-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EVZFgNjNCCKLm+KyCJtSJREJykt9n5ntM3UGmTerHH1K3/keWxC+9eeH953S3HfZ gcvEo4NfrRDuXXk9R6l2og== 0000844055-99-000022.txt : 19990901 0000844055-99-000022.hdr.sgml : 19990901 ACCESSION NUMBER: 0000844055-99-000022 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMAZON NATURAL TREASURES INC CENTRAL INDEX KEY: 0000844055 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 870460880 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 033-26109 FILM NUMBER: 99703757 BUSINESS ADDRESS: STREET 1: 4011 WEST OQUENDO ROAD STREET 2: SUITE C CITY: LAS VEGAS STATE: NV ZIP: 89118 BUSINESS PHONE: 7027964333 MAIL ADDRESS: STREET 1: 4011 WEST OQUENDO AVE STREET 2: STE C CITY: LAS VEGAS STATE: NV ZIP: 89119 FORMER COMPANY: FORMER CONFORMED NAME: CONCORD CAPITAL INC /UT/ DATE OF NAME CHANGE: 19960306 FORMER COMPANY: FORMER CONFORMED NAME: MULTIMEDIA FACTORY INC DATE OF NAME CHANGE: 19930825 FORMER COMPANY: FORMER CONFORMED NAME: CONCORD CAPITAL INC DATE OF NAME CHANGE: 19920703 10QSB 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended Commission File Number JUNE 30, 1999 33-26109 AMAZON NATURAL TREASURES, INC. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation or organization) 88-0460880 (I.R.S. Employer Identification No.) 4011 W. OQUENDO ROAD, SUITE C LAS VEGAS, NEVADA 89118 (Address of principal executive offices) 4011 W. OQUENDO ROAD, SUITE C LAS VEGAS, NEVADA 89118 (Former Address of principal executive office) (702)795-4333 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12 (b) of the Act: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes (X) No ( ) State the number of shares outstanding of each of the registrants classes of common stock, as of the latest practicable date. As of August 20, 1999, 17,726,255 shares of common stock were outstanding. AMAZON NATURAL TREASURES, INC. Table of Contents PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements Condensed Balance Sheets - June 30, 1999 and December 31, 1998 4 Condensed Statements of Operations for the Six Months and the Three Months Ended June 30, 1999 and 1998 5 Condensed Statements of Cash Flows for the Six Months and the Three Months Ended June 30, 1999 and 1998 6 Notes to Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis or Plan of Operation 8 PART II - OTHER INFORMATION Item 1. Legal Proceedings XX Item 2. Changes in Securities and Use of Proceeds XX Item 6. Exhibits and Reports on Form 8-K XX PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS The unaudited financial statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management, and commence of the following page, together with Related Notes. In the opinion on management, the Financial Statements fairly present the financial condition of the Registrant.
AMAZON NATURAL TREASURES, INC. BALANCE SHEETS JUNE 30, 1999 AND DECEMBER 31, 1998 (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------ ------------ CURRENT ASSETS: Cash $ 8,058 $ 2,161 Accounts receivable 7,036 6,017 Inventories 471,764 444,983 Prepaid expenses 6,408 1,345 ------------ ------------ Total Current Assets 493,266 454,506 ------------ ------------ PROPERTY AND EQUIPMENT, NET 624,959 560,210 ------------ ------------ OTHER ASSETS Deposits 23,731 23,731 Organization costs 41,646 41,646 Licenses and trademarks 128,000 128,000 ------------ ------------ Total Other Assets 193,377 193,377 ------------ ------------ TOTAL ASSETS $ 1,311,602 $ 1,208,093 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Bank overdraft $ 15,733 $ 15,733 Notes payable-Current 57,469 - Accounts payable 354,269 354,269 Payroll and other accrued liabilities 159,575 148,153 Shareholder loans and related parties payable 223,150 140,758 ------------ ------------ Total Current Liabilities 810,196 658,913 ------------ ------------ Long-term debt - 105,947 ------------ ------------ Deferred revenue 76,000 76,000 ------------ ------------ STOCKHOLDERS' EQUITY: Preferred stock 52,795 52,795 Capital stock 29,459 15,965 Additional paid-in capital 15,300,980 14,943,955 Stock subscription receivable (1,000,000) (1,000,000) Retained earnings (deficit) (13,957,828) (13,645,482) ------------ ------------ Total Stockholders' Equity 425,406 367,233 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,311,602 $ 1,208,093 ============ ============
AMAZON NATURAL TREASURES, INC. STATEMENT OF OPERATIONS (Unaudited) For the For the For the For the Six Months Six Months Three Months Three Months Ended Ended Ended Ended June 30, June 30, June 30, June 30, 1999 1998 1999 1998 ---------- ---------- ---------- ---------- SALES $ 78,153 $ 186,124 $ 37,525 $ 141,367 ---------- ---------- ---------- ---------- COST OF SALES 2,829 7,061 1,255 2,518 ---------- ---------- ---------- ---------- GROSS PROFIT 75,324 179,063 36,270 138,849 ---------- ---------- ---------- ---------- EXPENSES: General and administrative 384,879 299,924 149,465 116,941 Depreciation and amortization - - - - ---------- ---------- ---------- ---------- TOTAL OPERATING EXPENSES 384,879 299,924 149,465 116,941 ---------- ---------- ---------- ---------- Net (loss) before other items (309,555) (120,861) (113,195) 21,908 OTHER INCOME (EXPENSE) Interest expense 2,791 - 2,791 - ---------- ---------- ---------- ---------- NET (LOSS) BEFORE TAXES (312,346) (120,861) (115,986) 21,908 PROVISIONS FOR INCOME TAXES - - - - ---------- ---------- ---------- ---------- NET (LOSS) $ (312,346) $ (120,861) $ (115,986) $ 21,908 =========== =========== =========== ========== EARNINGS (LOSS) PER SHARE $ (0.02) $ (0.00) $ (0.01) $ 0.00 =========== =========== =========== ========== WEIGHTED AVERAGE SHARES OUTSTANDING 17,672,255 33,546,949 17,672,255 33,546,949 =========== =========== =========== ==========
AMAZON NATURAL TREASURES, INC. STATEMENT OF CASH FLOWS (Unaudited) For the For the For the For the Six Months Six Months Three Months Three Months Ended Ended Ended Ended June 30, June 30, June 30, June 30, 1999 1998 1999 1998 ---------- ---------- ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (312,346) $ (120,861) $ (115,986) $ 21,908 Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization - - - - Changes in assets and liabilities: (Increase) decrease in accounts receivable (1,019) 846 1,110 846 (Increase) decrease in employee advances - (1,206) - 100 (Increase) decrease in inventories (26,781) (19,641) (7,178) (49,575) (Increase) decrease in notes receivable - 2,325 - (1,500) (Increase) decrease in prepaid expenses (5,063) 3,000 - - (Increase) decrease in deposits - (81,665) - (87,550) Increase in accounts payable and accrued liabilities 11,422 50,214 (7,996) (56,340) ---------- ---------- ---------- ---------- Net cash used in operating activities 333,787 (166,988) (130,050) (172,111) ---------- ---------- ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Increase in organization costs - - - 4,217 Purchase of property and equipment (64,749) (121,676) (11,325) 11,909 ---------- ---------- ---------- ---------- Net cash used in investing activities (64,749) (121,676) (11,325) 16,126 ---------- ---------- ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock, net 370,519 178,423 70,319 123,228 Increase in loans and affiliate advances 33,914 5,646 46,145 87,906 ---------- ---------- ---------- ---------- Net cash provided by financing activities 404,433 184,069 116,464 211,134 ---------- ---------- ---------- ---------- Net Increase (decrease) in Cash 5,897 (104,595) (24,911) 55,149 CASH AT BEGINNING PERIOD (13,572) 128,332 17,236 (31,412) ---------- ---------- ---------- ---------- CASH AT END OF PERIOD $ (7,675) $ 23,737 $ (7,675) $ 23,737 ========== =========== ========== ========== SUPPLEMENTAL CASH FLOW INFORMATION: Interest expense $ 2,791 $ - $ 2,791 $ - ========== =========== ========== ==========
AMAZON NATURAL TREASURES, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS JUNE 30, 1999 (Unaudited) 1. The unaudited condensed financial statements printed herein have been prepared in accordance with the instructions to Form 10-QSB and do not include all the information and disclosures required by generally accepted accounting principles. Therefore, these financial statements should be read in conjunction with the financial statements and related footnotes included in the Company's Form 10-KSB for the year ended December 31, 1998. These financial statements reflect all adjustments that are, in the opinion of management, necessary to fairly state the results for the interim periods reported. 2 The results of operations for the six months ended June 30, 1999 are not necessarily indicative of the results to be expected for the full year. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL STATEMENTS INTRODUCTION The character and holdings of the Company has remained substantially the same since the preceding fiscal year. During the first quarter of the current fiscal year the company has sought to expand its business by obtaining and securing clients in the nutritional products market. This is the primary business and focus of the Company. The readers of the current unaudited statements are referred to the Company's Annual Report as filed for the calendar year ended December 31, 1998, for a more in-depth view of the Company's financial position, results of operations and changes in cash flows. Accordingly, management's discussion as set forth below focuses primarily on the quarter ended June 30, 1999. LIQUIDITY During the three months ended June 30, 1999, the Company's working capital decreased by approximately $56,992. The Company does not currently have sufficient capital in its accounts, nor sufficient firm commitments for capital to assure its ability to meet its current obligations or to continue its planned operations. The Company is continuing to pursue working capital and additional revenue through existing and new clients, but there is no assurance that any of the planned activities will be successful. CAPITAL RESOURCES As a result of its limited liquidity, the Company has limited access to additional capital resources. The Company does not have the capital to totally fund the obligations that have matured or debts that remain currently payable or other debts incurred during the most recent fiscal quarter. The Company currently has been funded by loans from outside parties and through the sale of newly issued restricted common stock of the company. The Company has received additional capital through the expansion of vendor financing. The Company has met its current obligations and been funding the operating losses from this outside capital. The management of the Company is seeking addition private financing from certain outside parties to continue to pursue the business activities of the Company. Though the obtaining of the additional capital is not guaranteed, the management of the Company believes it will be able to obtain the capital required to meet its current obligations and pursue its business activities. OPERATIONS In the previous year ended December 31, 1998, the Company has been seeking to obtain new clients, distributors and an increase in its internet traffic to increase sales. During the most recent quarter, these efforts have continued and the Company expects a substantial increase in the sales of its nutritional products. In the previous year the Company had substantial gem sales, and though the Company still offers this product line, minimal gem sales have occurred in 1999. The Company has sought to reduce its operating overhead until it is successful in securing new client business and the related cash flows from such activities. However, due to the legal costs for current litigation, general and administrative costs have continued to increase. Until such time as the Company is able to obtain the revenues needed from its operations to meet its obligations, the Company will be dependent upon sources other than operating revenues to meet its operating and capital needs. Operating revenues may never satisfy these needs. The current market the Company operates under is a very competitive market and there exists many other competitors with greater capital and contacts in the industry seeking the same clients. The company believes it will obtain a certain percentage of such clients to generate the revenues needed to continue its business plans. Until then, the Company will need additional capital other than that provided through its operations. PLAN OF OPERATION Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural Treasures, Inc., is a multi-faceted company which is a Phytogenics Health Maintenance Company along with bringing the treasures of the Brazilian Amazon Rain Forest to the rest of the world. They produce and distribute health supplements derived from plants and related species for the cure and treatment of human illnesses and disease. The Board of Directors feel this will offer shareholders a viable business opportunity now and for the future. Amazon Natural Treasures, Inc. or A.N.T., as it is also known, was incorporated in Nevada, during 1995. It is a company with a unique mission. To bring the Amazon's naturally produced treasures, in their purest form, to the people of the world. To this end, A.N.T. has obtained the rights to export products from the Amazon area to the United States, Canada and the rest of the world. These products include: herbs, roots, plants and teas. Along with these products come their associated benefits. A.N.T. also produces and exports a bevy of additional product lines. For many years people have looked for alternative treatments for their diseases and maladies. People all over the world have had unpleasant experiences with modern (allopathic) medical treatments, that in many cases are made up of man-made chemicals that produce unwanted, if not dangerous side effects. Health food stores have made billions of dollars catering to this ever-increasing segment of the population. Many of their products are beneficial, but far too many of them contain a small percentage (usually under 10%) of there advertised ingredient(s). Ninety percent is filler. All of Amazon Natural Treasures, Inc. Phytogenics products are 100% pure and natural without any fillers. Our customers get the full potency of the product they purchase and at competitive prices. Key personnel have been actively working in the research and development phase of our Phytogenics products since 1972. In 1995 a decision was made to enter A.N.T. products into the world market. Amazon Natural Treasures' business plan for the next twelve-(12) months contemplates the utilization of an aggressive multi-dimensional marketing campaign. The company will use direct mail to qualified leads. Also planned is the placement of advertising in established and widely circulated health-related, as well as general interest publications. An "infomercial" is planned to further disseminate information into the marketplace. It is anticipated this will result in strong revenue in the first quarter of 1998 and increasing sales thereafter. This assertive plan will be implemented at the conclusion of the private placement offering. The company contemplates entering into advertising contracts with magazines, including but not limited to the following: Magazine Circulation PREVENTION 3,000,000 Rx REMEDY 1,500,000 VITALITY 1,250,000 HEALTH JOURNAL 1,200,000 AMERICAN HEALTH 1,000,689 The plan is to place full-page ads, in those magazines eventually selected, at a monthly cost of approximately Fifteen Thousand ($15,000.00) Dollars each. We expect each magazine will run an article detailing the company and its unique products. Most important, we expect the publications will provide a list of their subscribers for follow-up direct mailing. The acquisition of a total lead base of approximately seven million (7,000,000) leads is envisioned through marketing with publications. An additional one million (1,000,000) leads will be purchased from lead based companies. Amazon Natural Treasures, Inc. will purchase leads of individuals who have regularly purchased, at a minimum, two hundred fifty ($250) dollars worth of health supplements per month for the last twelve (12) months. Amazon Natural Treasures, Inc. has been informed that there are five million (5,000,000) leads available. Utilizing magazines, "infomercials, " direct mail, and lead based companies, Amazon Natural Treasures, Inc. will continue to build their lead base so that potential customers will number in the millions. The company eventually plans to publish its own catalog/magazine. The cover will feature a full color photograph of the Amazon Rain Forest with the company's logo prominently displayed. Inside, there will be messages from the principals of the company, a history of the rain forest, and a history of the company. An explanation of the company's purpose and adoption of "phytogenics " or the treatment of ailments through plants and other naturally occurring products, will also be included. The magazine will contain a chart consisting of possible symptoms/ailments people may be suffering from and corresponding product(s) customers can purchase for their treatment. Each product will be individually presented and explained on its own page. The benefits of each product, how it works, and how it should be used will be illustrated. It is anticipated articles by respected researchers and medical professionals will be included. These articles will correspond to the natural theme of the company. There will be other attractions in the magazine for the consumer, such as monthly pullout calendars and full-color pictures of the rain forest will be featured. These photographs will be unique and collectable. To this end all the photographs will be numbered and in a limited quantity. Customer testimonials, with photographs, will be included each month. There will be a "Letter to the Editor" selection each month with answers to customer's questions. Amazon Natural Treasures, Inc. is pleased to announce that the construction of the "WEBSITE OF THE FUTURE" is now well underway. This "WEBSITE OF THE FUTURE" will be a fully interactive internet website. It has been said that Amazon Natural Treasures, Inc.'s "WEBSITE OF THE FUTURE", once fully implemented, will be a major contender for a variety of awards dealing with internet site and graphic designs. Not only will the "WEBSITE OF THE FUTURE" be an immense educational source, but will also be a major selling tool for all of Amazon Natural Treasures, Inc.'s unique PhytogenicTM products. There are now over 127 spectacular PhytogenicTM nutritional supplements available from the Brazilian Amazon Rain Forest. Amazon Natural Treasures, Inc. will continuously add new supplements to their product line. Precious stoned carved birds, figurines and top quality gemstones such as rubies, emeralds, aquamarines, etc. will also be available for sale on the "WEBSITE OF THE FUTURE". We invite you to view our Website now as it is under construction at WWW.AMAZON-TREASURES.COM. The site can be expanded upon at any time, but initial development will include the following attributes: On Line Customer Service: Customers will be able to ask for help on product information, etc. They will also be able to access this information either via keyboard, voice or video conferencing depending on their computer capabilities. On Line Secure Ordering: Customers can order products with "peace of mind" that their credit cards will be safe using AT&T Buy/Safe secured ordering. All orders will be processed for immediate shipment. Order PhytogenicTM Products on Line: Customers can access Amazon Natural Treasures PhytogenicTMproducts and ordering information in a variety of manners. Ask the Indian: Customers will be able to ask the Indian a specific question in regards to their health or one of Amazon Natural Treasures 100% pure natural PhytogenicTM products either through use of their voice control or their keyboard. The Indian will answer them in his own voice while the text of his speech is being printed on the screen for easy downloading. Product by Name: When the customer is looking for a specific 100% pure and natural Amazon Natural Treasures PhytogenicTM product, they can easily access all the information on the product by double clicking on the name or by speaking the name into their microphone. Product by Product Number: Many of our customers prefer to order or access. information on Amazon Natural Treasures 100% pure and natural PhytogenicTM products by product number. This is easily done by double clicking on the product or by speaking the product number into their microphone. Ailments and Recommended Products: For the customer who does not have a lot of time, they can easily access the products and ordering information on Amazon Natural Treasures 100% pure and natural PhytogenicTM products by double clicking on their ailment or by speaking their ailment into their microphone. The recommended 100% pure and natural PhytogenicTM product will then immediately pop-up onto the screen. Specialty Listing: This list of Amazon Natural Treasures 100% pure and natural PhytogenicTM products is for customer's specialized needs. Here, they will find products for specializedneeds such as aphrodisiacs, antacids, antidepressants, anti-inflammatories, antioxidants, antiseptics, estrogens, finger nail hardener, hair and skin formulas, premature aging, skin wrinkles, tranquilizers and many more. When the customer has located their specific specialized need, they can easily access the information by double clicking on the specialized need or by speaking the name of the specialized need into the microphone. The complete listing of all the products for that particular specialized need will pop-up onto the screen. By the saying the name of a particular product, the customer can either access the information via voice or via text. See Your Order on Line: Through video conferencing, the customer will be able to actually see all the products, the precious and semi-precious stone birds, and stone figurines. The customer will be able to pick and choose the color, size, shape, type, etc.while talking on line with one of our certified gemologists before their purchase. Ordering Through Video Conferencing: Through video conferencing, the customer will be able to pick and choose the actual gem stone by color, size, weight and quality. Discussion Forums: Customers will be able to check on line for times and dates when noted doctors from Amazon Natural Treasures medical advisory board will be on line ready to answer their questions about their medical queries or our PhytogenicTM products. The noted professionals will be viewed by the customer via video conferencing. Customer Interacting: 24 hours a day, customers will be able to log onto the interactive discussion group. Here, customers will be able to compare notes, discuss the merits of Amazon Natural Treasures' products either through the keyboard or their voice pad. This will all be integrated through Amazon Natural Treasures' own in-house server. Real Time Audio and Video: Amazon Natural Treasures "state of the art" website will feature the latest technology available on the Internet utilizing "Real Player Plus" and "MegaPeg" for the ultimate in on line communication. On Line Multi-Media: The website will feature a vast array of "one of a kind" photographs of the Brazilian Amazon Rain Forest. Our photographs will be accompanied by a cover story and can easily be down loaded. The art gallery will also include spectacular photographs of thousands of "one of a kind" Indian artifacts. The sub text will explain their origins, uses, and tribes in which they originated from. These artifacts may personally be viewed at Amazon Natural Treasures retail store showroom and museum located in Las Vegas, Nevada. You will also be able to listen to the sounds of the jungle in beautiful hi-fi stereo via real audio that is available for free downloading. Investors Corner: Here, visitors to the "Website of the Future" will be able to follow the latest stock quotes, retrieve fundamental financial information, read press releases, and can also link to other sites for on line stock transactions. E-Mail: With just one click of the mouse, customers will have the ability to send us standard keyboard or voice E-Mail which will be answered immediately 24 hours a day! Screen Savers: Visitors to the Amazon "state of the art" website will have the ability to download the most exquisite, never seen before, screen savers. Some of which will include live action along with its own audio. Amazon Natural Treasures plans to harness the expansive growth and interest of the Internet worldwide and plans to use its website as a major revenue producer for the sale of the company's products. The company anticipates the website to generate hundreds of millions of dollars in revenue annually. It has been proven that the excitement of the Internet, properly promoted, can be a tremendous tool for stock market relations, broker dealers, and underwriters. There are many companies that just utilize the Internet for their total sales and have based their initial public offerings around the sale of their products on the Internet. We, at Amazon Natural Treasures, plan to take this one step further by utilizing the immense power of the Internet as a sales tool along with the direct marketing catalog sales and magazine advertising campaign to capture all spectrums of the over one hundred billion dollar annual consumer market for these products. This may also be the basis for a future public offering that will no doubt bring broker dealer and underwriter enthusiasm and support. The benefit and effectiveness of our products have been demonstrated, throughout the ages, by people who continue to use them. The inhabitants of the Amazon, as well as many others have taken the products for their ailments and achieved astonishing results. Amazon Natural Treasures, Inc. can be characterized as a leader in bringing to the world Phytogenic products. The company believes in complete control from the harvesting of the products through sale to the end user. Only through this business principle (vertical integration) can high quality standards be controlled and enforced. Natures Touch (TM), Product No. AR124: Natures Touch (TM) is a 100% pure natural product derived from the sap and leaves of a small tree found in the Brazilian Amazon Rainforest. This variety of tree has been named "Natures Taste" by one of the Company's founders, Dr. Domingos Loricchio. The sap, necessary for the product, is extracted from the Natures Taste tree in much the same manner as maple sap is obtained from maple trees in the United States and Canada. The leaves are then crushed to extract essential ingredients which are combined with the sap in a process which ultimately results in the wonderful product. Natures Touch (TM) has characteristics which allow it to be used in the same application as sugar (saccharose or sucrose). The Nutritional Facts analysis found that "Natures Touch (TM)" per serving has 0 fat, 0 cholesterol, 0 sodium, 0 carbohydrates and 0 protein. It also leaves no after taste as do some synthetic sweeteners, is also non-fermentable, yet is equal or better in taste than cane sugar. "Natures Touch (TM)" possesses natural properties that permit its use and an ideal sugar substitute for calorie restricted diets or for those suffering with diabetes. As a result, "Natures Touch (TM)" may have application in treatment programs for all forms of diabetes. This product is a delightfully surprising alternative for those individuals who prefer not to use regular sugar or do not wish to use artificial sweeteners. These qualities allow for its use as a sugar substitute in all drinks, hot or cold, as well as your favorite cooking recipes. Amazon Natural Treasures, Inc. is actively and aggressively opening new sales markets through retail distribution of Natures Touch (TM) in health food stores throughout the country. It is the Company's goal to actively solicit not less than 1,000 stores to retail this product prior to the end of September 1998. New retail stores are being added on a daily basis. Based on each store selling 50 bottles per month, the estimated gross revenue per year initially is estimated at $2,700,000. The Company has chosen five of the best moving and most popular dietary supplements recognized throughout the United States which are: Product Number Product Name AW004PA Zuedon AW0043PR Pau D'Arco AW0072PA Una de Gato AD0100PA Akana AD0127PA Super Amazon Guarana The products will also be sold in our 1,000 store retail base. Based on each store selling 100 bottles per month, the estimated gross revenue per year initially is estimated at $18,000,000. The Company has finalized a brokerage agreement with a major distributor who will then be selling our product, Natures Touch (TM), to major distributors. HairLife (TM) - Scalp Enhancement System (TM): The Company has begun sales and marketing of HairLife (TM) Scalp Enhancement System (TM). HairLife(TM)'s unique properties work gradually and continuously on the scalp providing a stimulating topical action due to its Phytogenic (TM) ingredients. Initially, HairLife (TM) stimulates scalp pore activity allowing the product to penetrate deep into the capillary bulbs supplying fast acting nutrients and unique cellular stimulants that gradually induce the cells to regenerate and restart their biological function. As an added bonus, HairLife (TM) delivers fast absorbing nutrients that restore dry and damaged hair. The miraculous properties of HairLife (TM) retards hair loss that is either due to heredity or other causes such as nutritional deficiencies and allopathic prescription medication side effects. Once the HairLife (TM) Scalp Enhancement System (TM) is administered, a reduction in hair loss can be noticed in as little as four to six (4-6) weeks while the actual hair re-growth process generally starts in a timeframe of sixty to ninety (60-90) days. At the beginning stages, the new hair that will grow as a direct result of the administration of HairLife (TM) on the scalp will grow at a lesser rate. (Approximately half (1/2) that of normal growing rate). HairLife (TM) has been used and tested in Brazil with remarkable results stemming over a twenty-two (22) year period. At this time, Amazon Natural Treaures, Inc. is pleased to be able to bring this Brazilian Amazon wonder hair growth product to receding hair and balding scalps worldwide! Based on representations made at a presentation by the Company at the 1998 Barbers Convention held in Las Vegas, Nevada and based on 2,500 barbers selling 6 units per month, the estimated gross revenue per year initially is estimated at $8,100,000. The Company is actively and aggressively engaged in a strategic program to eliminate the illegal shorting of their stock which will allow the Company to, once again, fulfill their $5,000,000 private placement. This will allow the Company to continue with its catalog sales and marketing program. Once implemented, the gross revenue based on industry sales figures will be an estimated $195,000,000 per annum to start. The Company also has other products ready for marketing. The kick-off date for these new products is set at a very strategic timeline. The first of these products to be marketed to the public is: a) Natures Touch CHEWING GUM: Natures Touch Chewing Gum contains no sugar because it is sweetened with Natures Touch SWEETENER. It has zero calories, no cholesterol, no carbohydrates, no fat, non-fermentable, completely safe for diabetics, has NO AFTER TASTE, and comes in a variety of flavors. It has no harmful side effects as some chewing gum on the market today that contain chemicals such as Phenylalanine or Calcium Saccharin, which has been determined to cause cancer in laboratory animals. Natures Touch CHEWING GUM is like no other chewing gum you've ever chewed before because it: - Will start to whiten your teeth within three minutes of chewing without bleaching or without any harmful effects to the teeth and The second lawsuit involves a breach of contract suit. An arbitration award of $88,000 has been entered against the Company regarding a breach of contract lawsuit. The Company is currently appealing the decision. ITEM 2. CHANGES IN SECURITIES Recent Sales of Unregistered Securities: Following is a summary of sales of unregistered securities for the three months ending June 30, 1999. All securities were issued as restricted common shares, which are subject to Rule 144 of the Securities and Exchange Commission. Generally, Rule 144 requires shareholders to hold the shares for a minimum of one year before sale. In addition, officers, directors and more than 10% shareholders are further restricted in their ability to sell such shares. There have been no underwriters of these securities and no commissions or underwriting discounts have been paid. Shares Value Transaction Description Issued Received - --------------------------------- --------- ------------ Sale of 144 common stock for cash 247,620 $67,810 Consulting and operating expenses 30,300 $ 3,030 The above transactions qualified for exemption from registration under Sections 3(b) or 4(2) of the Securities Act of 1933. Private placements for cash were non-public transactions. The Company believes that all such investors are either accredited or, either alone or with their purchaser representative, have such knowledge and experience in financial and business matters that they are capable of evaluating the merits and risks of the prospective investment. Cancellation of Securities Based on the lawsuit mentioned above under legal proceedings, the Company has cancelled in August of 1999 close to 13,000,000 shares of its issued and outstanding common stock. This will result in the remaining shares of common stock issued and outstanding to be under 5,000,000. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) Exhibits None. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this to be signed on its behalf by the undersigned thereunto duly authorized. AMAZON NATURAL TREASURES, INC. Date: 08/30/99 By: MICHAEL A. SYLVER -------- ---------------------------------- Michael Sylver, President & Chief Financial Officer Date: 08/30/99 By: DOMINGOS LORICCHIO II -------- ---------------------------------- Domingos Loricchio II Secretary/Treasurer -----END PRIVACY-ENHANCED MESSAGE-----