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 September 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)

(475) 755-1005

(Company’s telephone number, including area code)

None

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

Securities registered pursuant to Section 12 (b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
None	None	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 November 11, 2022 was 229,473,637

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 September 30, 2022 (unaudited) and December 31, 2021	3
	Condensed Statements of Operations for the Three and Nine Months Ended September 30, 2022 and September 30, 2021 (unaudited)	4
	Condensed Statement of Stockholders’ Deficiency for the Three and Nine Months Ended September 30, 2022 and September 30, 2021 (unaudited)	5
	Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2022 and September 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	17
Item 3.	Quantitative and Qualitative Disclosures	25
Item 4.	Controls and Procedures	25
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 3.	Defaults Upon Senior Securities	26
Item 4.	Mine Safety Disclosures	26
Item 5.	Other Information	26
Item 6.	Exhibits and Reports on Form 8-K	27
SIGNATURES		29

2

UNITED HEALTH PRODUCTS, INC.

Condensed Balance Sheets

	September 30,			December 31,
	2022			2021
	(Unaudited)
ASSETS
Current Assets
Cash and Cash Equivalents	$	96,698		$	21,799
Inventory		37,750			-
Prepaid and other current assets		30,000			5,000
Total current assets		164,448			26,799
Deferred offering costs		250,000			-
Patents, net		37,463			-
TOTAL ASSETS	$	451,911		$	26,799
Current Liabilities
Accounts payable and accrued expenses	$	1,064,600		$	826,486
Accrued liabilities - related parties		25,282			3,207
Accrued litigation settlement		300,000			120,000
Promissory note payable		36,535			-
Convertible note payable, net of debt discount		200,000			-
Loans payable – related parties		4,000			219,000
Total current liabilities		1,630,417			1,168,693
Convertible note payable, net of debt discount		94,016			-
Convertible notes payable – related party, net of debt discount		472,288			-
TOTAL LIABILITIES		2,196,721			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, 229,473,637 and 228,667,229 shares issued at September 30, 2022 and December 31, 2021		229,473			228,667
Additional Paid-In Capital		71,436,893			71,017,881
Accumulated Deficit		(73,411,176	)		(72,388,442	)
Total Stockholders’ Equity (Deficit)		(1,744,810	)		(1,141,894	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	451,911		$	26,799

See notes to unaudited condensed financial statements.

3

UNITED HEALTH PRODUCTS, INC.

Condensed Statements of Operations

(Unaudited)

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2022			2021			2022			2021
Revenues	$	37,500		$	-		$	37,500		$	59
Cost of goods sold		18,644			-			18,644			25
Gross profit		18,856			-			18,856			34
Operating Costs and Expenses
Selling, general and administrative expenses		343,056			704,659			1,852,388			25,582,882
Research and development		214,978			19,757			414,944			146,822
Total Operating Expenses		558,034			724,416			2,267,332			28,729,704
Loss from Operations		(539,178	)		(724,416	)		(2,248,476	)		(28,729,670	)
Other Income (Expenses)
Interest expense		(6,673	)		-			(6,958	)		(225,639	)
Interest expense – related party		(22,563	)		-			(42,906	)		(389,804	)
Loss on settlement of debt		(14,000	)		-			(127,375	)		(35,190	)
Other income		1,402,981			-			1,402,981			304,273
Total other income (expenses)		1,359,745			-			1,225,742			(346,360	)
Net Income (loss)	$	820,567		$	(724,416	)	$	(1,022,734	)		(29,076,030	)
Net Income (loss) per common share:
Basic	$	0.00		$	(0.00	)	$	(0.00	)	$	(0.13	)
Diluted	$	0.00		$	(0.00	)	$	(0.00	)	$	(0.13	)
Weighted average number of shares outstanding:
Basic		230,438,815			226,695,307			229,653,007			225,009,413
Diluted		279,654,911			226,695,307			229,653,007			225,009,413

See notes to unaudited condensed financial statements.

4

UNITED HEALTH PRODUCTS, INC

Condensed Statement of Stockholders’ Deficiency

Three and Nine Months Ended September 30, 2022 and 2021

(Unaudited)

							Additional
	Common Stock						Paid-in			Accumulated
	Shares			Amount			Capital			Deficit			Total
Balance as of 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
Sale of 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	)
Sale of common stock		370,455			371			325,629			-			326,000
Stock-based compensation		200,000			200			219,800			-			220,000
Common stock issued for litigation settlement		300,000			300			311,700			-			312,000
Net Loss		-			-			-			(724,416	)		(724,416	)
Balance at September 30, 2021		227,205,979		$	227,206		$	69,819,610		$	(70,915,289	)	$	(868,473	)
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	)
Issuance of common stock for services		100,000			100			32,900			-			33,000
Issuance of common stock for services – related party		425,000			425			139,825			-			140,250
Common stock issued to settle accounts payable and accrued liabilities		466,667			467			153,533			-			154,000
Common stock repurchased and cancelled		(2,228,115	)		(2,228	)		(856,553	)		-			(858,781	)
Sale of common stock		75,000			75			9,781			-			9,856
Common stock issued for commitment fee		757,576			757			249,243			-			250,000
Net income		-			-			-			820,567			820,567
Balance at September 30, 2022		229,473,637		$	229,473		$	71,436,893		$	(73,411,176	)	$	(1,744,810	)

See notes to unaudited condensed financial statements.

5

UNITED HEALTH PRODUCTS, INC.

Condensed Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended September 30,
	2022			2021
Cash Flows from Operating Activities:
Net (Loss)	$	(1,022,734	)	$	(29,076,030	)
Adjustments to Reconcile Net (Loss) to Net Cash Used In Operating Activities:
Stock for services and compensation		483,450			26,732,173
Amortization of debt discount		8,304			608,710
Amortization expense		3,037			-
Stock received as other income		(808,781	)		-
Stock issued for litigation settlement		-			312,000
Loss on settlement of debt		127,375			35,190
Changes in assets and liabilities:
Inventory		(37,750	)		25
Prepaid and other current assets		(25,000	)		(5,000	)
Accounts payable and accrued expenses		441,240			442,857
Accrued liabilities – related party		149,575			367,446
Accrued litigation settlement		280,000			125,000
Net Cash Used In Operating Activities		(401,284	)		(457,629	)
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 loan payable - related party		383,275			24,000
Repayments on loan payable - related party		(226,275	)		-
Repayments on loan payable		(63,465	)		-
Repurchase of common stock		(50,000	)		-
Proceeds from sale of common stock		87,148			426,000
Proceeds from convertible notes payable – related party		93,000			-
Proceeds from convertible notes payable		293,000			115,000
Cash flow provided by financing activities		516,683			565,000
Increase (Decrease) in Cash and Cash Equivalents		74,899			107,371
Cash and Cash Equivalents – Beginning of period		21,799			46,076
CASH AND CASH EQUIVALENTS – END OF PERIOD	$	96,698		$	153,447
Supplemental cash flow information:
Cash paid for interest	$	12,861		$	-
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	$	204,000		$	161,964
Conversion of accrued liabilities – related party to convertible notes payable – related party	$	-		$	112,500
Common stock issued to settle accrued liabilities	$	254,001		$	-
Accrued litigation settlement paid with loan payable	$	100,000		$	-
Common stock issued for commitment fee	$	250,000		$	-
Loans payable – related party converted to convertible notes payable – related party	$	372,000		$	-
Debt discount related to original issue discount	$	42,000		$	-
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 SEPTEMBER 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 negative working capital and operations have provided minimal 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 September 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and nine month periods ended September 30, 2022 and 2021.

During the three and nine months ended September 30, 2022 one customer accounted for 100% of the Company’s revenue.

Inventory

Inventory is valued at the lower of cost or net realizable value using the first-in, first-out (FIFO) method. Inventory on the balance sheet consists of work-in process.

	September 30, 2022		December 31, 2021
Work-in process	$	30,000	$	-
Raw materials		7,750		-
Total inventory	$	37,750	$	-

During the three and nine months ended September 30, 2022 and 2021, the Company determined that $0  needed to be impaired and written-off.

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 nine months ended September 30, 2022 and for the three and nine months ended September 30, 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 September 30, 2022 included 46,915,000 of restricted stock units, 1,501,233 shares for convertible notes payable – related party and 799,863 shares for convertible notes payable. The total potential common shares as of September 30, 2021 includes 28,125,000 of restricted stock units.

The following represents a reconciliation of the numerators and denominators of the basic and diluted earnings per share computation for the three months ended September 30, 2022:

	Net Income (Loss)		Shares		Per Share
	(Numerator)		(Denominator)		Amount
Basic EPS	$	820,567		230,438,815	$	0.00
Effect of dilutive securities:
Convertible notes payable (interest expense)		15,290		2,301,096		(0.00	)
Restricted stock units		-		46,915,000		-
Diluted EPS	$	835,857		279,654,911	$	0.00

8

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 September 30, 2022 and December 31, 2021 was $3,037 and $0, respectively. Amortization expense for the nine months ended September 30, 2022 and 2021 was $3,037 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	1,013
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	37,463

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 nine months ended September 30, 2022 and 2021, the Company determined no impairment was required.

New and Recently Adopted Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity.

Under current GAAP, there are five accounting models for convertible debt instruments. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, after adopting the ASU’s guidance, entities will not separately present in equity an embedded conversion feature in such debt. Instead, they will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible debt instrument was issued at a substantial premium. Additionally, for convertible debt instruments with substantial premiums accounted for as paid-in capital, the FASB decided to add disclosures about (1) the fair value amount and the level of fair value hierarchy of the entire instrument for public business entities and (2) the premium amount recorded as paid-in capital.

ASU 2020-06 will be effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has early adopted this pronouncement and applied it to the convertible notes issued during the period.

The Company considers all new pronouncements and management has determined that there have been no additional 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 nine months ended September 30, 2022, Mr. Thom loaned the Company $315,000 to pay for operating expenses. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

The Company repaid $118,000 in principal and $6,569 of accrued interest and $372,000 of principal was converted to a convertible note payable leaving a balance of $0 on the loan payable owed to Mr. Thom as of September 30, 2022.

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

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

The Company repaid $108,275 in principal and $5,802 of accrued interest leaving a balance of $0 on the loan payable to Mr. Schiliro as of September 30, 2022.

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

Interest expense – related party on the above loans was $13,587 and $34,084 during the three and nine months ended September 30, 2022, respectively. Accrued interest – related party as of September 30, 2022 and December 31, 2021 was $24,021 and $2,308, respectively and has been recorded in accrued liabilities – related party on the balance sheet.

Convertible notes payable – related parties

During the nine months ended September 30, 2022, Mr. Thom, converted $372,000 of a loan payable balance to a convertible note payable.  The note has an interest rate of 10%, an original issue discount (“OID”) of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share.  The Company recorded $28,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $21,786.

During the nine months ended September 30, 2022, Robert Denser, Director of the Company, loaned the Company $93,000 through a convertible note.  The note has an interest rate of 10%, an OID of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share. The Company recorded $7,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $5,926.

Interest expense – related party on the above convertible notes payable was $8,822 (including $7,288 of debt discount amortization related to the OID) and $8,822 (including $7,288 of debt discount amortization related to the OID) during the three and nine months ended September 30, 2022, respectively. Accrued interest – related party as of September 30, 2022 and December 31, 2021 was $1,534 and $0, 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.

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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 nine months ended September 30, 2021 related to the accelerated vesting of these RSU’s and issuance of common stock.

During the nine months ended September 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 nine months ended September 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 nine months ended September 30, 2022, the Company acquired 2,228,115 shares of common stock from its former Chief Executive Officer as described in Note 6.

During the nine months ended September 30, 2022, the Company issued 300,000 shares of common stock each to Mr. Thom and Mr. Schiliro and 250,000 shares of common stock to Mr. Heaton for compensation in lieu of cash. The common stock had a total fair value of $344,250.

Note 4. Promissory Note Payable

During the nine months ended September 30, 2022, the Company reached a settlement agreement related to Patterson’s counterclaim (see Note 8). 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 $63,465 of principal and $490 in interest expense leaving a principal balance of $36,535 and accrued interest of $0 as of September 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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Note 5. Convertible Promissory Notes Payable

During the nine months ended September 30, 2022, the Company issued a $200,000 convertible promissory note.  The note has an interest rate of 10% and has a maturity date of November 30, 2022. The note is convertible into common stock of the Company at $0.40 per share. 

During the nine months ended September 30, 2022, the Company issued a $93,000 convertible note.  The note has an interest rate of 10%, an OID of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share. The Company recorded $7,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $5,984.

Interest expense on the above convertible notes payable was $6,468 (including $1,016 of debt discount amortization related to the OID) and $6,468 (including $1,016 of debt discount amortization related to the OID) during the three and nine months ended September 30, 2022, respectively. Accrued interest as of September 30, 2022 and December 31, 2021 was $5,452 and $0, respectively and has been recorded in accrued liabilities on the balance sheet. 

Note 6. Issuances of Securities

Share issuances 2021

During the nine months ended September 30, 2021, a total of 32,455,000 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 $24,441,170, 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, 370,455 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $326,000, 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, 300,000 shares of common stock were issued for litigation settlement with a fair value of $312,000 and 117,647 shares of common stock were cancelled reducing common stock by $117 and increasing additional paid-in capital by the same.

On June 25, 2021, the Company entered into a common stock purchase agreement (the “Purchase Agreement”) with Triton Funds LP (“Triton”) to sell Triton up to $6,000,000 of common stock.  The Purchase Agreement expired on June 30, 2022.

Share issuances 2022

During the nine months ended September 30, 2022, 259,028 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $87,148, 672,919 shares of common stock were issued to various consultants to settle $203,126 of accrued liabilities resulting in a loss on settlement of debt of $50,875, 300,000 shares of common stock with a fair value of $129,000 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, 850,000 shares of common stock with a fair value of $344,250 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, 757,756 shares of common stock with a fair value of $250,000 were issued as commitment shares, 250,000 shares of common stock were cancelled reducing common stock by $250 and increasing additional paid-in capital by the same.

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On September 1, 2022, United Health Products, Inc. (the “Company”) entered into a common stock purchase agreement (the “CSPA”) with White Lion Capital, LLC (“White Lion”). Pursuant to the CSPA, the Company has the right, but not the obligation, to require White Lion to purchase up to $10,000,000 of the Company’s common stock, subject to certain limitations and conditions set forth in the CSPA. The Company is required to register the resale of the shares issuable to White Lion under the CSPA with the U.S. Securities and Exchange Commission, as a condition to requesting White Lion purchase shares.  On September 7, 2022, we filed a registration statement on Form S-3 covering the above shares. The Company’s S-3 registration statement was declared effective by the SEC on September 19, 2022.

The Company’s right to sell shares to White Lion commenced on the effective date of the resale registration statement and extends for a period of three years. During this term, the Company may exercise its right to sell shares to White Lion, subject to limitations on the amount of shares that are permitted to be sold with each exercise. The purchase price to be paid by White Lion for such shares will equal the lower of: (i) 93% of the volume-weighted average price of the Company’s common stock during a period of five consecutive trading days following the Company’s exercise of its right to sell shares, and (ii) the closing price of the common stock on the day the Company exercises its right to sell shares, subject to a minimum price of $0.30 per share.

In consideration for White Lion’s commitment to purchase shares under the CSPA when requested, the Company issued 757,576 shares to White Lion with a fair value of $250,000, as disclosed above.

The Company will have the right to terminate the CSPA at any time, at no cost or penalty, upon ten trading days’ prior written notice. Additionally, White Lion will have the right to terminate the CSPA in accordance with its terms for certain breaches of the CSPA by the Company, a Company bankruptcy filing, or the Company’s CEO, Principal Financial Officer or Director of Operations terminating their respective employment with the Company.

During the period, the Company sold 75,000 shares of common stock to White Lion and received net proceeds of $9,856 after legal and administrative fees related to the CSPA were deducted, which were included in the total shares issued for cash disclosed above.

Share repurchases 2022

                During the nine months ended September 30, 2022, the Company paid $50,000 to repurchase 142,857 shares of common stock and received 2,085,258 shares of common stock as settlement of a $808,781 disgorgement obligation with its former Chief Executive Officer (Note 9).  The aggregate amount of 2,228,115 shares of common stock were cancelled (Note 3).

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 three months ended March 31, 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 described above in Note 3, during the nine months ended September 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. 

During the nine months ended September 30, 2022, the Board of Directors approved RSU Agreements with four physicians as consideration to acquire their rights to 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.

Activity related to our restricted stock units during the nine months ended September 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		30,225,000		$	0.42
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at September 30, 2022		46,915,000		$	0.56

All of the outstanding RSU’s, if not vested earlier, will vest upon the occurrence of a Covered Transaction or Triggering Event, as defined in the related RSU Agreements. Management is unable to predict if or when a Covered Transaction or Triggering Event will occur. As of September 30, 2022, there was $26,283,950 of unrecognized compensation cost related to unvested restricted stock unit awards.

Note 7. 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 and the second scheduled payment of $100,000 towards the civil penalty and as of September 30, 2022 the accrued litigation balance is $300,000.

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Note 8. 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 July 2022, United Health Products filed a motion to reopen discovery for the purpose of developing additional issues it wished to raise at trial.  At the beginning of August 2022, the court denied United Health Products’ request to reopen discovery.  The court instructed counsel for both parties to meet and confer regarding a Joint Trial Order to be filed with the court.  The Joint Trial Order generally details the parties’ position on which issues are to be addressed at trial.  The parties are currently seeking to reach agreement on what issues should be addressed at trial.  Once the issues have been agreed upon, the Joint Trial Order will be filed with the court and the court will set a trial date.  Concurrently with the completion of the Joint Trial Order, the parties are engaged in various  settlement negotiations. 

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 7 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, in Utah State Court, asserting claims related to professional negligence and breach of fiduciary duty. The Company and the defendant through mediation reached an agreement on settlement in which the defendant agreed to pay $392,000 and the entire amount was paid in September 2022 and recorded as other income in the statement of operations (Note 9).

Note 9. 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 nine months ended September 30, 2021. 

During the nine months ended September 30, 2022, as discussed above the Company received $392,000 as a settlement payment from its former auditor (Note 8).  The Company received $202,200 in cash and 2,085,258 shares of its common stock to satisfy a remaining $808,781 disgorgement obligation from its former Chief Executive Officer (Note 6).     The total amount of $1,402,981 was recorded as other income in the Statement of Operations.

Note 10. Subsequent Events

The Company has evaluated events from September 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.

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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 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 the manufacturing process and our manufacturer’s facility has been submitted as part of our PMA submission. Our gauze products are cut to size, packaged and sterilized by service providers in the United States.

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

· CellSTAT

· Nik Fix

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

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

	For the Three Months Ended September 30,
	2022			2021
Revenue	$	37,500		$	-
Gross profit	$	18,856		$	-
Operating (expenses)	$	(558,034	)	$	(724,416	)
Operating (loss)	$	(539,178	)	$	(724,416	)
Other income (expense)	$	1,359,745		$	-
Net (loss)	$	820,567		$	(724,416	)
Net income (loss) per common share - basic	$	0.00		$	(0.00	)
Net income (loss) per common share - diluted	$	0.00		$	(0.00	)

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

During the three months ended September 30, 2022 and 2021, the Company had $37,500 and $0 of revenues, respectively. The Company was able to fulfill an order to one customer which accounted for all the revenue during the three month period ended September 30, 2022.  The Company did not generate any revenues during the three months ended September 30, 2021 due to its focusing its capital and resources towards obtaining a Class III PMA.

Total operating expenses for the three months ended September 30, 2022 and 2021 were $558,034 and $724,416, respectively.

The decrease in operating expenses was primarily due to a decrease in legal and professional fees of approximately $346,797 in the three months ended September 30, 2022 compared to 2021 offset by an increase of $195,221 in research and development expenses. The decrease in legal and professional fees  is largely the result of the settlement of various litigation matters.

Other income (expense) for the three months ended September 30, 2022 and 2021 was $1,359,745 and $0, respectively. The increase in other income was due to an increase in other income of $1,402,981 offset by total interest expense of $29,236 and loss on settlement of debt of $14,000. The increase in other income is due to the Company having received $392,000 as a litigation settlement payment from its former auditor and the receipt of $202,200 in cash and 2,085,258 shares of common stock as payment of $808,781 from its former Chief Executive Officer to satisfy a disgorgement obligation.

20

Our net income for the three months ended September 30, 2022 was $820,567 as compared to net loss of $724,416 for the comparable period of the prior year. The higher net income was due to a $166,382 decrease in operating expenses and a $1,359,745 increase in other income, as explained above.

Results of Operations for the nine months ending September 30, 2022 and 2021

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

	For the Nine Months Ended September 30,
	2022			2021
Revenue	$	37,500		$	59
Gross profit	$	18,856		$	34
Operating (expenses)	$	(2,267,332	)	$	(28,729,704	)
Operating (loss)	$	(2,248,476	)	$	(28,729,670	)
Other income (expense)	$	1,225,742		$	(346,360	)
Net (loss)	$	(1,022,734	)	$	(29,076,030	)
Net loss per common share - basic and diluted	$	(0.00	)	$	(0.13	)

21

Nine Months ended September 30, 2022 versus Nine Months ended September 30, 2021

During the nine months ended September 30, 2022 and 2021, the Company had $37,500 and $59 of revenues, respectively. The Company was able to fulfill an order to one customer which accounted for all the revenue during the nine month period ended September 30, 2022.  The Company generated minimal revenues during the nine months ended September 30, 2021 due to focusing its capital and resources towards obtaining a Class III PMA.

Total operating expenses for the nine months ended September 30, 2022 and 2021 were $2,267,332 and $28,729,704, respectively.

The decrease in operating expenses was due primarily to a decrease in stock-based compensation expenses of $26,248,723 and a decrease of $562,000 of litigation settlement expense. The Company recorded a total of $483,450 in stock-based compensation during the nine months ended September 30, 2022 compared to $26,732,173 during the nine months ended September 30, 2021.

The decrease in stock-based compensation was primarily related to vesting  of fewer RSUs. During the nine months ended September 30, 2021, the Company amended the RSU agreement with its former Chief Executive Officer resulting in the vesting of 21,970,000 RSUs. The former Chief Executive Officer was also issued 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 525,000 shares of common stock valued at $450,750 due to vesting of RSUs as the result of the Company terminating services with one of its legal counsels. The Company issued 1,170,000 shares of common stock for services valued at $483,450 and did not have any RSU vest during the nine months ended September 30, 2022.

Other income (expense) for the nine months ended September 30, 2022 and 2021 was $1,225,742 and $(346,360), respectively. The other income was due to a decrease in total interest expense of $565,579 an increase in loss on debt settlement of $92,185 and an increase in other income of $1,098,708 during the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021. The decrease in interest expense was primarily due to the amortization of debt discounts on convertible notes payable and convertible notes payable – related party during the nine months ended September 30, 2021 totaling $608,710 compared to $8,304 in the nine months ended September 30, 2022. The increase in the loss on settlement of debt was due to the Company issuing common stock with a fair value of $458,001 for the settlement of an aggregate of $330,626 of accrued liabilities and accrued liabilities – related parties during the nine months ended September 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 nine months September 30, 2021. The increase in other income was due to the Company receiving $392,000 as a settlement payment from its former auditor related to litigation and the receipt of $202,200 in cash and 2,085,258 shares of common stock as payment of $808,781 from its former Chief Executive Officer to satisfy a disgorgement obligation during the nine month period ended September 30, 2022 compared with the Company  receiving $304,273 for settlement of its December 2019 arbitration with Maxim during the nine months ended June 30, 2021.

Our net loss for the nine months ended September 30, 2022 was $1,022,734 as compared to net loss of $29,076,030 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 $26,462,372 along with an increase in other income (expense) from $(346,360) during the nine months ended September 30, 2021 to $1,225,742 for the nine months ended September 30, 2022, as explained above.

22

Financial Condition, Liquidity and Capital Resources

As of September 30, 2022, the Company had a negative working capital of $1,465,969. 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 September 30, 2022 and December 31, 2021 was $96,698 and $21,799, respectively.

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

	For the Nine Months Ended September 30,
	2022			2021
Net cash used in operating activities	$	(401,284	)	$	(457,629	)
Net cash used in investing activities		(40,500	)		-
Net cash provided by financing activities		516,683			565,000
Net increase in cash and cash equivalents	$	74,899		$	107,371

Net Cash Used in Operating Activities

Net cash used in operating activities for the nine months ended September 30, 2022 was $401,284. The Company had net loss of $1,022,734 and $808,781 as stock received as other income offset by stock for services and compensation of $483,450, amortization expense of $3,037, amortization of debt discount of $8,304, a loss on debt settlement of $127,375.  The Company had an increase in accounts payable and accrued expenses of $441,240, an increase in accrued liabilities - related party of $149,575, an increase in accrued litigation settlement of $280,000, an increase in prepaid expenses of $25,000 and an increase in inventory of $37,750.

Net cash used in operating activities for the nine months ended September 30, 2021 was $457,629. The Company had net loss of $29,076,030 offset by non-cash stock-based compensation of $26,732,173, amortization of debt discount of $608,710, stock issued for litigation settlement of $312,000 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 $442,857, a change in accounts payable and accrued expenses related party of $367,446 and a change in accrued litigation settlement of $125,000. The Company also had an increase in prepaid and other current assets of $5,000. 

23

Net Cash Used in Investing Activities

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

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

Net Cash Provided by Financing Activities

Net cash provided by financing activities for the nine months ended September 30, 2022 was $516,683. This was due to the Company receiving $383,275 in proceeds from related parties, $87,148 in proceeds from the sale of stock, $93,000 in proceeds from convertible notes – related party and $293,000 in proceeds from convertible notes payable offset by making payments of $226,275 on loans payable – related party, $63,465 on loan payable and repurchasing $50,000 of common stock.

Net cash provided by financing activities for the nine months ended September 30, 2021 was $565,000 consisting of $24,000 in proceeds from a related party loan, $426,000 in proceeds from the sale of stock and $115,000 in proceeds from the issuance of convertible notes. 

Off-Balance Sheet Arrangements

As of September 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.

24

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 September 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 September 30, 2022, there were no changes in our system of internal controls over financial reporting.

25

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

See “Note 8” 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 September 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
September 2022	Common Stock	525,000	$173,250 in services provided
September 2022	Common Stock	466,667	$140,000 of accrued liabilities
September 2022	Common Stock	75,000	$9,856 in cash, net of legal expenses
September 2022	Common Stock	757,576	$250,000 for commitment fee

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

26

Item 6. Exhibits

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

3.1	Articles of Incorporation of the Company dated February 28, 1997. (1)
3.2	Amendment to Articles of Incorporation. (1)
3.3	By-laws of the Company. (2)
3.4	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)
10.10	Stock Purchase Agreement dated September 1, 2022 between the Company and White Lion Capital LLC (9)
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 (10)

27

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-Q for the quarter ended June 30, 2022.
(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 the Form 8-K dated September 1, 2022
(10)	Incorporated by reference to Form S-8 dated November 1, 2019

28

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: November 14, 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	November 14, 2022
	Brian Thom
By:	/s/ Kristofer Heaton	Vice President, Finance and Principal Financial Officer	November 14, 2022
	Kristofer Heaton
By:	/s/ Robert Denser	Director	November 14, 2022
	Robert Denser

29

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: November 14, 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: November 14, 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 September 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 November 14, 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 September 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 November 14, 2022.

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

XML

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 11, 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	Sep. 30, 2022
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Entity Common Stock Shares Outstanding		229,473,637
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 Address Address Line 1	526 Commerce Circle
Entity Address Address Line 2	Ste. #102
Entity Address City Or Town	Mesquite
Entity Address State Or Province	NV
Entity Address Postal Zip Code	89027
City Area Code	475
Local Phone Number	755-1005
Entity Interactive Data Current	Yes

XML

Condensed Balance Sheets - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Current Assets
Cash and Cash Equivalents	$ 96,698	$ 21,799
Inventory	37,750	0
Prepaid and other current assets	30,000	5,000
Total current assets	164,448	26,799
Deferred offering costs	250,000	0
Patents, net	37,463	0
TOTAL ASSETS	451,911	26,799
Current Liabilities
Accounts payable and accrued expenses	1,064,600	826,486
Accrued liabilities - related parties	25,282	3,207
Accrued litigation settlement	300,000	120,000
Promissory note payable	36,535	0
Convertible note payable, net of debt discount	200,000	0
Loans payable - related parties	4,000	219,000
Total current liabilities	1,630,417	1,168,693
Convertible note payable, net of debt discount	94,016	0
Convertible notes payable - related party, net of debt discount	472,288	0
TOTAL LIABILITIES	2,196,721	1,168,693
Commitments and Contingencies	0	0
Stockholders' Equity (Deficit)
Common Stock - $0.001 par value, 300,000,000 shares Authorized, 229,473,637 and 228,667,229 shares issued at September 30, 2022 and December 31, 2021	229,473	228,667
Additional Paid-In Capital	71,436,893	71,017,881
Accumulated Deficit	(73,411,176)	(72,388,442)
Total Stockholders' Equity (Deficit)	(1,744,810)	(1,141,894)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	451,911	26,799
Series A Convertible Preferred Stock [Member]
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

XML

Condensed Balance Sheets (Parenthetical) - $ / shares	Sep. 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	229,473,637	228,667,229
Common stock, shares outstanding	229,473,637	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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Condensed Statements of Operations (Unaudited)
Revenues	$ 37,500	$ 0	$ 37,500	$ 59
Cost of goods sold	18,644	0	18,644	25
Gross profit	18,856	0	18,856	34
Operating Costs and Expenses
Selling, general and administrative expenses	343,056	704,659	1,852,388	25,582,882
Research and development	214,978	19,757	414,944	146,822
Total Operating Expenses	558,034	724,416	2,267,332	28,729,704
Loss from Operations	(539,178)	(724,416)	(2,248,476)	(28,729,670)
Other Income (Expenses)
Interest expense	(6,673)	0	(6,958)	(225,639)
Interest expense - related party	(22,563)	0	(42,906)	(389,804)
Loss on settlement of debt	(14,000)	0	(127,375)	(35,190)
Other income	1,402,981	0	1,402,981	304,273
Total other income (expenses)	1,359,745	0	1,225,742	(346,360)
Net Income (loss)	$ 820,567	$ (724,416)	$ (1,022,734)	$ (29,076,030)
Net Income (loss) per common share:
Basic	$ 0.00	$ (0.00)	$ (0.00)	$ (0.13)
Diluted	$ 0.00	$ (0.00)	$ (0.00)	$ (0.13)
Weighted average number of shares outstanding:
Basic	230,438,815	226,695,307	229,653,007	225,009,413
Diluted	$ 279,654,911	$ 226,695,307	$ 229,653,007	$ 225,009,413

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Condensed Statement of Stockholders Equity (Unaudited) - USD ($)	Total	Common Stock [Member]	Additional Paid-In Capital	Accumulated Deficit
Balance, shares at Dec. 31, 2020		189,357,090
Balance, amount at Dec. 31, 2020	$ (953,262)	$ 189,357	$ 40,696,640	$ (41,839,259)
Beneficial conversion feature	234,912	$ 0	234,912	0
Issuance of common stock for services, shares		100,000
Issuance of common stock for services, amount	111,000	$ 100	110,900	0
Sale of common stock, shares		125,000
Sale of common stock, amount	100,000	$ 125	99,875	0
Cancellation of common stock, shares		(117,647)
Cancellation of common stock, amount	0	$ (117)	117	0
Stock-based compensation, shares		33,930,000
Stock-based compensation, amount	26,170,421	$ 33,930	26,136,491	0
Common stock issued to settle accrued liabilities - related party, shares		152,835
Common stock issued to settle accrued liabilities - related party, amount	161,964	$ 153	161,811	0
Common stock issued to settle related party advances, shares		25,000
Common stock issued to settle related party advances, amount	26,750	$ 25	26,725	0
Common stock issued for conversion of convertible notes payable and accrued interest, shares		1,047,139
Common stock issued for conversion of convertible notes payable and accrued interest, amount	560,071	$ 1,047	559,024	0
Common stock issued for conversion of convertible notes payable and accrued interest - related party, shares		1,353,111
Common stock issued for conversion of convertible notes payable and accrued interest - related party, amount	676,555	$ 1,353	675,202	0
Net Loss	(27,047,138)	$ 0	0	(27,047,138)
Balance, shares at Mar. 31, 2021		225,972,528
Balance, amount at Mar. 31, 2021	41,273	$ 225,973	68,701,697	(68,886,397)
Balance, shares at Dec. 31, 2020		189,357,090
Balance, amount at Dec. 31, 2020	(953,262)	$ 189,357	40,696,640	(41,839,259)
Beneficial conversion feature	234,912
Net Loss	(29,076,030)
Balance, shares at Sep. 30, 2021		227,205,979
Balance, amount at Sep. 30, 2021	(868,473)	$ 227,206	69,819,610	(70,915,289)
Balance, shares at Mar. 31, 2021		225,972,528
Balance, amount at Mar. 31, 2021	41,273	$ 225,973	68,701,697	(68,886,397)
Stock-based compensation, shares		325,000
Stock-based compensation, amount	230,750	$ 325	230,425	0
Common stock issued for conversion of convertible notes payable and accrued interest, shares		37,996
Common stock issued for conversion of convertible notes payable and accrued interest, amount	30,396	$ 37	30,359	0
Net Loss	(1,304,476)	$ 0	0	(1,304,476)
Balance, shares at Jun. 30, 2021		226,335,524
Balance, amount at Jun. 30, 2021	(1,002,057)	$ 226,335	68,962,481	(70,190,873)
Sale of common stock, shares		370,455
Sale of common stock, amount	326,000	$ 371	325,629	0
Stock-based compensation, shares		200,000
Stock-based compensation, amount	220,000	$ 200	219,800	0
Net Loss	(724,416)	$ 0	0	(724,416)
Common stock issued for litigation settlement, shares		300,000
Common stock issued for litigation settlement, amount	312,000	$ 300	311,700	0
Balance, shares at Sep. 30, 2021		227,205,979
Balance, amount at Sep. 30, 2021	(868,473)	$ 227,206	69,819,610	(70,915,289)
Balance, shares at Dec. 31, 2021		228,667,229
Balance, amount at Dec. 31, 2021	(1,141,894)	$ 228,667	71,017,881	(72,388,442)
Issuance of common stock for services, shares		20,000
Issuance of common stock for services, amount	10,200	$ 20	10,180	0
Sale of common stock, shares		184,028
Sale of common stock, amount	77,292	$ 184	77,108	0
Net Loss	(964,264)	$ 0	0	(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	0
Balance, shares at Mar. 31, 2022		228,877,509
Balance, amount at Mar. 31, 2022	(2,014,665)	$ 228,877	71,109,164	(73,352,706)
Balance, shares at Dec. 31, 2021		228,667,229
Balance, amount at Dec. 31, 2021	$ (1,141,894)	$ 228,667	71,017,881	(72,388,442)
Issuance of common stock for services, shares	150,000
Balance, shares at Jun. 30, 2022		229,877,509
Balance, amount at Jun. 30, 2022	$ (2,293,702)	$ 229,877	71,708,164	(74,231,743)
Balance, shares at Dec. 31, 2021		228,667,229
Balance, amount at Dec. 31, 2021	(1,141,894)	$ 228,667	71,017,881	(72,388,442)
Beneficial conversion feature	$ 0
Issuance of common stock for services, shares	125,000
Net Loss	$ (1,022,734)
Balance, shares at Sep. 30, 2022		229,473,637
Balance, amount at Sep. 30, 2022	(1,744,810)	$ 229,473	71,436,893	(73,411,176)
Balance, shares at Mar. 31, 2022		228,877,509
Balance, amount at Mar. 31, 2022	(2,014,665)	$ 228,877	71,109,164	(73,352,706)
Issuance of common stock for services, shares		200,000
Issuance of common stock for services, amount	96,000	$ 200	95,800	0
Cancellation of common stock, shares		(250,000)
Cancellation of common stock, amount	0	$ (250)	250	0
Net Loss	(879,037)	$ 0	0	(879,037)
Common stock issued to settle accounts payable and accrued liabilities, shares		200,000
Common stock issued to settle accounts payable and accrued liabilities, amount	96,000	$ 200	95,800	0
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	0
Common stock issued to settle accounts payable and accrued liabilities - related party, shares		425,000
Common stock issued to settle accounts payable and accrued liabilities - related party, amount	204,000	$ 425	203,575	0
Balance, shares at Jun. 30, 2022		229,877,509
Balance, amount at Jun. 30, 2022	$ (2,293,702)	$ 229,877	71,708,164	(74,231,743)
Issuance of common stock for services, shares	125,000	100,000
Issuance of common stock for services, amount	$ 33,000	$ 100	32,900	0
Sale of common stock, shares		75,000
Sale of common stock, amount	9,856	$ 75	9,781	0
Net Loss	820,567	$ 0	0	820,567
Common stock issued to settle accounts payable and accrued liabilities, shares		466,667
Common stock issued to settle accounts payable and accrued liabilities, amount	154,000	$ 467	153,533	0
Issuance of common stock for services - related party, shares		425,000
Issuance of common stock for services - related party, amount	140,250	$ 425	139,825	0
Common stock repurchased and cancelled, shares		(2,228,115)
Common stock repurchased and cancelled, amount	(858,781)	$ (2,228)	(856,553)	0
Common stock issued for commitment fee, shares		757,576
Common stock issued for commitment fee, amount	250,000	$ 757	249,243	0
Balance, shares at Sep. 30, 2022		229,473,637
Balance, amount at Sep. 30, 2022	$ (1,744,810)	$ 229,473	$ 71,436,893	$ (73,411,176)

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Condensed Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash Flows from Operating Activities:
Net (Loss)	$ (1,022,734)	$ (29,076,030)
Adjustments to Reconcile Net (Loss) to Net Cash Used In Operating Activities:
Stock for services and compensation	483,450	26,732,173
Amortization of debt discount	8,304	608,710
Amortization expense	3,037	0
Stock received as other income	(808,781)	0
Stock issued for litigation settlement	0	312,000
Loss on settlement of debt	127,375	35,190
Changes in assets and liabilities:
Inventory	(37,750)	25
Prepaid and other current assets	(25,000)	(5,000)
Accounts payable and accrued expenses	441,240	442,857
Accrued liabilities - related party	149,575	367,446
Accrued litigation settlement	280,000	125,000
Net Cash Used In Operating Activities	(401,284)	(457,629)
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 loan payable - related party	383,275	24,000
Repayments on loan payable - related party	(226,275)	0
Repayments on loan payable	(63,465)	0
Repurchase of common stock	(50,000)	0
Proceeds from sale of common stock	87,148	426,000
Proceeds from convertible notes payable - related party	93,000	0
Proceeds from convertible notes payable	293,000	115,000
Cash flow provided by financing activities	516,683	565,000
Increase (Decrease) in Cash and Cash Equivalents	74,899	107,371
Cash and Cash Equivalents - Beginning of period	21,799	46,076
CASH AND CASH EQUIVALENTS - END OF PERIOD	96,698	153,447
Supplemental cash flow information:
Cash paid for interest	12,861	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	204,000	161,964
Conversion of accrued liabilities - related party to convertible notes payable - related party	0	112,500
Common stock issued to settle accrued liabilities	254,001	0
Accrued litigation settlement paid with loan payable	100,000	0
Common stock issued for commitment fee	250,000	0
Loans payable - related party converted to convertible notes payable - related party	372,000	0
Debt discount related to original issue discount	42,000	0
Debt discount related to beneficial conversion feature	$ 0	$ 234,912

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Organization and Basis of Preparation

9 Months Ended

Sep. 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.

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Significant Accounting Policies

9 Months Ended

Sep. 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 negative working capital and operations have provided minimal 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 September 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and nine month periods ended September 30, 2022 and 2021.

During the three and nine months ended September 30, 2022 one customer accounted for 100% of the Company’s revenue.

Inventory

Inventory is valued at the lower of cost or net realizable value using the first-in, first-out (FIFO) method. Inventory on the balance sheet consists of work-in process.

	September 30, 2022		December 31, 2021
Work-in process	$	30,000	$	-
Raw materials		7,750		-
Total inventory	$	37,750	$	-

During the three and nine months ended September 30, 2022 and 2021, the Company determined that $0  needed to be impaired and written-off.

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 nine months ended September 30, 2022 and for the three and nine months ended September 30, 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 September 30, 2022 included 46,915,000 of restricted stock units, 1,501,233 shares for convertible notes payable – related party and 799,863 shares for convertible notes payable. The total potential common shares as of September 30, 2021 includes 28,125,000 of restricted stock units.

The following represents a reconciliation of the numerators and denominators of the basic and diluted earnings per share computation for the three months ended September 30, 2022:

	Net Income (Loss)		Shares		Per Share
	(Numerator)		(Denominator)		Amount
Basic EPS	$	820,567		230,438,815	$	0.00
Effect of dilutive securities:
Convertible notes payable (interest expense)		15,290		2,301,096		(0.00	)
Restricted stock units		-		46,915,000		-
Diluted EPS	$	835,857		279,654,911	$	0.00

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 September 30, 2022 and December 31, 2021 was $3,037 and $0, respectively. Amortization expense for the nine months ended September 30, 2022 and 2021 was $3,037 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	1,013
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	37,463

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 nine months ended September 30, 2022 and 2021, the Company determined no impairment was required.

New and Recently Adopted Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity.

Under current GAAP, there are five accounting models for convertible debt instruments. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, after adopting the ASU’s guidance, entities will not separately present in equity an embedded conversion feature in such debt. Instead, they will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible debt instrument was issued at a substantial premium. Additionally, for convertible debt instruments with substantial premiums accounted for as paid-in capital, the FASB decided to add disclosures about (1) the fair value amount and the level of fair value hierarchy of the entire instrument for public business entities and (2) the premium amount recorded as paid-in capital.

ASU 2020-06 will be effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has early adopted this pronouncement and applied it to the convertible notes issued during the period.

The Company considers all new pronouncements and management has determined that there have been no additional 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

9 Months Ended

Sep. 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 nine months ended September 30, 2022, Mr. Thom loaned the Company $315,000 to pay for operating expenses. The loans have an interest rate of 10% and have a maturity date of December 31, 2022.

The Company repaid $118,000 in principal and $6,569 of accrued interest and $372,000 of principal was converted to a convertible note payable leaving a balance of $0 on the loan payable owed to Mr. Thom as of September 30, 2022.

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

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

The Company repaid $108,275 in principal and $5,802 of accrued interest leaving a balance of $0 on the loan payable to Mr. Schiliro as of September 30, 2022.

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

Interest expense – related party on the above loans was $13,587 and $34,084 during the three and nine months ended September 30, 2022, respectively. Accrued interest – related party as of September 30, 2022 and December 31, 2021 was $24,021 and $2,308, respectively and has been recorded in accrued liabilities – related party on the balance sheet.

Convertible notes payable – related parties

During the nine months ended September 30, 2022, Mr. Thom, converted $372,000 of a loan payable balance to a convertible note payable.  The note has an interest rate of 10%, an original issue discount (“OID”) of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share.  The Company recorded $28,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $21,786.

During the nine months ended September 30, 2022, Robert Denser, Director of the Company, loaned the Company $93,000 through a convertible note.  The note has an interest rate of 10%, an OID of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share. The Company recorded $7,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $5,926.

Interest expense – related party on the above convertible notes payable was $8,822 (including $7,288 of debt discount amortization related to the OID) and $8,822 (including $7,288 of debt discount amortization related to the OID) during the three and nine months ended September 30, 2022, respectively. Accrued interest – related party as of September 30, 2022 and December 31, 2021 was $1,534 and $0, 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 nine months ended September 30, 2021 related to the accelerated vesting of these RSU’s and issuance of common stock.

During the nine months ended September 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 nine months ended September 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 nine months ended September 30, 2022, the Company acquired 2,228,115 shares of common stock from its former Chief Executive Officer as described in Note 6.

During the nine months ended September 30, 2022, the Company issued 300,000 shares of common stock each to Mr. Thom and Mr. Schiliro and 250,000 shares of common stock to Mr. Heaton for compensation in lieu of cash. The common stock had a total fair value of $344,250.

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Promissory Note Payable

9 Months Ended

Sep. 30, 2022

Related Party Transactions

Promissory Note Payable

Note 4. Promissory Note Payable

During the nine months ended September 30, 2022, the Company reached a settlement agreement related to Patterson’s counterclaim (see Note 8). 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 $63,465 of principal and $490 in interest expense leaving a principal balance of $36,535 and accrued interest of $0 as of September 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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Convertible Promissory Notes Payable

9 Months Ended

Sep. 30, 2022

Convertible Promissory Notes Payable

Convertible Promissory Notes Payable

Note 5. Convertible Promissory Notes Payable

During the nine months ended September 30, 2022, the Company issued a $200,000 convertible promissory note.  The note has an interest rate of 10% and has a maturity date of November 30, 2022. The note is convertible into common stock of the Company at $0.40 per share. 

During the nine months ended September 30, 2022, the Company issued a $93,000 convertible note.  The note has an interest rate of 10%, an OID of 7% and has a maturity date of December 31, 2023. The note is convertible into common stock of the Company at $0.35 per share.  In the event the Company issues any shares of common stock before the maturity date at a price that is lower than $0.35 per share, the conversion price shall be reduced to equal such lower issue price per share. The Company recorded $7,000 of a debt discount related to the OID. As of September 30, 2022, the remaining unamortized debt discount was $5,984.

Interest expense on the above convertible notes payable was $6,468 (including $1,016 of debt discount amortization related to the OID) and $6,468 (including $1,016 of debt discount amortization related to the OID) during the three and nine months ended September 30, 2022, respectively. Accrued interest as of September 30, 2022 and December 31, 2021 was $5,452 and $0, respectively and has been recorded in accrued liabilities on the balance sheet. 

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Issuances of Securities

9 Months Ended

Sep. 30, 2022

Issuances of Securities

Issuances of Securities

Note 6. Issuances of Securities

Share issuances 2021

During the nine months ended September 30, 2021, a total of 32,455,000 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 $24,441,170, 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, 370,455 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $326,000, 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, 300,000 shares of common stock were issued for litigation settlement with a fair value of $312,000 and 117,647 shares of common stock were cancelled reducing common stock by $117 and increasing additional paid-in capital by the same.

On June 25, 2021, the Company entered into a common stock purchase agreement (the “Purchase Agreement”) with Triton Funds LP (“Triton”) to sell Triton up to $6,000,000 of common stock.  The Purchase Agreement expired on June 30, 2022.

Share issuances 2022

During the nine months ended September 30, 2022, 259,028 shares of common stock were sold to non-affiliated investors in a private placement for total cash proceeds of $87,148, 672,919 shares of common stock were issued to various consultants to settle $203,126 of accrued liabilities resulting in a loss on settlement of debt of $50,875, 300,000 shares of common stock with a fair value of $129,000 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, 850,000 shares of common stock with a fair value of $344,250 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, 757,756 shares of common stock with a fair value of $250,000 were issued as commitment shares, 250,000 shares of common stock were cancelled reducing common stock by $250 and increasing additional paid-in capital by the same.

On September 1, 2022, United Health Products, Inc. (the “Company”) entered into a common stock purchase agreement (the “CSPA”) with White Lion Capital, LLC (“White Lion”). Pursuant to the CSPA, the Company has the right, but not the obligation, to require White Lion to purchase up to $10,000,000 of the Company’s common stock, subject to certain limitations and conditions set forth in the CSPA. The Company is required to register the resale of the shares issuable to White Lion under the CSPA with the U.S. Securities and Exchange Commission, as a condition to requesting White Lion purchase shares.  On September 7, 2022, we filed a registration statement on Form S-3 covering the above shares. The Company’s S-3 registration statement was declared effective by the SEC on September 19, 2022.

The Company’s right to sell shares to White Lion commenced on the effective date of the resale registration statement and extends for a period of three years. During this term, the Company may exercise its right to sell shares to White Lion, subject to limitations on the amount of shares that are permitted to be sold with each exercise. The purchase price to be paid by White Lion for such shares will equal the lower of: (i) 93% of the volume-weighted average price of the Company’s common stock during a period of five consecutive trading days following the Company’s exercise of its right to sell shares, and (ii) the closing price of the common stock on the day the Company exercises its right to sell shares, subject to a minimum price of $0.30 per share.

In consideration for White Lion’s commitment to purchase shares under the CSPA when requested, the Company issued 757,576 shares to White Lion with a fair value of $250,000, as disclosed above.

The Company will have the right to terminate the CSPA at any time, at no cost or penalty, upon ten trading days’ prior written notice. Additionally, White Lion will have the right to terminate the CSPA in accordance with its terms for certain breaches of the CSPA by the Company, a Company bankruptcy filing, or the Company’s CEO, Principal Financial Officer or Director of Operations terminating their respective employment with the Company.

During the period, the Company sold 75,000 shares of common stock to White Lion and received net proceeds of $9,856 after legal and administrative fees related to the CSPA were deducted, which were included in the total shares issued for cash disclosed above.

Share repurchases 2022

                During the nine months ended September 30, 2022, the Company paid $50,000 to repurchase 142,857 shares of common stock and received 2,085,258 shares of common stock as settlement of a $808,781 disgorgement obligation with its former Chief Executive Officer (Note 9).  The aggregate amount of 2,228,115 shares of common stock were cancelled (Note 3).

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 three months ended March 31, 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 described above in Note 3, during the nine months ended September 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. 

During the nine months ended September 30, 2022, the Board of Directors approved RSU Agreements with four physicians as consideration to acquire their rights to 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.

Activity related to our restricted stock units during the nine months ended September 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		30,225,000		$	0.42
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at September 30, 2022		46,915,000		$	0.56

All of the outstanding RSU’s, if not vested earlier, will vest upon the occurrence of a Covered Transaction or Triggering Event, as defined in the related RSU Agreements. Management is unable to predict if or when a Covered Transaction or Triggering Event will occur. As of September 30, 2022, there was $26,283,950 of unrecognized compensation cost related to unvested restricted stock unit awards.

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Accrued Litigation Settlement

9 Months Ended

Sep. 30, 2022

Accrued Litigation Settlement

Accrued Litigation Settlement

Note 7. 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 and the second scheduled payment of $100,000 towards the civil penalty and as of September 30, 2022 the accrued litigation balance is $300,000.

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Litigation

9 Months Ended

Sep. 30, 2022

Accrued Litigation Settlement

Litigation

Note 8. 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 July 2022, United Health Products filed a motion to reopen discovery for the purpose of developing additional issues it wished to raise at trial.  At the beginning of August 2022, the court denied United Health Products’ request to reopen discovery.  The court instructed counsel for both parties to meet and confer regarding a Joint Trial Order to be filed with the court.  The Joint Trial Order generally details the parties’ position on which issues are to be addressed at trial.  The parties are currently seeking to reach agreement on what issues should be addressed at trial.  Once the issues have been agreed upon, the Joint Trial Order will be filed with the court and the court will set a trial date.  Concurrently with the completion of the Joint Trial Order, the parties are engaged in various  settlement negotiations. 

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 7 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, in Utah State Court, asserting claims related to professional negligence and breach of fiduciary duty. The Company and the defendant through mediation reached an agreement on settlement in which the defendant agreed to pay $392,000 and the entire amount was paid in September 2022 and recorded as other income in the statement of operations (Note 9).

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Other Income

9 Months Ended

Sep. 30, 2022

Other Income

Other income

Note 9. 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 nine months ended September 30, 2021. 

During the nine months ended September 30, 2022, as discussed above the Company received $392,000 as a settlement payment from its former auditor (Note 8).  The Company received $202,200 in cash and 2,085,258 shares of its common stock to satisfy a remaining $808,781 disgorgement obligation from its former Chief Executive Officer (Note 6).     The total amount of $1,402,981 was recorded as other income in the Statement of Operations.

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Subsequent Event

9 Months Ended

Sep. 30, 2022

Subsequent Event

Subsequent Events

Note 10. Subsequent Events

The Company has evaluated events from September 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.

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Significant Accounting Policies (Policies)

9 Months Ended

Sep. 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 negative working capital and operations have provided minimal 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 September 30, 2022 and December 31, 2021. The Company recorded $0 in bad debt expense for the three and nine month periods ended September 30, 2022 and 2021.

During the three and nine months ended September 30, 2022 one customer accounted for 100% of the Company’s revenue.

Inventory

Inventory is valued at the lower of cost or net realizable value using the first-in, first-out (FIFO) method. Inventory on the balance sheet consists of work-in process.

	September 30, 2022		December 31, 2021
Work-in process	$	30,000	$	-
Raw materials		7,750		-
Total inventory	$	37,750	$	-

During the three and nine months ended September 30, 2022 and 2021, the Company determined that $0  needed to be impaired and written-off.

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 nine months ended September 30, 2022 and for the three and nine months ended September 30, 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 September 30, 2022 included 46,915,000 of restricted stock units, 1,501,233 shares for convertible notes payable – related party and 799,863 shares for convertible notes payable. The total potential common shares as of September 30, 2021 includes 28,125,000 of restricted stock units.

The following represents a reconciliation of the numerators and denominators of the basic and diluted earnings per share computation for the three months ended September 30, 2022:

	Net Income (Loss)		Shares		Per Share
	(Numerator)		(Denominator)		Amount
Basic EPS	$	820,567		230,438,815	$	0.00
Effect of dilutive securities:
Convertible notes payable (interest expense)		15,290		2,301,096		(0.00	)
Restricted stock units		-		46,915,000		-
Diluted EPS	$	835,857		279,654,911	$	0.00

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 September 30, 2022 and December 31, 2021 was $3,037 and $0, respectively. Amortization expense for the nine months ended September 30, 2022 and 2021 was $3,037 and $0, respectively.

Future Amortization Expense

Year	Amount
2022 (remaining)	$	1,013
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	37,463

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 nine months ended September 30, 2022 and 2021, the Company determined no impairment was required.

New and Recently Adopted Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (ASU) No. ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity.

Under current GAAP, there are five accounting models for convertible debt instruments. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, after adopting the ASU’s guidance, entities will not separately present in equity an embedded conversion feature in such debt. Instead, they will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible debt instrument was issued at a substantial premium. Additionally, for convertible debt instruments with substantial premiums accounted for as paid-in capital, the FASB decided to add disclosures about (1) the fair value amount and the level of fair value hierarchy of the entire instrument for public business entities and (2) the premium amount recorded as paid-in capital.

ASU 2020-06 will be effective for public business entities that meet the definition of a Securities and Exchange Commission (SEC) filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company has early adopted this pronouncement and applied it to the convertible notes issued during the period.

The Company considers all new pronouncements and management has determined that there have been no additional 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)

9 Months Ended

Sep. 30, 2022

Significant Accounting Policies

Schedule of Inventory

	September 30, 2022		December 31, 2021
Work-in process	$	30,000	$	-
Raw materials		7,750		-
Total inventory	$	37,750	$	-

Schedule of earnings per share basic and diluted

	Net Income (Loss)		Shares		Per Share
	(Numerator)		(Denominator)		Amount
Basic EPS	$	820,567		230,438,815	$	0.00
Effect of dilutive securities:
Convertible notes payable (interest expense)		15,290		2,301,096		(0.00	)
Restricted stock units		-		46,915,000		-
Diluted EPS	$	835,857		279,654,911	$	0.00

Schedule of Future Amortization Expense

Year	Amount
2022 (remaining)	$	1,013
2023		4,050
2024		4,050
2025		4,050
2026		4,050
Thereafter		20,250
	$	37,463

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Issuances of Securities (Tables)

9 Months Ended

Sep. 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		30,225,000		$	0.42
Units Exercised/Released		-		$	-
Units Cancelled/Forfeited		(11,500,000	)	$	1.18
Total awards outstanding at September 30, 2022		46,915,000		$	0.56

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Significant Accounting Policies (Details) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Significant Accounting Policies
Work-in process	$ 30,000	$ 0
Raw materials	7,750	0
Total Inventory	$ 37,750	$ 0

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Significant Accounting Policies (Details 1)	3 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares
Significant Accounting Policies
Basic EPS net income loss (numerator)	$ 820,567
Basic EPS shares (denominator) | shares	230,438,815
Basic EPS per share	$ 0.00
Convertible notes payable net income loss (numerator) | $	$ 15,290
Convertible notes payable shares (denominator) | shares	2,301,096
Convertible notes payable per shares	$ (0.00)
Restricted stock units shares, amount (denominator) | $	$ 0
Restricted stock units shares (denominator) | shares	46,915,000
Restricted stock units per shares	$ 0
Diluted EPS net income loss (numerator) | $	$ 835,857
Diluted EPS shares (denominator) | shares	279,654,911
Diluted EPS per share	$ 0.00

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Significant Accounting Policies (Details 2)	Sep. 30, 2022 USD ($)
Significant Accounting Policies
2022 (remaining)	$ 1,013
2023	4,050
2024	4,050
2025	4,050
2026	4,050
Thereafter	20,250
Future Amortization Expense	$ 37,463

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Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Accumulated amortization	$ 3,037		$ 3,037		$ 0
Bad debt expense	$ 0	$ 0		$ 0
Amortization expense			$ 3,037	$ 0
Description of patent				straight-line basis over the estimated useful life of 10 years
Customer accounted revenue	100.00%			100.00%
Impaired and written-off	$ 0			$ 0
Restricted Stock Units [Member]
Potential antidilutive shares	46,915,000			28,125,000
Convertible Notes Payable [Member]
Potential antidilutive shares	799,863
Convertible Notes Payable - Related Party [Member]
Potential antidilutive shares	1,501,233

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Related Party Transactions (Details Narrative) - USD ($)		3 Months Ended				6 Months Ended	9 Months Ended
	Jan. 06, 2021	Sep. 30, 2022	Jun. 30, 2022	Sep. 30, 2021	Jun. 30, 2021	Jun. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Mar. 31, 2022	Dec. 31, 2021	Jan. 01, 2021
Interest expense related party		$ 6,468			$ 0		$ 6,468
Total fair value							$ 344,250
Common stock shares cancellations							2,228,115	300,000
Amendment increased number of RSU's granted						11,500,000	13,225,000
Debt discount amortization related to OID		7,288					$ 7,288
Loan Payable Balance										$ 175,000
Operating Expenses							$ 315,000
Interest Rate							10.00%
Repayment of loan Payable							$ 118,000
Accrued interest		6,569					6,569
Convertible Notes Payable							0
Conversion Of Loan Payable		372,000					$ 372,000
Convertible Note Interest Rate							10.00%
Original Issue Discount Rate							7.00%
Maturity Of Convertible Notes Payable							Dec. 31, 2023
Conversion Of Common Stock							$ 0.35
Debt Discount							$ 28,000
Unamortized Debt Discount							21,786
Payment For Reimbursable Expenses			$ 899
Fair Value Of Common Stock							$ 72,000
Issuance Of Common Stock For Compensation							300,000
Principal amount converted to convertible note payable							$ 372,000
Loss on settlement of debt		$ 27,000					$ 27,000		$ 27,000
Maturity Date							Dec. 31, 2022
Accrued compensation									45,000	899
Shares issued for services, shares		125,000				150,000	125,000
Operating Expenses		$ 558,034		$ 724,416			$ 2,267,332	$ 28,729,704
Unamortized Debt Discount							8,304	$ 608,710
Kristofer Heaton [Member]
Interest expense related party		13,587					34,084
Accrued interest		24,021					$ 24,021			2,308	$ 22,651
Issuance Of Common Stock For Compensation							250,000
Maturity Date							Dec. 31, 2022
Accrued compensation									$ 37,500	0
Shares issued for services, shares			125,000
Operating Expenses							$ 4,000
Interest Rate							10.00%
Loss on settlement of debt		$ 22,500					$ 22,500
Fair market value							60,000
Amount owed							$ 4,000
Additional RSU's issued									100,000
Douglas Beplate [Member]
Shares Issued											6,760,000
Brian Thom [Member]
Maturity Date							Dec. 31, 2022
Accrued compensation									$ 45,000	899
Shares issued for services, shares		150,000					150,000
Loan amount							$ 315,000
Fair market value		$ 72,000
Reimbursable expenses							899
Convertible loans payable - related parties										175,000
Mr. Beplate [Member]
Shares issued for services, shares								2,000,000
Shares issued	21,970,000
Common stock share issued	2,000,000
Stock Based Compensation Expenses								$ 26,127,300
Officers And Directors [Member]
Interest expense related party		8,822					8,822
Accrued interest		1,534					$ 1,534			0
Original Issue Discount Rate							7.00%
Conversion Of Common Stock							$ 0.35
Debt Discount							$ 7,000
Maturity Date							Dec. 31, 2023
Shares issued for services, shares								32,255,000
Interest Rate							10.00%
Unamortized Debt Discount							$ 5,926
Shares issued							1,000,000
Loan To Company							$ 93,000
Louis Schiliro [Member]
Repayment of loan Payable							108,275
Accrued interest		5,802					5,802
Convertible Notes Payable							0
Fair Value Of Common Stock							$ 72,000
Issuance Of Common Stock For Compensation							300,000
Loss on settlement of debt		$ 27,000					$ 27,000		27,000
Maturity Date							Dec. 31, 2022
Accrued compensation									$ 45,000	0
Shares issued for services, shares		150,000	150,000				150,000
Loan Pyable Balance										44,000
Operating Expenses							$ 64,275
Amount owed							$ 108,275
Interest Rate							10.00%
Loan amount							$ 64,275
Restricted stock units granted							2,000,000
Remaining balance										$ 44,000

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Promissory Note Payable (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Mar. 31, 2022	Dec. 31, 2021
Accrued	$ 120,000		$ 120,000			$ 120,000
Maturity Date			Dec. 31, 2021
Monthly payments			$ 63,465	$ 0
Promissory note payable	36,535		36,535			0
Interest expense	6,673	$ 0	6,958	$ 225,639
Accrued interest					$ 45,000	$ 899
Legal Counsel [Member]
Principal balance	$ 36,535		36,535
Monthly payments			$ 9,136
Accrues interest	1.00%		1.00%
Promissory note	$ 100,000		$ 100,000
Promissory note payable	63,465		63,465
Interest expense			490
Accrued interest	$ 0		$ 0
Restricted stock units, vesting			200,000
Payment for settlement of debt			$ 20,000

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Convertible Promissory Note Payable (Details Narrative) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Promissory Note Payable (Details Narrative)
Maturity Date				Nov. 30, 2022
Accrued Interest	$ 5,452			$ 5,452		$ 0
Issuance Of Convertible Promissory Note				$ 200,000
Interest Rate				10.00%
Convertible Common Stock				$ 0.40
Issuance Of Convertible Note				$ 93,000
Convertible Note Common Stock				$ 0.35
Convertible Note Interest Rate				10.00%
Original Issue Discount Rate				7.00%
Interest expense	6,673	$ 0		$ 6,958	$ 225,639
Debt discount amortization related to OID	1,016			1,016
Debt Discount				7,000
Unamortized Debt Discount				$ 5,984
Maturity Date Of Convertible Note				December 31, 2023
Interest expense related party	$ 6,468		$ 0	$ 6,468

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Issuances of Securities (Details)	9 Months Ended
	Sep. 30, 2022 shares
Issuances of Securities (Details)
Number of units total awards outstanding, beginning	28,190,000
Number of units granted	30,225,000
Units Exercised/Released	0
Number of units cancelled/forfeited	(11,500,000)
Number of units total awards outstanding, ending	46,915,000
Weighted average total awards outstanding, beginning	0.96
Weighted average units granted	0.42
Weighted average units exercised/released	0
Weighted average units cancelled/forfeited	1.18
Weighted average total awards outstanding, ending	0.56

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Issuances of Securities (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended				6 Months Ended	9 Months Ended
	Jan. 06, 2021	Jun. 25, 2021	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Mar. 31, 2021	Jun. 30, 2022	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Unrecognized compensation cost								$ 26,283,950
Repurchase common shares								$ 50,000
Common stock shares cancellations								2,228,115	300,000
Common stock shares received								2,085,258
common stock settlement of disgorgement obligation								$ 808,781
Common stock shares cancellations payable and accrued interest								676,555
Additional paid-in capital									$ 117
common stock with a fair value issued			$ 76,500					$ 76,500
RSU granted								16,000,000
Repurchase shares of common stock								142,857
Shares of common stock fair value commitment shares			$ 250,000					$ 250,000
Shares of common stock fair value commitment			757,756					757,756
Stock based compensation expense								$ 23,947,300
Common stock, shares issued for service rendered, shares			125,000				150,000	125,000
Common stock shares cancellations payable and accrued interest			229,473,637					229,473,637		228,667,229
Common stock shares issued			229,473,637					229,473,637		228,667,229
Common stock, shares issued for service rendered, amount			$ 33,000	$ 96,000	$ 10,200	$ 111,000
Fair Value of common stock								$ 72,000
Restricted stock unit, vested							11,500,000	13,225,000
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	11,500,000		13,225,000					13,225,000
January 1, 2021 [Member]
Restricted stock unit, vested								9,960,000
Restricted stock units Description	The amendment accelerated the vesting and immediately settled his remaining RSUs by issuing 21,970,000 shares of common stock
Stock-based compensation expense						$ 43,121			$ 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]
RSU granted								1,000,000
Common stock, shares issued for service rendered, shares									32,255,000
Common stock shares issued			32,455,000					32,455,000
Commons stock issued to settle related party advances			$ 20,000					$ 20,000
Common stock, shares issued for service rendered, amount									$ 24,441,170
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, shares issued								850,000
Common stock with a fair value								$ 344,250
Common stock shares cancellations payable and accrued interest			250,000					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
Common stock sold									370,455
Non Affiliated Investor [Member] | Private Placement [Member]
Common stock, shares issued for service rendered, shares								672,919
Common stock with a fair value, shares issued								300,000
Common stock, shares issued for service rendered, amount									$ 100,000
Common stock sold								259,028	370,455
Cash proceeds								$ 87,148	$ 326,000
Loss on settlement of debt								50,875
Accrued liabilities								203,126
Fair value								$ 129,000
Shares issued for consultants services			$ 425,000					$ 425,000
Accrued liabilities related party								$ 127,500
Related Party [Member]
Common stock shares issued during the period									25,000
Cash proceeds									$ 20,000
Shares issued for settel accrued liability, shares									152,835
Shares issued for litigation settelment, shares									117,647
Shares issued for settel accrued liability, amount									$ 133,523
Shares issued for litigation settelment , amount									$ 312,000
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
Consultants [Member]
Cash proceeds									$ 111,000
Triton Funds LP [Member]
Common stock, shares issued for service rendered, shares		6,000,000
White Lion Capital [Member]
Additional paid-in capital									$ 9,856
Common stock, shares Purchase								10,000,000	10,000,000
Description of share based weighted average price									(i) 93% of the volume-weighted average price of the Company’s common stock during a period of five consecutive trading days following the Company’s exercise of its right to sell shares, and (ii) the closing price of the common stock on the day the Company exercises its right to sell shares, subject to a minimum price of $0.30 per share
Common stock shares issued during the period									757,576
Fair Value of common stock									$ 250,000
Common stock shares for legal services									75,000

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Accrued Litigation Settlement (Details Narrative) - USD ($)	1 Months Ended
	Jun. 15, 2022	Sep. 30, 2022
Civil penalty amount	$ 450,000
Initial schedule payment civil penalty		$ 50,000
Initial schedule payment civil penalty seccond		100,000
Accrued litigation balance		$ 300,000
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 ($)	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021	Aug. 31, 2020
Accrued	$ 120,000	$ 120,000
Settelment amount			$ 392,000
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)
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		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Payment received			$ 392,000
Cash amount received	$ 202,200		$ 202,200
Common stock			2,085,258
Disgorgement obligation			$ 808,781
Other income	$ 1,402,981	$ 0	1,402,981	$ 304,273
Maxim Group LLC [Member]
Other income			$ 304,273	$ 304,273