187,500 of accrued liabilities
April 2022	Common Stock	625,000	$300,000 in services provided

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

 22

Item 6. Exhibits

The following exhibits are filed with this report, or incorporated by reference as noted:

3(i)	Articles of Incorporation of the Company dated February 28, 1997. (1)
3(ii)	Amendment to Articles of Incorporation. (1)
3(iii)	By-laws of the Company*
3(iv)	August 2015 Amendment to Articles of Incorporation. (3)
10.1	Services Agreement with Louis Schiliro (4)
10.2	Restricted Stock Unit Agreement – Louis Schiliro (5)
10.3	Restricted Stock Unit Agreement – Doug Beplate (5)
10.4	Services Agreement with Brian Thom (6)
10.5	Restricted Stock Unit Agreement - Brian Thom (6)
10.6	Services Agreement with Kristofer Heaton (7)
10.7	Restricted Stock Unit Agreement - Kristofer Heaton (7)
10.8	Amendment to Restricted Stock Unit Agreement – Brian Thom (8)
10.9	Restricted Stock Unit Agreement – Robert Denser (8)
21	Subsidiaries of the Registrant – none
31.1	Certification of Principal Executive Officer*
31.2	Certification of Principal Financial Officer*
32.1	Section 1350 Certificate by Principal Executive Officer*
32.2	Section 1350 Certificate by Principal Financial Officer*
99.1	2019 Employee Benefit and Consulting Services Compensation Plan (9)

23

101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

___________

* Filed herewith.

(1)	Incorporated by reference to the Company’s Form 10-Q for the quarter ended September 30, 2014.
(2)	Incorporated by reference to the Company’s Form 10-K for the year ended December 31, 2005.
(3)	Incorporated by reference to Form 8-K dated August 7, 2015 – date of earliest event filed on August 10, 2015.
(4)	Incorporated by reference to the Company’s Form 10-Q for the quarter ended June 30, 2018.
(5)	Incorporated by reference to the Company’s Form 10-K for the year ended December 31, 2018.
(6)	Incorporated by reference to the Form 8-K dated December 2, 2020
(7)	Incorporated by reference to the Form 8-K dated January 11, 2021
(8)	Incorporated by reference to the Form 8-K dated June 23, 2022
(9)	Incorporated by reference to Form S-8 dated November 1, 2019

24

SIGNATURES

Pursuant to the requirements Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

	UNITED HEALTH PRODUCTS, INC.
Dated: August 15, 2022	By:	/s/ Brian Thom
		Brian Thom
		Principal Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:

Signatures		Title	Date
By:	/s/ Brian Thom	Chief Executive Officer, Principal Executive Officer and Director	August 15, 2022
	Brian Thom
By:	/s/ Kristofer Heaton	Vice President, Finance and Principal Financial Officer	August 15, 2022
	Kristofer Heaton
By:	/s/ Robert Denser	Director	August 15, 2022
	Robert Denser

25

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Brian Thom certifies that:
1.	I have reviewed this quarterly report on Form 10-Q of United Health Products, Inc.;
2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 15, 2022	By:	/s/ Brian Thom
		Brian Thom
		Principal Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Kristofer Heaton certifies that:
1.	I have reviewed this quarterly report on Form 10-Q of United Health Products, Inc.;
2	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 15, 2022	By	/s/ Kristofer Heaton
		Kristofer Heaton
		Principal Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350), Brian Thom, Principal Executive Officer of United Health Products, Inc. (the “Company”) of the Company, hereby certifies that, to the best of his knowledge:

1.	The Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, to which this Certification is attached as Exhibit 32.1 (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and
2.	The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

In witness whereof, the undersigned have set their hands hereto as of the August 15, 2022.

By:	/s/ Brian Thom
	Brian Thom
	Principal Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. Section 1350), Kristofer Heaton, Principal Financial Officer of United Health Products, Inc. (the “Company”) of the Company, hereby certifies that, to the best of his knowledge:

1.	The Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, to which this Certification is attached as Exhibit 32.2 (the “Quarterly Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and
2.	The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

In witness whereof, the undersigned have set their hands hereto as of the August 15, 2022.

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

XML

Cover - shares	6 Months Ended
	Jun. 30, 2022	Aug. 12, 2022
Cover [Abstract]
Entity Registrant Name	UNITED HEALTH PRODUCTS, INC.
Entity Central Index Key	0001096938
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Jun. 30, 2022
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2022
Entity Common Stock Shares Outstanding		229,877,509
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-27781
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	84-1517723
Entity Interactive Data Current	Yes
Entity Address Address Line 1	526 Commerce Circle
Entity Address City Or Town	Mesquite
Entity Address State Or Province	NV
Entity Address Postal Zip Code	89027
City Area Code	877
Local Phone Number	358-3444
Entity Address Address Line 2	Ste. #102

XML

Condensed Balance Sheets - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Current Assets
Cash and Cash Equivalents	$ 6,416	$ 21,799
Prepaid and other current assets	14,206	5,000
Total current assets	20,622	26,799
Patents, net	38,475	0
TOTAL ASSETS	59,097	26,799
Current Liabilities
Accounts payable and accrued expenses	1,264,134	826,486
Accrued liabilities - related parties	22,651	3,207
Accrued litigation settlement	400,000	120,000
Promissory note payable	63,739	0
Loans payable - related parties	602,275	219,000
Total current liabilities	2,352,799	1,168,693
TOTAL LIABILITIES	2,352,799	1,168,693
Commitments and Contingencies	0	0
Stockholders' Equity (Deficit)
Series A Convertible Preferred Stock - $0.001 par value, 1,000,000 shares Authorized and 0 shares issued and outstanding	0	0
Common Stock - $0.001 par value, 300,000,000 shares Authorized, 229,877,509 and 228,667,229 shares issued at June 30, 2022 and December 31, 2021	229,877	228,667
Additional Paid-In Capital	71,708,164	71,017,881
Accumulated Deficit	(74,231,743)	(72,388,442)
Total Stockholders' Equity (Deficit)	(2,293,702)	(1,141,894)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 59,097	$ 26,799

XML

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Common stock, shares par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	229,877,509	228,667,229
Common stock, shares outstanding	229,877,509	228,667,229
Series A Convertible Preferred Stock [Member]
Preferred stock, shares par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

XML

Condensed Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Condensed Statements of Operations (Unaudited)
Revenues	$ 0	$ 0	$ 0	$ 59
Cost of goods sold	0	0	0	25
Gross profit	0	0	0	34
Operating Costs and Expenses
Selling, general and administrative expenses	607,186	1,231,179	1,509,332	27,878,223
Research and development	147,611	68,884	199,966	127,065
Total Operating Expenses	754,797	1,300,063	1,709,298	28,005,288
Loss from Operations	(754,797)	(1,300,063)	(1,709,298)	(28,005,254)
Other Income (Expenses)
Interest expense	(205)	(4,413)	(285)	(225,639)
Interest expense - related party	(11,535)	0	(20,343)	(389,804)
Loss on settlement of debt	(112,500)	0	(113,375)	(35,190)
Other income	0	0	0	304,273
Total other income (expenses)	(124,240)	(4,413)	(134,003)	(346,360)
Net Loss	$ (879,037)	$ (1,304,476)	$ (1,843,301)	$ (28,351,614)
Net Loss per common share:
Basic and diluted	$ (0.00)	$ (0.01)	$ (0.01)	$ (0.13)
Weighted average number of shares outstanding	229,737,399	226,222,528	229,257,932	224,152,495

XML

Condensed Statement of Stockholders Equity (Unaudited) - USD ($)	Total	Accumulated Deficit	Common Stock [Member]	Additional Paid-In Capital
Balance, shares at Dec. 31, 2020			189,357,090
Balance, amount at Dec. 31, 2020	$ (953,262)	$ (41,839,259)	$ 189,357	$ 40,696,640
Beneficial conversion feature	234,912	0	$ 0	234,912
Issuance of common stock for services, shares			100,000
Issuance of common stock for services, amount	111,000	0	$ 100	110,900
Sale of common stock, shares			125,000
Sale of common stock, amount	100,000	0	$ 125	99,875
Common stock issued to settle accrued liabilities - related party, shares			152,835
Common stock issued to settle related party advances, shares			25,000
Cancellation of common stock, shares			(117,647)
Common stock issued to settle related party advances, amount	26,750	0	$ 25	26,725
Common stock issued for conversion of convertible notes payable and accrued interest, amount	560,071	0	$ 1,047	559,024
Common stock issued for conversion of convertible notes payable and accrued interest, shares			1,047,139
Stock-based compensation, shares			33,930,000
Common stock issued to settle accrued liabilities - related party, amount	161,964	0	$ 153	161,811
Common stock issued for conversion of convertible notes payable and accrued interest - related party, shares			1,353,111
Cancellation of common stock, amount	0	0	$ (117)	117
Common stock issued for conversion of convertible notes payable and accrued interest - related party, amount	676,555	0	1,353	675,202
Stock-based compensation, amount	26,170,421	0	33,930	26,136,491
Net Loss	(27,047,138)	(27,047,138)	$ 0	0
Balance, shares at Mar. 31, 2021			225,972,528
Balance, amount at Mar. 31, 2021	41,273	(68,886,397)	$ 225,973	68,701,697
Balance, shares at Dec. 31, 2020			189,357,090
Balance, amount at Dec. 31, 2020	(953,262)	(41,839,259)	$ 189,357	40,696,640
Net Loss	(28,351,614)
Balance, shares at Jun. 30, 2021			226,335,524
Balance, amount at Jun. 30, 2021	(1,002,057)	(70,190,873)	$ 226,335	68,962,481
Balance, shares at Mar. 31, 2021			225,972,528
Balance, amount at Mar. 31, 2021	41,273	(68,886,397)	$ 225,973	68,701,697
Common stock issued for conversion of convertible notes payable and accrued interest, amount	30,396	0	$ 37	30,359
Common stock issued for conversion of convertible notes payable and accrued interest, shares			37,996
Stock-based compensation, shares			325,000
Stock-based compensation, amount	230,750	0	$ 325	230,425
Net Loss	(1,304,476)	(1,304,476)	$ 0	0
Balance, shares at Jun. 30, 2021			226,335,524
Balance, amount at Jun. 30, 2021	(1,002,057)	(70,190,873)	$ 226,335	68,962,481
Balance, shares at Dec. 31, 2021			228,667,229
Balance, amount at Dec. 31, 2021	(1,141,894)	(72,388,442)	$ 228,667	71,017,881
Issuance of common stock for services, shares			20,000
Issuance of common stock for services, amount	10,200		$ 20	10,180
Sale of common stock, shares			184,028
Sale of common stock, amount	77,292		$ 184	77,108
Net Loss	(964,264)	(964,264)
Common stock issued to settle accounts payable and accrued liabilities, shares			6,252
Common stock issued to settle accounts payable and accrued liabilities, amount	4,001		$ 6	3,995
Balance, shares at Mar. 31, 2022			228,877,509
Balance, amount at Mar. 31, 2022	(2,014,665)	(73,352,706)	$ 228,877	71,109,164
Balance, shares at Dec. 31, 2021			228,667,229
Balance, amount at Dec. 31, 2021	(1,141,894)	(72,388,442)	$ 228,667	71,017,881
Net Loss	(1,843,301)
Balance, shares at Jun. 30, 2022			229,877,509
Balance, amount at Jun. 30, 2022	(2,293,702)	(74,231,743)	$ 229,877	71,708,164
Balance, shares at Mar. 31, 2022			228,877,509
Balance, amount at Mar. 31, 2022	(2,014,665)	(73,352,706)	$ 228,877	71,109,164
Issuance of common stock for services, shares			200,000
Issuance of common stock for services, amount	96,000		$ 200	95,800
Cancellation of common stock, shares			(250,000)
Cancellation of common stock, amount			$ (250)	250
Net Loss	(879,037)	(879,037)
Common stock issued to settle accounts payable and accrued liabilities, shares			425,000
Common stock issued to settle accounts payable and accrued liabilities, amount	96,000		$ 200	95,800
Issuance of common stock for services - related party, shares			425,000
Issuance of common stock for services - related party, amount	204,000		$ 425	203,575
Common stock issued to settle accounts payable and accrued liabilities, shares			200,000
Common stock issued to settle accounts payable and accrued liabilities - related party, amount	204,000		$ 425	203,575
Balance, shares at Jun. 30, 2022			229,877,509
Balance, amount at Jun. 30, 2022	$ (2,293,702)	$ (74,231,743)	$ 229,877	$ 71,708,164

XML

Condensed Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Cash Flows from Operating Activities:
Net (Loss)	$ (1,843,301)	$ (28,351,614)
Adjustments to Reconcile net (loss) to Net Cash Used In Operating Activities:
Stock for services and compensation	310,200	26,512,173
Amortization expense	2,025	0
Amortization of debt discount	0	608,710
Loss on settlement of debt	113,375	35,190
Changes in assets and liabilities:
Inventory	0	25
Prepaid and other current assets	(9,206)	(5,000)
Subscription Receivable	0	0
Accounts payable and accrued expenses	500,774	138,167
Accrued liabilities - related party	146,944	236,805
Accrued litigation settlement	380,000	562,000
Net Cash Used In Operating Activities	(399,189)	(263,544)
Cash Flows from Investing Activities:
Purchase of intangible assets	(40,500)	0
Net Cash Used in Investing Activities	(40,500)	0
Cash Flows from Financing Activities:
Proceeds from related party	383,275	20,000
Repayments on loan payable	(36,261)	0
Proceeds from sale of common stock	77,292	100,000
Proceeds from convertible notes payable	0	115,000
Cash flow provided by financing activities	424,306	235,000
Decrease in Cash and Cash Equivalents	15,383	28,544
Cash and Cash Equivalents - Beginning of period	21,799	46,076
CASH AND CASH EQUIVALENTS - END OF PERIOD	6,416	17,532
Supplemental cash flow information:
Cash paid for interest	285	0
Cash paid for income taxes	0	0
Non-cash Investing & Financing Activities:
Cancellation of common stock	250	117
Conversion of convertible notes payable and accrued interest - related party to convertible notes payable and accrued interest	0	176,502
Common stock issued for conversion of convertible notes payable and accrued interest - related party	0	676,555
Common stock issued for conversion of convertible notes payable and accrued interest	0	590,465
Conversion of accounts payable to convertible notes payable	0	90,000
Common stock issued to settle related party advances	0	26,750
Common stock issued to settle accrued liabilities - related party	127,500	161,964
Conversion of accrued liabilities - related party to convertible notes payable - related party	0	112,500
Common stock issued to settle accrued liabilities	63,126	0
Accrued litigation settlement paid with loan payable	100,000	0
Debt discount related to beneficial conversion feature	$ 0	$ 234,912

XML

Organization and Basis of Preparation

6 Months Ended

Jun. 30, 2022

Organization and Basis of Preparation

Organization and Basis of Preparation

Note 1. Organization and Basis of Preparation

United Health Products, Inc. (the “Company”) develops, manufactures, and markets a patented hemostatic gauze for the healthcare and wound care sectors. Our gauze product, HemoStyp®, is a neutralized, oxidized, regenerated cellulose (“NORC”) derived from cotton and designed to absorb exudate/drainage from superficial wounds and help control bleeding. We are in the process of seeking regulatory approval to sell our Hemostyp product line into the U.S. Class III and European Union CE Mark surgical markets.

The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on April 1, 2022.

In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of financial statements for the interim period, have been included.

XML

Significant Accounting Policies

6 Months Ended

Jun. 30, 2022

Significant Accounting Policies

Significant Accounting Policies

Note 2. Significant Accounting Policies

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred recurring net losses, negative working capital and operations have not provided cash flows. Additionally, the Company does not currently have sufficient revenue producing operations to cover its operating expenses and meet its current obligations. In view of these matters, there is substantial doubt about the Company’s ability to continue as a going concern. The Company intends to finance its future development activities and its working capital needs largely from the sale of equity securities with some additional funding from other traditional financing sources, including term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

On March 11, 2020, the World Health Organization declared the outbreak of a coronavirus (COVID-19) as a pandemic. As a result, economic uncertainties have arisen which have the potential to negatively impact the Company’s ability to raise funding and to pursue is business objectives. Other factors that carry financial implications for the Company could occur although the potential impacts are unknown at this time.

Cash and Cash Equivalents

The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets, as well as in the healthcare industry, and any other parameters used in determining these estimates, could cause actual results to differ.

 Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the sale of its HemoStyp product by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.

The Company receives orders for its HemoStyp products directly from its customers. Revenues are recognized based on the agreed upon sales or transaction price with the customer when control of the promised goods are transferred to the customer. The transfer of goods to the customer and satisfaction of the Company’s performance obligation will occur either at the time when products are shipped or when the products arrive and are received by the customer. No discounts are currently offered by the Company. The Company does not provide an estimate for returns as there is no anticipation for any returns in the normal course of business.

Trade Accounts Receivable and Concentration Risk

We record accounts receivable at the invoiced amount and we do not charge interest. We review the accounts receivable by amounts due from customers that are past due, to identify specific customers with known disputes or collectability issues. In determining the amount of the reserve, we make judgments about the creditworthiness of significant customers based on ongoing credit evaluations. We will also maintain a sales allowance to reserve for potential credits issued to customers. We will determine the amount of the reserve based on historical credit issued.

There were no provisions for doubtful accounts recorded at June 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and six month periods ended June 30, 2022 and 2021.

Stock Based Compensation

The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation. Under the fair value recognition provisions, stock-based compensation expense is measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measured. Share-based compensation for all stock-based awards to employees and directors is recognized as an expense over the requisite service period, which is generally the vesting period.

The Company accounts for stock compensation arrangements with non-employees in accordance with Accounting Standard Update (ASU) 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which requires that such equity instruments are recorded at the value on the grant date.

Per Share Information

Basic earnings per share are calculated using the weighted average number of common shares outstanding for the period presented. Diluted earnings per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. The dilutive effect of potential common shares is not reflected in diluted earnings per share because the Company incurred net losses for the three and six months ended June 30, 2022 and 2021 and the effect of including these potential common shares in the net loss per share calculations would be anti-dilutive.

The total potential common shares as of June 30, 2022 included 30,915,000 of restricted stock units. The total potential common shares as of June 30, 2021 includes 28,325,000 of restricted stock units.

Patents

Patents are stated on the balance sheet at cost. Costs, such as filing fees with patent granting agencies and legal fees directly relating to those filings, incurred to file patent applications were capitalized when the Company believed that there was a high likelihood that the patent would be issued and there would be future economic benefit associated with the patent. These costs were amortized from the date of the patent application on a straight-line basis over the estimated useful life of 10 years. All costs associated with any abandoned patent applications are expensed.

Accumulated amortization as of June 30, 2022 and December 31, 2021 was $2,025 and $0, respectively. Amortization expense for the six months ended June 30, 2022 and 2021 was $2,025 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	2,025
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	38,475

Impairment of Long-lived Assets

The Company applies the provisions of ASC 360, Property, Plant and Equipment, where applicable to all long-lived assets. ASC 360 addresses accounting and reporting for impairment and disposal of long-lived assets. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 360. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal.

When long-lived assets are sold or retired, the related cost and accumulated depreciation or amortization are removed from the accounts and any gain or loss is included in the results of operations. During the six months ended June 30, 2022 and 2021, the Company determined no impairment was required.

New Accounting Pronouncements

The Company considers all new pronouncements and management has determined that there have been no recently adopted or issued accounting standards that had or will have a material impact on its financial statements.

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Related Party Transactions

6 Months Ended

Jun. 30, 2022

Related Party Transactions

Related Party Transactions

Note 3. Related Party Transactions

Loans payable - related parties

As of December 31, 2021, Brian Thom, Chief Executive Officer had a loan payable balance of $175,000.

During the six months ended June 30, 2022, Mr. Thom loaned the Company $315,000 to pay for operating expenses. As of June 30, 2022, $490,000 is owed to Mr. Thom. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

As of December 31, 2021, Lou Schiliro, the former Chief Operating Officer, had a loan payable balance of $44,000.

During the six months ended June 30, 2022, Mr. Schiliro, loaned the Company $64,275 to pay for operating expenses. As of June 30, 2022, $108,275 is owed to Mr. Schiliro. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

During the six months ended June 30, 2022, Kristofer Heaton, Principal Financial Officer, loaned the Company $4,000 to pay for operating expenses. As of June 30, 2022, $4,000 is owed to Mr. Heaton. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

Interest expense – related party on the above loans was $11,535 and $20,343 during the three and six months ended June 30, 2022, respectively. Accrued interest – related party as of June 30, 2022 and December 31, 2021 was $22,651 and $2,308, respectively and has been recorded in accrued liabilities – related party on the balance sheet.

Accrued liabilities – related parties

As of March 31, 2022 and December 31, 2021, $45,000 and $899 was owed to Mr. Thom for accrued compensation and reimbursable expenses, respectively. During the three months ended June 30, 2022, the Company issued 150,000 shares of common stock to Mr. Thom to settle the accrued compensation and paid him $899 for reimbursable expenses. The common stock had a fair value of $72,000 and the Company recorded $27,000 as a loss on settlement of debt.

As of March 31, 2022 and December 31, 2021, $45,000 and $0 was owed to Mr. Schiliro for accrued compensation, respectively. During the three months ended June 30, 2022, the Company issued 150,000 shares of common stock to Mr. Schiliro for the accrued compensation. The common stock had a fair value of $72,000 and the Company recorded $27,000 as a loss on settlement of debt.

 As of March 31, 2022 and December 31, 2021, $37,500 and $0 was owed to Kristofer Heaton, the Principal Financial Officer, for accrued compensation, respectively. During the three months ended June 30, 2022, the Company issued 125,000 shares of common stock to Mr. Heaton for the accrued compensation. The common stock had a fair value of $60,000 and the Company recorded $22,500 as a loss on settlement of debt.

Equity transactions

Per the vesting schedules of certain of the Company’s amended RSU Agreements, on January 1, 2021, 6,760,000 shares of common stock were issued to Mr. Douglas Beplate, former Chairman of the Board, 2,000,000 shares of common stock were issued to Mr. Schiliro and 100,000 shares of common stock were issued to Mr. Heaton.

On January 6, 2021, the Board of Directors approved the second amendment to the RSU Agreement between the Company and Mr. Beplate in conjunction with Mr. Beplate’s retirement from his day-to-day management role with the Company. The amendment accelerated the vesting and immediately settled his remaining RSUs by issuing 21,970,000 shares of common stock. Further, as a bonus in recognition of Mr. Beplate’s service to the Company and in recruitment of new executive management, the Company issued to Mr. Beplate an additional 2,000,000 shares of common stock. The Company recorded $26,127,300 of stock-based compensation expense during the six months ended June 30, 2021 related to the accelerated vesting of these RSU’s and issuance of common stock.

                During the six months ended June 30, 2022, the Board of Directors approved an amendment to Mr. Thom’s RSU Agreement dated November 24, 2020. The amendment increased the number of RSU’s granted from 11,500,000 to 13,225,000. The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. 

During the six months ended June 30, 2022, the Board of Directors approved an RSU Agreement with Robert Denser, Director of the Board. The agreement grants Mr. Denser 1,000,000 RSU’s which are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones.

During the six months ended June 30, 2022, the Company issued 150,000 shares of common stock each to Mr. Thom and Mr. Schiliro and 125,000 shares of common stock to Mr. Heaton for compensation in lieu of cash. The common stock had a total fair value of $204,000.

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Promissory Note Payable

6 Months Ended

Jun. 30, 2022

Related Party Transactions

Promissory Note Payable

Note 4. Promissory Note Payable

During the six months ended June 30, 2022, the Company reached a settlement agreement related to Patterson’s counterclaim (see Note 6). The Company agreed to pay $120,000 which had previously been accrued as of December 31, 2021.

The Company paid $20,000 of the settlement and entered into a $100,000 promissory note with its legal counsel to fund the payment of the remaining balance. The Company paid $36,261 of principal and $285 in interest expense leaving a principal balance of $63,739 and accrued interest of $0 as of June 30, 2022. The note accrues interest at 1% and requires monthly payments of $9,136 until the balance is paid in full.

The promissory note is secured by 200,000 shares of restricted common stock which would have demand registration rights and the Company would file a registration statement within 45 days of the request.

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Issuances of Securities

6 Months Ended

Jun. 30, 2022

Issuances of Securities

Issuances of Securities

Note 5. Issuances of Securities

Share issuances 2021

During the six months ended June 30, 2021, a total of 32,255,000 shares of common stock were issued to officers, directors and various consultants related to vesting of RSU’s with a total stock-based compensation cost of $24,221,170, 2,000,000 shares of common stock were issued to Mr. Beplate as a stock bonus with a stock-based compensation cost of $2,180,000, 125,000 shares of common stock were sold to an affiliated investor in a private placement for total cash proceeds of $100,000, 100,000 shares of common stock were issued for settlement of a business consulting agreement with a fair value of $111,000, 25,000 shares of commons stock were issued to settle $20,000 of related party advances, 152,835 shares of common stock were issued to settle accrued liabilities – related party worth $133,523, 1,085,135 shares of common stock were issued due to the conversion of convertible notes payable and accrued interest of $590,468, 1,353,111 shares of common stock were issued due to the conversion of convertible notes payable and accrued interest – related party of $676,555 and 117,647 shares of common stock were cancelled reducing common stock by $117 and increasing additional paid-in capital by the same.

Share issuances 2022

During the six months ended June 30, 2022, 184,028 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $77,292, 206,252 shares of common stock were issued to various consultants to settle $63,126 of accrued liabilities resulting in a loss on settlement of debt of $36,875, 200,000 shares of common stock with a fair value of $96,000 were issued to consultants for services, 425,000 shares of common stock were issued to settle $127,500 of accrued liabilities – related party (see Note 3) resulting in a loss of settlement of debt of $76,500, 425,000 shares of common stock with a fair value of $204,000 were issued to officers and a former officer of the Company for services (see Note 3), 20,000 shares of common stock with a fair value of $10,200 were issued for legal services and 250,000 shares of common stock were cancelled reducing common stock by $250 and increasing additional paid-in capital by the same.

Restricted stock units

During the year ended December 31, 2020 the Board of Directors approved amendments to its March 25, 2019 RSU Agreement for certain management and consultants to the Company.

The amendment resulted in 9,960,000 of the RSU’s vesting on January 1, 2021. The compensation expense was being amortized on a straight-line basis from the date of the amendment through January 1, 2021 which is the vesting date. Stock-based compensation of $43,121 was recognized as expense during the six months ended June 30, 2021.

On January 6, 2021, the Board of Directors approved the second amendment to the Restricted Stock Unit Agreement between the Company and Mr. Beplate, former Chief Executive Officer and former Chairman of the Board, in conjunction with Mr. Beplate’s retirement from his day-to-day management role with the Company. The amendment accelerated the vesting and immediately settled his remaining RSUs by issuing 21,970,000 shares of common stock.

Per ASC 718-20-35, the change in vesting conditions resulted in a modification of the stock-based compensation awards. The modification is considered a Type III modification as described in ASC 718-20-55 and resulted in recording $23,947,300 of stock-based compensation expense which was the fair value of the shares on the date of the modification.

As discussed above in Note 3, during the six months ended June 30, 2022, the Board of Directors approved an RSU Agreement in which Robert Denser, Director was granted 1,000,000 RSU’s which are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. In addition, Mr. Thom’s original RSU Agreement was amended. The amendment increased the amount of RSU’s granted from 11,500,000 to 13,225,000. The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones. 

Activity related to our restricted stock units during the six months ended June 30, 2022 was as follows:

				Weighted
				Average
				Grant
	Number of			Date Fair
	Units			Value
Total awards outstanding at December 31, 2021		28,190,000		$	0.96
Units granted		14,225,000		$	0.43
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at June 30, 2022		30,915,000		$	0.63

Management is unable to predict if or when a Covered Transaction or Triggering Event which are vesting milestones under the RSU Agreements governing the restricted stock units will occur and as of June 30, 2022, there was $19,563,950 of unrecognized compensation cost related to unvested restricted stock unit awards.

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Accrued Litigation Settlement

6 Months Ended

Jun. 30, 2022

Accrued Litigation Settlement

Accrued Litigation Settlement

Note 6. Accrued Litigation Settlement

On June 15, 2022, the Security and Exchange Commission’s (SEC) investigation of the Company, initially reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, was settled through the filing of a consent judgment without the Company admitting or denying the SEC’s allegations. As part of the settlement, the Company is required to pay a civil penalty of $450,000, payable in four installments as follows:

· $50,000 upon the entry of the judgment;

· $100,000 within 90 days of the entry of the judgment;

· $150,000 within 180 days of the entry of the judgment; and

· $150,000 within 270 days of the entry of the judgment, plus statutory interest on payments made after 30 days of the entry of the judgment pursuant to U.S.C. Section 1961

The Company made the initial schedule payment of $50,000 towards the civil penalty and as of June 30, 2022 the accrued litigation balance is $400,000.

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Litigation

6 Months Ended

Jun. 30, 2022

Accrued Litigation Settlement

Litigation

Note 7. Litigation

Philip Forman, who served as Chairman, a director, Chief Executive Officer and Chief Medical Advisor of the Company at various times between 2011 and October 2015, filed a lawsuit against the Company and our then-Chief Executive Officer, Douglas Beplate, in the United States District Court of the District of Nevada. The plaintiff has claimed, among other things: that the June 25, 2015 Amendment to his November 10, 2014 Employment Agreement with the Company, which terminated the Employment Agreement on October 1, 2015, is not enforceable due to lack of consideration; that a July 22, 2015 Stock Purchase Agreement pursuant to which the plaintiff sold Company shares issued to him under the Amendment to a third a party is unenforceable (despite the fact that all payment for the shares under the Stock Purchase Agreement was made); that the plaintiff’s 2014 Employment Agreement remains valid and that he is entitled to cash and stock compensation under that Employment Agreement (without giving regard to the Amendment); and that the Company and Mr. Beplate defrauded the plaintiff relating to the foregoing. The plaintiff is seeking declaratory judgment regarding the parties’ relative rights under the Employment Agreement, the Amendment and the Stock Purchase Agreement; money damages of no less than $2,795,000; and punitive damages of $8,280,000. The Company filed a motion to dismiss the plaintiff’s claims which was denied on March 19, 2020. On May 5, 2021, the plaintiff provided a deposition as instructed by the Court, subsequent to which the Company filed a motion for dismissal of this proceeding. On February 14, 2022, the Court issued an Order which declared the Amendment to be unenforceable and thus the terms of the original Employment Agreement to remain in effect. The Order also noted that the Company is not a party to the Stock Purchase Agreement, and the Employment Agreement does not constitute a prior agreement that could have been superseded by the Stock Purchase Agreement. In anticipation of a jury trial later this year, the Company filed a motion with the Court to reopen discovery.

In 2018 an action was commenced in the United States District Court Southern District of New York entitled JEC Consulting Associates, LLC. Liquidator of Lead Dog Capital LP against United Health Products t/k/a United EcoEnergy Corp and Douglas K. Beplate under Docket Number 18-cv-1139 (ER). The third-party action sought to remove a restrictive legend from a particular stock certificate for Three Million Fifty Thousand (3,050,000) shares and declare the shares to be free trading. The third-party plaintiff alleges that the Company and Mr. Beplate refused to have the restrictive legend on the stock certificate removed under Rule 144 and sought compensatory and punitive damages. The Federal court issued an order that the Securities Exchange Commission should review the claim before the District Court renders a final ruling. Discovery appears to be substantially complete and settlement discussions between the third-party plaintiff and the Company have been initiated. On April 22, 2022 the parties entered in a Settlement Agreement wherein the Company would agree to allow the removal of the restrictive legend as permitted under applicable securities laws and distribution of the shares to affiliates of the plaintiffs. Under the Settlement Agreement the Company will make no payments other than to pay expenses related to its own legal counsel.

As mentioned in Note 6 above, the Company settled the SEC’s investigation through the filing of a consent judgment on the terms described in the Company’s Form 8-K filed on April 29, 2022, without the Company admitting or denying the SEC’s allegations.

Due to uncertainties inherent in litigation, we cannot predict the outcome of the above pending legal proceedings.

The Company is or was also a party to the following legal proceedings:

On February 7, 2020, the Company filed the Original Petition for Fraud and Breach of Contract in the Texas District Court for the 215th Judicial District of Harris County against defendants Patterson Companies Inc., Patterson Management, L.P., Patterson Veterinary, Inc. and Patterson Logistics Services, Inc., and Animal Health International, Inc. On March 5, 2020, the defendants removed the case to U.S. District Court for Southern District of Texas. The defendants filed their answer in federal court on March 12, 2020. The original August 25, 2020 pretrial deadlines were extended. On January 18, 2022, the Company’s claims were dismissed, with prejudice, by the court. On February 9, 2022, the Company and Patterson reached an agreement on settlement of Patterson’s counterclaim. The Company agreed to pay $120,000 which was accrued as of December 31, 2021. The $120,000 settlement payment was paid in full in February 2022.

In August 2020, United Health Products filed suit against its former auditors, Haynie & Company, in Utah State Court, asserting claims related to professional negligence and breach of fiduciary duty. Haynie & Company has denied the allegations. Mediation is scheduled for the last week of August 2022.

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Other Income

6 Months Ended

Jun. 30, 2022

Other Income (Expenses)

Other income

Note 8. Other Income

The Company received payment of $304,273 from Maxim Group LLC, as full and final settlement of its previously disclosed arbitration between the Company and Maxim that was settled in December 2019. The $304,273 was recorded as other income in the Statement of Operations during the six months ended June 30, 2021. 

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Subsequent Event

6 Months Ended

Jun. 30, 2022

Subsequent Event

Subsequent Events

Note 9. Subsequent Events

The Company has evaluated events from June 30, 2022, through the date whereupon the financial statements were issued and has determined that there are no material events that need to be disclosed except as follows:

The Company issued a $200,000 convertible note to a non-affiliate bearing interest at 10% with a maturity date of November 30, 2022.  The convertible note can be converted into shares of common stock at a conversion price of $0.40 per share.

                The Company issued a $100,000 convertible note to a non-affiliate with a 7% original issue discount (OID), an interest rate of 10% and maturity date of December 31, 2023. The Company received net proceeds of $93,000 after the OID. The convertible note can be converted into shares of common stock at a conversion price of $0.35 per share.

The Company issued a $100,000 convertible note to a Director of the Company with a 7% OID, an interest rate of 10% and maturity date of December 31, 2023. The Company received net proceeds of $93,000 after the OID. The convertible note can be converted into shares of common stock at a conversion price of $0.35 per share.

The Board of Directors approved RSU Agreements with four doctors to acquire the patent application and related intellectual property rights in the “Method of Forming and Using a Hemostatic Hydrocolloid”, U.S. Patent Office Serial No. 62/875,798, filed July 18, 2019, in which a total of 16,000,000 RSU’s were granted.  The RSU’s are subject to certain conditions and shall vest upon the achievement of certain Company objectives and milestones.

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Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2022

Significant Accounting Policies

Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred recurring net losses, negative working capital and operations have not provided cash flows. Additionally, the Company does not currently have sufficient revenue producing operations to cover its operating expenses and meet its current obligations. In view of these matters, there is substantial doubt about the Company’s ability to continue as a going concern. The Company intends to finance its future development activities and its working capital needs largely from the sale of equity securities with some additional funding from other traditional financing sources, including term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. The financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

On March 11, 2020, the World Health Organization declared the outbreak of a coronavirus (COVID-19) as a pandemic. As a result, economic uncertainties have arisen which have the potential to negatively impact the Company’s ability to raise funding and to pursue is business objectives. Other factors that carry financial implications for the Company could occur although the potential impacts are unknown at this time.

Cash and Cash Equivalents

The Company considers all highly liquid debt investments purchased with a maturity of three months or less to be cash equivalents.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets, as well as in the healthcare industry, and any other parameters used in determining these estimates, could cause actual results to differ.

Revenue Recognition

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. Under ASC 606, the Company recognizes revenue from the sale of its HemoStyp product by applying the following steps: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.

The Company receives orders for its HemoStyp products directly from its customers. Revenues are recognized based on the agreed upon sales or transaction price with the customer when control of the promised goods are transferred to the customer. The transfer of goods to the customer and satisfaction of the Company’s performance obligation will occur either at the time when products are shipped or when the products arrive and are received by the customer. No discounts are currently offered by the Company. The Company does not provide an estimate for returns as there is no anticipation for any returns in the normal course of business.

Trade Accounts Receivable and Concentration Risk

We record accounts receivable at the invoiced amount and we do not charge interest. We review the accounts receivable by amounts due from customers that are past due, to identify specific customers with known disputes or collectability issues. In determining the amount of the reserve, we make judgments about the creditworthiness of significant customers based on ongoing credit evaluations. We will also maintain a sales allowance to reserve for potential credits issued to customers. We will determine the amount of the reserve based on historical credit issued.

There were no provisions for doubtful accounts recorded at June 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and six month periods ended June 30, 2022 and 2021.

Stock Based Compensation

The Company accounts for share-based compensation under the provisions of ASC 718, Compensation-Stock Compensation. Under the fair value recognition provisions, stock-based compensation expense is measured at the fair value of the consideration received, or the fair value of the equity instruments issued, or liabilities incurred, whichever is more reliably measured. Share-based compensation for all stock-based awards to employees and directors is recognized as an expense over the requisite service period, which is generally the vesting period.

The Company accounts for stock compensation arrangements with non-employees in accordance with Accounting Standard Update (ASU) 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which requires that such equity instruments are recorded at the value on the grant date.

Per Share Information

Basic earnings per share are calculated using the weighted average number of common shares outstanding for the period presented. Diluted earnings per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. The dilutive effect of potential common shares is not reflected in diluted earnings per share because the Company incurred net losses for the three and six months ended June 30, 2022 and 2021 and the effect of including these potential common shares in the net loss per share calculations would be anti-dilutive.

The total potential common shares as of June 30, 2022 included 30,915,000 of restricted stock units. The total potential common shares as of June 30, 2021 includes 28,325,000 of restricted stock units.

Patents

Patents are stated on the balance sheet at cost. Costs, such as filing fees with patent granting agencies and legal fees directly relating to those filings, incurred to file patent applications were capitalized when the Company believed that there was a high likelihood that the patent would be issued and there would be future economic benefit associated with the patent. These costs were amortized from the date of the patent application on a straight-line basis over the estimated useful life of 10 years. All costs associated with any abandoned patent applications are expensed.

Accumulated amortization as of June 30, 2022 and December 31, 2021 was $2,025 and $0, respectively. Amortization expense for the six months ended June 30, 2022 and 2021 was $2,025 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	2,025
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	38,475

Impairment of Long-lived Assets

The Company applies the provisions of ASC 360, Property, Plant and Equipment, where applicable to all long-lived assets. ASC 360 addresses accounting and reporting for impairment and disposal of long-lived assets. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 360. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal.

When long-lived assets are sold or retired, the related cost and accumulated depreciation or amortization are removed from the accounts and any gain or loss is included in the results of operations. During the six months ended June 30, 2022 and 2021, the Company determined no impairment was required.

New Accounting Pronouncements

The Company considers all new pronouncements and management has determined that there have been no recently adopted or issued accounting standards that had or will have a material impact on its financial statements.

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Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2022

Significant Accounting Policies

Schedule of Future Amortization Expense

Year	Amount
2022 (remaining)	$	2,025
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	38,475

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Issuances of Securities (Tables)

6 Months Ended

Jun. 30, 2022

Issuances of Securities

Schedule of Restricted stock units

				Weighted
				Average
				Grant
	Number of			Date Fair
	Units			Value
Total awards outstanding at December 31, 2021		28,190,000		$	0.96
Units granted		14,225,000		$	0.43
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at June 30, 2022		30,915,000		$	0.63

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Significant Accounting Policies (Details)	Jun. 30, 2022 USD ($)
Significant Accounting Policies
2022 (remaining)	$ 2,025
2023	4,050
2024	4,050
2025	4,050
2026	4,050
Thereafter	20,250
Future Amortization Expense	$ 38,475

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Significant Accounting Policies (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Accumulated amortization	$ 2,025		$ 0
Bad debt expense	0	$ 0
Amortization expense	$ 2,025	$ 0
Description of patent	straight-line basis over the estimated useful life of 10 years
Series A Convertible Preferred Stock [Member]
Potential antidilutive shares	30,915,000	28,325,000

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Related Party Transactions (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 06, 2021	Nov. 30, 2020	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Mar. 31, 2022	Dec. 31, 2021
Interest expense - related party			$ 11,535	$ 0	$ 20,343	$ 389,804
Total fair value					204,000
Accrued interest			22,651		22,651			$ 2,308
Stock based compensation					$ 310,200	$ 26,512,173
Restricted stock units, vesting		13,225,000
Maturity Date					Dec. 31, 2021
Shares issued for services, shares					200,000
Brian Thom [Member]
Restricted stock units, vesting		11,500,000
Loss on settlement of debt							$ 27,000
Fair market value			$ 72,000
Amount owed					$ 490,000
Interest Rate					10.00%
Maturity Date					Dec. 31, 2022
Accrued compensation							45,000	899
Loan amount					$ 315,000
Shares issued for services, shares			150,000		150,000
Reimbursable expenses					$ 899
Convertible loans payable - related parties								175,000
Mr. Beplate [Member]
Shares issued for services, shares						2,000,000
Common stock share issued	2,000,000
Converted loans payable and accrued liabilities							100,000
Shares issued	21,970,000
Officers And Directors [Member]
Shares issued for services, shares						32,255,000
Shares issued					1,000,000
Louis Schiliro [Member]
Loss on settlement of debt							27,000
Fair market value			$ 72,000
Amount owed					$ 108,275
Interest Rate					10.00%
Maturity Date					Dec. 31, 2022
Accrued compensation							45,000	0
Loan amount					$ 64,275
Shares issued for services, shares			150,000		150,000
Restricted stock units granted					2,000,000
Remaining balance								44,000
Kristofer Heaton [Member]
Loss on settlement of debt			$ 22,500		$ 22,500
Fair market value					60,000
Amount owed					$ 4,000
Interest Rate					10.00%
Maturity Date					Dec. 31, 2022
Accrued compensation							$ 37,500	$ 0
Loan amount					$ 4,000
Additional RSU's issued							100,000
Shares issued for services, shares			125,000		125,000
Douglas Beplate [Member]
Restricted stock units granted					6,760,000
RSU granted to officers, directors and consultants					2,000,000

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Promissory Note Payable (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Nov. 30, 2020	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Accrued		$ 120,000		$ 120,000		$ 120,000
Maturity Date				Dec. 31, 2021
Promissory note payable		63,739		$ 63,739		$ 0
Repayments on loan payable				36,261	$ 0
Interest expense		$ 205	$ 4,413	285	$ 225,639
Restricted stock units, vesting	13,225,000
Legal Counsel [Member]
Monthly payments				$ 9,136
Accrues interest		1.00%		1.00%
Promissory note		$ 100,000		$ 100,000
Promissory note payable		63,739		63,739
Repayments on loan payable				36,261
Interest expense				285
Accrued interest		$ 0		$ 0
Restricted stock units, vesting				200,000
Payment for settlement of debt				$ 20,000

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Issuances of Securities (Details)	6 Months Ended
	Jun. 30, 2022 shares
Issuances of Securities (Details)
Number of units total awards outstanding, beginning	28,190,000
Number of units granted	14,225,000
Number of units cancelled/forfeited	(11,500,000)
Number of units total awards outstanding, ending	30,915,000
Weighted average total awards outstanding, beginning	0.96
Weighted average units granted	0.43
Weighted average units exercised/released	0
Weighted average units cancelled/forfeited	1.18
Weighted average total awards outstanding, ending	0.63

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Issuances of Securities (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021	Jan. 06, 2021
Unrecognized compensation cost	$ 19,563,950
Common stock shares cancellations		117,647
Common stock shares cancellations payable and accrued interest		676,555
Additional paid-in capital		$ 117
common stock with a fair value issued	$ 76,500
common stock with a fair value issued shares	$ 0.001		$ 0.001
Stock based compensation expense	$ 23,947,300
Common stock, shares issued for service rendered, shares	200,000
Common stock shares cancellations payable and accrued interest	229,877,509		228,667,229
Board of Directors [Member]
Stock-based compensation expense	$ 23,947,300
Restricted stock units granted	21,970,000
Robert Denser [Member]
Restricted stock units granted	13,225,000			11,500,000
January 1, 2021 [Member]
Restricted stock unit, vested	9,960,000
Stock-based compensation expense		$ 43,121
Mr. Beplate [Member]
Common stock, shares issued for service rendered, shares		2,000,000
Common stock, shares issued for service rendered, amount		$ 2,180,000
Officers And Directors [Member]
Common stock, shares issued for service rendered, shares		32,255,000
Common stock, shares issued for service rendered, amount		$ 24,221,170
Officer And Former Officer [Member]
Additional paid-in capital	$ 250
Common stock, shares issued for service rendered, shares	20,000
Common stock with a fair value	$ 204,000
Common stock shares cancellations payable and accrued interest	250,000
Common stock, fair value	$ 10,200
Affiliated Investor [Member] | Private Placement [Member]
Common stock, shares issued for service rendered, shares		125,000
Common stock, shares issued for service rendered, amount		$ 100,000
Non Affiliated Investor [Member] | Private Placement [Member]
Common stock, shares issued for service rendered, shares	206,252
Cash proceeds	$ 77,292
Loss on settlement of debt	36,875
Accrued liabilities	63,126
Fair value	$ 96,000
Shares issued for consultants services	$ 425,000
Accrued liabilities related party	$ 127,500
Common stock, shares issued for service rendered, amount		100,000
Common stock sold	184,028
Consultants [Member]
Cash proceeds		$ 111,000
Related Party [Member]
Shares issued for settel accrued liability, shares		152,835
Cash proceeds		$ 20,000
Common stock shares issued during the period		25,000
Shares issued for settel accrued liability, amount		$ 133,523
Debt instrument, conversion of shares		1,085,135
Common stock issued for conversion of convertible notes payable and accrued interest - related party, shares		1,353,111
Conversion of Stock, Shares Issued		590,468

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Accrued Litigation Settlement (Details Narrative) - USD ($)	1 Months Ended
	Jun. 15, 2022	Jun. 30, 2022
Civil penalty amount	$ 450,000
Initial schedule payment civil penalty		$ 50,000
Accrued litigation balance		$ 400,000
Installment One [Member]
Civil penalty amount	50,000
Installment Two [Member]
Civil penalty amount	100,000
Installment Three [Member]
Civil penalty amount	150,000
Installment Four [Member]
Civil penalty amount	$ 150,000

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Litigation (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Accrued	$ 120,000	$ 120,000
Shares declare to be free trading	3,050,000
Litigation settlement, shares issuable under agreement, fair value	$ 120,000
Lead Dog Capital LP [Member]
Loss contingency damages sought, description	in the United States District Court Southern District of New York entitled JEC Consulting Associates, LLC. Liquidator of Lead Dog Capital LP against United Health Products t/k/a United EcoEnergy Corp and Douglas K. Beplate under Docket Number 18-cv-1139 (ER). The third-party action sought to remove a restrictive legend from a particular stock certificate for Three Million Fifty Thousand (3,050,000) shares and declare the shares to be free trading
Former Chief Executive Officer and Chief Medical Advisor [Member]
Compensatory damages	$ 2,795,000
Loss contingency damages sought, punitive damages	$ 8,280,000

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Other Income (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Other income	$ 0	$ 0	$ 0	$ 304,273
Maxim Group LLC [Member]
Other income			$ 304,273	$ 304,273

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Subsequent Events (Details Narrative)	6 Months Ended
	Jun. 30, 2022 USD ($) $ / shares shares
Maturity date	Dec. 31, 2021
Board of Directors [Member]
RSU's granted | shares	16,000,000
Director [Member]
Convertible note issued to non-affiliate	$ 100,000
Convertible note bearing interest rate	10.00%
Maturity date	Dec. 31, 2023
Conversion price per share | $ / shares	$ 0.35
Original issue discount percenatge	7.00%
Net proceeds from convertible notes issued	$ 93,000
Non Affiliate Investor [Member]
Convertible note issued to non-affiliate	$ 200,000
Convertible note bearing interest rate	10.00%
Maturity date	Nov. 30, 2022
Conversion price per share | $ / shares	$ 0.40
Non Affiliate Investor One [Member]
Convertible note issued to non-affiliate	$ 100,000
Convertible note bearing interest rate	10.00%
Maturity date	Dec. 31, 2023
Conversion price per share | $ / shares	$ 0.35
Original issue discount percenatge	7.00%
Net proceeds from convertible notes issued	$ 93,000