Vestiage™, Inc. (“VEST”), the healthy aging company that owns
both the RegiMEN™ and Monterey Bay Nutraceuticals™ natural
supplement product lines, announced today that it has released its
Fourth Quarter 2013 financial results. The Company Annual Report is
also now available online at www.OTCMarkets.com.
Scott Kimball, CEO of Vestiage, Inc. said, “We had already
decided to move into healthy aging premium nutraceuticals, and had
begun developing the Monterey Bay Nutraceuticals brand for women
which was slated to come out of R&D and into production in Q4
2013. We accomplished that goal. Now, with the RegiMEN brand
acquisition, we’re moving more aggressively into nutraceuticals
with a complete healthy aging system of supplements for men over
35.”
Kimball added, “The fourth quarter 2013 was a period of building
infrastructure, completing the acquisition of RegiMEN, protecting
our intellectual property, acquiring new intellectual property,
assembling our ‘dream team’ in direct response media and
fulfillment, bringing Monterey Bay Nutraceuticals out of R&D
and into production, and developing the marketing, advertising and
growth strategy for RegiMEN in both retail and direct response. We
moved very rapidly through numerous important steps required to
prepare us for the growth we expect in 2014. I’m incredibly proud
of our teams. Our media team is putting up fantastic initial
statistics on customer acquisition using national radio and
preparing for national television. Our fulfillment team is
integrating the Company’s products quickly and handling our orders
from direct response with excellence. Our customer service and call
center teams are coming on stream and we will be holding multiple
training sessions with them over the next 6 months to insure the
quality of customer experience. Our operational team is
coordinating much of these initiatives and is performing well, led
by COO Garrett Heiser. Our retail team, headed by Nutraceuticals
President Tom Youngerman, is beginning to see its strategy and
efforts over the last several months begin to pay off with an
increase in orders, both in size and frequency. Our digital team
has taken on multiple projects and is working through them
efficiently and effectively. Our plan for the Company stock is
progressing as expected. We recently named our audit firm setting
us up for a filing with the SEC and a move to a more senior
exchange. Financially, the Company continues to have no senior
debt, only ‘in the money’ fixed price convertible debt with volume
and other restrictions upon sale. We have not financed any
inventory and we have not financed any purchase orders although
both sources of financing could be available to us should we desire
it. Our current assets at year end were substantially higher than
our current liabilities.”
During the fourth quarter of 2013 the company also:
- Completed the acquisition of
RegiMEN
- Integrated and reconfigured products in
the RegiMEN line
- Received its first shipment of Monterey
Bay Nutraceuticals
- Selected and designated key brokers and
distributors to major retailers
- Engaged Moulton Logistics for
fulfillment and customer service
- Engaged ROI Media Direct to manage its
national radio advertising
- Engaged its digital marketing team
- Agreed to acquire several trademarks
and other assets thereby adding to its portfolio of Intellectual
Property.
- Engaged its trademark and intellectual
property attorneys to file for numerous protections on its
intellectual property
- Engaged Crescent Communications for
Investor Relations services
- Placed two products into R&D that
are expected to come to market in 2014
Kimball stated, “From this point forward the results you see
from Vestiage should be consistently strong. We prepared for growth
in the fourth quarter 2013 and we began executing on our strategy
of moving RegiMEN into multiple channels simultaneously utilizing
national radio advertising in the first quarter of 2014. If all
goes as planned, each quarter going forward in 2014 should see
consistently improving results over the preceding quarter.”
VESTIAGE BUSINESS MODEL
The Company is a fully integrated, multi-channel sales,
marketing, and distribution company specializing in bringing
science-based products to the healthy aging premium consumer. The
Company utilizes a network of key partners that integrate
production, fulfillment, customer service, advertising, sales,
media, marketing, distribution, new product development and
acquisitions. Sales are driven to the Company through three
channels: Direct Response, Retail, and Digital.
DIRECT RESPONSE
Vestiage brought in ROI Media Direct, Moulton Logistics, and TMS
Call Center to create an integrated direct response execution team.
Kimball said, “The statistical results, through the first 60 days
of direct response advertising which started on January 13, 2014
have been excellent. Our average order per day has increased almost
every week, beginning with 8 new men per day in the first test
week, to now nearly 30 new men per day at the close of the 8th
week. In the first 60 days, our retention rate has been
approximately 75% of all customers. All of this has been done
without increasing our media spend and using only a URL in our
advertising. Now we are adding our 800 number and the call center,
which we expect to increase our customer acquisition substantially.
Furthermore, we’re slated to increase the national radio media
spend this month (March 2014) and are preparing to take RegiMEN to
national television in the second quarter of this year.”
Kimball further stated, “In direct response, we are relentlessly
focused on three things: First, we want 1 million men actively on
the monthly continuity program, receiving their RegiMEN every
month. At $56 per month, per man and 80%+ gross margins, you can do
the math. Second, we intend to bring technology forward that will
enable us to customize the monthly RegiMEN product shipment to each
individual’s health objective based upon several key factors. This
customization initiative is intended to increase the customer
lifetime value. Third, we intend to create a new industry standard
for customer loyalty and retention through a process we developed
organically with our key partners in digital, call center,
fulfillment, and media. The process is proprietary and we hope that
it will show industry changing metrics in this area.”
RETAIL
At this time GNC is the major customer for RegiMEN in the retail
channel. Existing retailers are now beginning to see the results
from the Company’s new advertising and orders from the retail
channel are beginning to pick up in both size and frequency. The
Company added a 48 store health food chain in Arizona as a new
customer and one new national distributor.
Kimball said, “The back half of 2014 should show steadily
increasing retail channel results in health food, grocery, and drug
store channels as our experienced retail team takes our brands to
several targeted accounts, brokers, and distributors.”
DIGITAL
The Vestiage digital team has been moving on several initiatives
for both RegiMEN and Monterey Bay Nutraceuticals. Pay Per Click
advertising budgets are slated to increase dramatically in the
second quarter of 2014 and throughout the year. These campaigns are
designed to capture customers on www.BuyRegiMEN.com,
www.RepairLowT.com, and www.TrimandEnergized.com. The digital team
is also slated to completely redesign two websites, add landing
pages, add social media content, sites, and advertising, as well as
create a completely separate site for the RegiMEN Man
Community.
Jeff Goulding, a member of the Vestiage Board of Directors, is
the lead man behind the planned “RegiMEN Man” digital community.
Goulding stated, “The RegiMEN Warrior Society is being created for
our customers and brothers that share a similar desire with us and
that is not to give in, to fight the signs of aging, to take care
of ourselves, to do something about our health and do it with a
natural supplement that is designed to help us extend our active
lives. The community will have a lot of valuable content for the
man looking to make that change or stay active and healthy and what
will make it very useful for our men is the people we are lining up
to make contributions to it. This is important because there are
lots of shows on television for women, lots of content and
magazines for women, so our idea is to become a source of
information for men exclusively.”
NEW PRODUCTS
Vestiage has two new products in the pipeline for release this
year. One, RegiMEN TITANIUM, should be ready to go to market in 2-3
months. The other is a formula for women that uses a clinically
proven, patented ingredient that is expected to naturally support
female sexual enjoyment.
Kimball stated, “We believe that the TITANIUM product for the
RegiMEN line will be the only testosterone support product on the
market with 3 clinically proven, patented ingredients. This will be
a very powerful, natural product that will be sold at a high price
point. We are going to decide over the next 2 months which retailer
will get the exclusive on the product. Secondly, our existing
testosterone support, which people tell us is very effective, will
begin clinical trials to measure several effects, including free
testosterone levels, estrogen levels, PSA levels and sleep. This
will differentiate our existing moderately priced testosterone
support product from the others as our entire blend, not just an
ingredient, will have clinical results we can point to. Finally we
will be bringing to market the female sexual enhancement product
this year using a patented ingredient with existing clinical
research in place. There are plenty of products on the market for
men, but very few for women. We expect that this product will be
the centerpiece for our women’s products and become a best seller
for Vestiage.”
In conclusion, Kimball added, “I feel confident that our overall
results will be strong through the next several quarters moving
forward. We have many financial and operational initiatives under
way simultaneously and we are hitting them all with the right
people, partners and resources.”
About Vestiage™
Vestiage™ (stock symbol "VEST") is a publicly traded healthy
aging lifestyle company offering premium branded science-based
nutraceuticals and cosmeceuticals. Vestiage™ is focused on the use
of human stem cell, marine/ocean, and cutting edge botanically
based science and patented ingredients to produce highly potent,
elegantly formulated products with clinically proven ingredients.
Using high potency and novel ingredient combinations, Vestiage™
creates and distributes multifunctional nutraceuticals such as
RegiMEN™ for men (www.BuyRegimen.com) and Monterey Bay
Nutraceuticals™ for women (www.MontereyBayNutra.com). Vestiage™
brands address the top “in demand” aging concerns of men and women.
Vestiage™ research is focused on longevity and human performance
science that covers both the cognitive and physical realms. To
learn more, visit the Company website, www.vestiageinc.com.
This Press Release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
with respect to our financial condition, results of operations and
business. These forward-looking statements can be identified by the
use of terms such as "believe," "expects," "plan," "intend," "may,"
"will," "should," "can," or "anticipates," or the negative thereof,
or variations thereon, or comparable terminology, or by discussions
of strategy. These statements involve known and unknown risks,
uncertainties and other factors that may cause industry trends or
our actual results to be materially different from any future
results expressed or implied by these statements. Important factors
that may cause our results to differ from these forward-looking
statements include, but are not limited to: (i) changes in or new
government regulations or increased enforcement of the same, (ii)
unavailability of desirable acquisitions or inability to complete
them, (iii) increased costs, including from increased raw material
or energy prices, (iv) changes in general worldwide economic or
political conditions, (v) adverse publicity or negative consumer
perception regarding nutritional supplements, anti-aging or stem
cell facial care products or stem cell technology in general, (vi)
issues with obtaining raw materials of adequate quality or
quantity, (vii) litigation and claims, including product liability,
intellectual property and other types, (viii) disruptions from or
following acquisitions including the loss of customers, (ix)
increased competition, (x) slow or negative growth in the
anti-aging or cosmetics, beauty, or nutritional supplement industry
or the healthy foods or anti-aging channel, (xi) the loss of key
personnel or the inability to manage our operations efficiently,
(xii) problems with information management systems, manufacturing
efficiencies and operations, (xiii) insurance coverage issues,
(xiv) the volatility of the stock market generally and of our stock
specifically, (xv) increases in the cost of borrowings or
unavailability of additional debt or equity capital, or both, or
fluctuations in foreign currencies, and (xvi) interruption of
business or negative impact on sales and earnings due to acts of
God, acts of war, terrorism, bio-terrorism, civil unrest and other
factors outside of our control.
Vestiage, Inc. Consolidated Balance Sheets
December 31,2013
December 31,2012
(Unaudited) (Unaudited)
ASSETS
Current Assets Cash and cash equivalents $
235,185 $ - Accounts receivable 14,927 - Note receivable - officer
(7) 40,490 - Inventory 74,452 - Prepaid expenses 67,342
- Total Current Assets 432,396 -
Fixed Assets, net 10,830 1,693
Other Assets
Goodwill (4)
225,000 - Trademarks and brands (4) 750,000 - Other intangible
assets, net (4) 522,381 - Other assets 4,645
6,264 Total Other Assets 1,502,026
6,264
Total Assets $ 1,945,252 $
7,957
December 31,2013
December 31,2012
(Unaudited) (Unaudited)
LIABILITIES AND
STOCKHOLDERS' EQUITY
Current Liabilities Accounts payable 35,843
471 Accrued expenses 27,096 -
Total Current Liabilities 62,939 471
Long Term
Liabilities Convertible notes payable (5)
1,200,000 -
Total Liabilities
1,262,939 471
Stockholders' Equity
Preferred Stock, $0.001 par value,
10,000,000 shares authorized,
no shares issued and outstanding
-
-
Common Stock, $0.001 par value,
500,000,000 shares authorized,
46,062,515 shares issued and outstanding
a/o 12/31/2013
24,000,000 shares issued and outstanding
a/o 12/31/2012
46,062 24,000 Additional paid-in-capital 1,282,235 41,000 Retained
earnings (57,514 ) - Net loss (588,470 ) (57,514 )
Total Stockholders' Equity 682,313
7,486
Total Liabilities and Stockholders'
Equity $ 1,945,252 $ 7,957
Vestiage, Inc. Consolidated Statements of
Operations
Three Months EndedDecember 31,
Twelve Months EndedDecember 31,
2013 2012 2013 2012 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Revenues $ 24,603 $ 905 $ 29,426 $ 18,273 Cost
of Sales (12,570 ) (830 ) (17,542 )
(7,605 ) Gross Profit 12,033 75 11,884 10,668
Operating Expenses Salaries - officers 23,633 -
98,633 - Consulting 42,000 10,887 47,784 19,000 General and
administrative 278,655 12,709
401,582 48,975 Total Operating Expenses
344,288 23,596 547,999
67,975
Loss from Operations
(332,255 ) (23,521 ) (536,115 ) (57,307 )
Other Income & Expenses Interest income -
- 85 - Interest expense (22,500 ) - (22,500 ) - Amortization
expense (20,714 ) - (27,619 ) - Depreciation expense (501 )
(207 ) (1,521 ) (207 ) Total Income
& Other Expenses (43,715 ) (207 ) (51,555
) (207 )
Loss Before Income Taxes (375,970 )
(23,728 ) (587,670 ) (57,514 ) Provision For Income Taxes
- - (800 ) -
Net Loss $ (375,970 ) $
(23,728 ) $ (588,470 ) $
(57,514 ) Vestiage, Inc.
Consolidated Statements of Cash Flows
Twelve Months EndedDecember 31,
2013 2012 (Unaudited) (Unaudited)
Cash Flows From Operating Activities: Net loss $
(588,470 ) $ (57,514 ) Adjustments to reconcile net loss to
net cash used by
operating activities:
Depreciation and amortization 29,140 207 Changes in
operating assets and liabilities: Change in accounts receivable
(14,927 ) - Change in inventory (74,452 ) - Change in prepaid
expenses (67,342 ) - Change in accounts payable 35,372 471 Change
in accrued expenses 27,096 - Net
Cash Used in Operating Activities (653,583 ) (56,836
)
Cash Flows From Investing Activities:
Purchase of equipment (10,658 ) (1,900 ) Purchase of intangible
assets (1,525,000 ) - Change in note receivable - officer (40,490 )
- Change in other assets 1,619 (6,264 )
Net Cash Used in Investing Activities (1,574,529 )
(8,164 )
Cash Flows From Financing Activities:
Proceeds from convertible notes 1,200,000 - Proceeds from sale of
common stock 372,485 65,000 Repurchase of common stock (9,188 ) -
Common stock issued in exchange for intangible assets
900,000 - Net cash provided by
financing activities 2,463,297 65,000
Net Increase (decrease) in cash 235,185 -
Cash at Beginning of Period - -
Cash at End of Period $ 235,185 $ -
Vestiage, Inc.Notes to Financial Statements
NOTE 1 – BASIS OF PRESENTATION
The Company was incorporated on March 22, 2012 under the laws of
the State of Delaware under the name of Vestiage, Inc. The Company
entered into a merger agreement with Empire Pizza Holdings, Inc., a
Florida Corporation, on January 21, 2013 through which Vestiage
became the wholly owned operating subsidiary of Empire. Empire then
applied for, and received, a name change to Vestiage, Inc, with the
State of Florida and the OTC Markets Exchange on February 15, 2013.
All intercompany accounts and transactions have been eliminated.
The results of operations from the interim periods presented are
not necessarily indicative of the operating results to be expected
for any subsequent interim period or for a full year.
The Company is a science-based anti-aging consumer products
company. The products are high margin consumables targeted at the
premium and prestige anti-aging oriented consumer. The ingredients
science for the Company’s products is drawn from three primary
areas: 1) adult human stem cell, 2) Marine/Ocean, and 3) botanical.
The Company sells anti-aging health and wellness products focused
on helping people achieve longer active lives and extend the beauty
of their personal appearance. The products address the major
concerns of both men and women over 40 years of age. This is
accomplished through two divisions. One division is facial and skin
care products which utilize adult human stem cell derived growth
factors. The other division is anti-aging focused supplements. In
facial care, Company management is of the belief that human stem
cell derived products are more effective on human skin than other
facial care regimens and are growing in popularity due to this
effectiveness. Adoption of the technology is growing due to
educational efforts of a few companies in the business. In the
supplement business, Company management is of the belief that
products should be multifunctional, elegantly formulated, and
potent so that the results can be felt and seen by the consumer.
The Company creates, markets, produces and distributes products
that use the latest science, the latest patented botanical
ingredients, novel ingredient combinations, and are developed by
reputable laboratories in conjunction with physicians and other
experts both from within the Company and outside the Company. The
Company formulation philosophy is to utilize the latest science
from stem cell advancements, marine based ingredients and, in
conjunction with key laboratory and ingredient partners, leverage
patented botanical ingredients to create highly effective
products.
Company management, advisory board members, and key partners and
vendors of the Company are experienced in public company mergers,
acquisitions, financing, strategy, product development, production,
operations, distribution, sales, marketing, and executive
management.
The Company's executive offices are located at 2901 W. Coast
Highway, Suite 200, Newport Beach, California, 92663. The offices
include space for the Company’s inventory and samples for all the
Company’s brands. The Company has arranged for immediate access to
warehouse space nearby to handle expansion.
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial statements and related notes include
the activity of the Company and have been prepared in accordance
with accounting principles generally accepted in the United States
of America (“U.S. GAAP”).
Interim Financial Statements
These interim unaudited financial statements have been prepared
on the same basis as the annual financial statements and in the
opinion of management, reflect all adjustments, which include only
normal recurring adjustments, necessary to present fairly the
Company’s financial position, results of operations and cash flows
for the periods shown. The results of operations for such periods
are not necessarily indicative of the results expected for a full
year or for any future period.
Accounting Method
The Company’s financial statements are prepared using the
accrual method of accounting. The Company has elected a December 31
year-end.
Use of Estimates
The preparation of financial statements in conformity with
accounting principles generally accepted in the United States
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities, and the disclosure
of contingent assets and liabilities at the date of the financial
statements, and the reported amount of revenues and expenses during
the reporting period. Actual results could differ from those
estimates.
Cash and Cash Equivalents
The Company maintains cash balances in non-interest-bearing
accounts, which do not currently exceed federally insured limits.
For the purpose of the statements of cash flows, all highly liquid
investments with an original maturity of three months or less are
considered to be cash equivalents.
Inventories
Inventories are stated at the lower of cost or market using the
first-in, first out (FIFO) method of valuation.
Intangible Assets
Intangible assets arise in purchase transactions. Generally,
these assets are amortized on a straight line basis over the
following estimated useful lives:
Customer list and
vendor/supplier relationships 5-10
years Intellectual property and product formulas 5-10 years
Purchased websites and URLs 5-7 years
Goodwill, trademarks, brand names and other intangible assets
with indefinite useful lives are not amortized but tested for
impairment annually or more frequently when events or circumstances
indicates that the carrying value of a reporting unit more likely
than not exceeds its fair value. The Company has decided the annual
impairment testing date is December 31 of each year.
Revenue Recognition
The Company records revenue when all of the following have
occurred: (1) persuasive evidence of an arrangement exists; (2)
product has been shipped or delivered; (3) the sales price to the
customer is fixed or determinable; and (4) collectability is
reasonably assured.
Depending on individual customer agreements, sales are
recognized either upon shipment of products to customers or upon
delivery. We record sales allowances and discounts as a direct
reduction of sales.
Company has an informal seven day right to return products.
There were nominal returns during the twelve month periods ended
December 31, 2013 and 2012.
NOTE 3 – GOING CONCERN
The Company’s financial statements are prepared using generally
accepted accounting principles in the United States of America
applicable to a going concern which contemplates the realization of
assets and liquidation of liabilities in the normal course of
business. The Company has not yet established an ongoing source of
revenues sufficient to cover its operating costs and allow it to
continue as a going concern. The ability of the Company to continue
as a going concern is dependent on the Company obtaining adequate
capital to fund operating losses until it becomes profitable. If
the Company is unable to obtain adequate capital, it could be
forced to cease operations.
Management’s plan to support the Company in its operations and
to maintain its business strategy is to raise funds through public
offerings and to rely on officers and directors to perform
essential functions with minimal compensation. If the Company does
not raise all of the money it needs from public offerings, it will
have to find alternative sources, such as a second public offering,
a private placement of securities, or loans from its officers,
directors or others. If the Company requires additional cash and is
unable to raise it, it will either have to suspend operations until
the cash is raised, or cease business entirely.
The ability of the Company to continue as a going concern is
dependent upon its ability to successfully accomplish the plans
described in the preceding paragraph and eventually secure other
sources of financing and attain profitable operations. The
accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a
going concern.
NOTE 4 – INTANGIBLE ASSETS
On August 30, 2013 under an asset-purchase agreement, the
Company acquired from RegiMEN™ Investments LLC the trademark, brand
name, goodwill and other intangible assets associated with
RegiMEN™, a male over 40 targeted line of supplements in exchange
for 900,000 shares of common stock valued at $1.00 per share and an
executed $125,000 note payable, due and payable on or before
October 31, 2013. The agreed upon allocation of the $1,025,000
purchase price was as follows:
Goodwill
$ 225,000 RegiMEN trademark and brand name $ 250,000
Customer list and vendor/supplier relationships $ 200,000
Intellectual property and product formulas $ 275,000 Website and
URL $ 75,000
On September 30, 2013 under an asset purchase agreement, the
Company acquired the "Shave Clean" and "Face Guard" trademarks in
exchange for an executed three (3) year Convertible Note in the
principal amount of $500,000. The note shall bear interest at 7.5%
per annum, payable quarterly in advance, and convertible into
shares of common stock.
NOTE 5 – CONVERTIBLE NOTES PAYABLE
From September 27, 2013 to October 18, 2013, the Company raised
$700,000 in working capital through a Convertible Note Offering
(the “Note”) to certain accredited and/or qualified investors (the
“Note Holders”). The general terms of the Note are as follows: 3
year term, interest at 7.5% per annum payable quarterly,
convertible into common stock at $0.25 per share, subject to
significant restrictions and limitations upon conversion related to
the sale of the underlying common stock. These restrictions and
limitations include Time, Volume and “Stand Still” restrictions.
Time: The Note Holders may not sell more than 25% of shares
converted in any 30 day period post conversion. They may not offer
for sale, hypothecate, or sell more than 15% of the average daily
volume for the previous 30 trading days in any circumstance. They
may not sell any stock for 180 days after the Effective Date of a
Registration Statement.
On September 30, 2013 under an asset purchase agreement, the
Company acquired the "Shave Clean" and "Face Guard" trademarks in
exchange for an executed three (3) year Convertible Note in the
principal amount of $500,000. The note shall bear interest at 7.5%
per annum, payable quarterly in advance, and convertible into
shares of common stock.
NOTE 6 – LEASE COMMITMENTS
The Company leases office space under a non-cancelable operating
lease agreement with an unrelated party which calls for a monthly
payment of $3,200. The lease expires on June 30, 2014. The Company
added space adjacent to its office to hold certain inventory. Lease
term is month to month at $600 per month. Following is a schedule
of future minimum lease payments required under the current leases
(including the month to month lease and assuming the current long
term lease expiring in June 2014 is renewed at the current rate)
for the years ending December 31:
2014
$45,600.00
NOTE 7 – RELATED PARTY TRANSACTIONS
Consulting Agreements
The Company has entered into a consulting agreement with Julie
Dennis, whom is also a member of the Company’s Advisory Committee.
The Company has agreed to pay Dennis $0.50/unit of Monterey Bay
Nutraceuticals that is sold as a direct result of her introductions
or efforts on behalf of the Company.
All Advisory Committee members are paid 20,000 shares of
restricted stock annually with equal amounts (5,000 shares) vesting
and issued each quarter. There are currently twelve (12) Advisory
Committee members under contract with the Company. From time to
time, the Company may call on an Advisory Committee member for
specific required services and pay said member cash, stock or both
for services.
Outstanding Options on Common Stock
As of December 31, 2013, the Company has 500,000 fully vested
outstanding stock options under agreements with two of the
Company’s executives, Tom Youngerman and Garrett Heiser. These are
10 year options at $0.25 per share. Scott Kimball has a stock
option agreement in place with the Company; however, he has waived
his right to any stock option grants until 2014.
Note Receivable - Officer
On December 31, 2013, Scott Kimball executed a promissory note
in favor of the Company for funds advanced to him in the amount of
$40,490.87. The note will be paid off in payroll deductions of
$4,000 per month beginning March 2014 until paid in full.
NOTE 8 – OUTSTANDING WARRANTS ON COMMON STOCK
As of December 31, 2013, the Company had issued outstanding
warrants to purchase up to 555,500 shares of common stock at an
exercise price of $1.00 per share. 200,000 of these warrants, known
as Warrant #1, were issued to CJK Securities as compensation for
the RegiMEN™ investment banking fee. These warrants were then
placed into 3 individual names as per the instructions of CJK
Securities. The newly issued warrants are for the same total number
of shares, and are now known as Warrant #2, Warrant #3 and Warrant
#4. Warrant #1 has been cancelled. Warrant number 5 was issued in
the amount of 355,500 shares to Tom Youngerman in exchange for his
retirement of the same number of shares of restricted common
stock.
NOTE 9 – SUBSEQUENT EVENTS
In January 2014 the Company received conditional approval from
Rosenthal and Rosenthal to finance the Company’s purchase orders
from retailers.
In January 2014, the Company began its direct response media
program for the RegiMEN testosterone support product through ROI
Direct Media. The conversion rates and other metrics in the first 4
weeks of the campaign have been strong enough to suggest that the
Company will accelerate its plans to take the product to television
in 2014 instead of the originally planned 2015. The Company intends
to grow the auto ship aspect of its business through radio,
television and digital media in 2014 and 2015 for select and
appropriate products in both RegiMEN and Monterey Bay
Nutraceuticals. The infrastructure that the Company is creating
with its key relationships is expected to allow it to acquire and
create additional brands and monetize them through the company’s
established direct response channel and retail channel as
appropriate.
In January 2013, the Company issued 384,000 options on common
stock to employees in accordance with their employment
agreements.
On January 2, 2014 the Company entered into an Asset Purchase
Agreement to acquire several trademarks and intellectual property
in exchange for 700,000 shares of restricted common stock.
On January 2, 2014 the Company added Erik Harp to the Advisory
Committee and issued him 300,000 shares of restricted common stock.
The agreement also calls for the Company to issue him 20,000 shares
of restricted common stock annually which is similar to other
agreements with members of the Company Advisory Committee. In
January, Mr. Harp and his family subsequently invested additional
funds and received an additional issuance of 5,239,285 shares of
restricted common stock and 1,000,000 options on common stock. As
of the date of this report, the total number of shares that are
controlled by the Harp family either through stock or options
totals 6,539,285 shares. Mr. Harp is a senior consulting advisor to
the Company and has taken on certain special assignments.
On January 8, 2014 the Company’s Board of Directors adopted a
restated set of Bylaws.
On February 3, 2014, the Company hired a key senior retail
salesperson, Ms. Laura Stall, as its Vice President of Western
Regional Sales. Ms. Stall is a seasoned retail sales professional
with existing relationships in key retailers that the Company
desires to have as customers in the retail channel. As a condition
of her employment, the Company issued 150,000 options on common
stock to her.
On February 10, 2014 the Board of Directors authorized the
issuance a total of 1,480,000 options on common stock, with a
strike price of $0.95/share, to certain employees and
directors.
On February 18th, 2014 the Company’s Board of Directors approved
an increase to Scott Kimball’s salary from $90,000 to $175,000.
On February 18th, 2014 the Company’s Board of Directors approved
the issuance of 83,333 warrants on the Company's common stock
priced at $1.00 per share to both Zeus Peleuses and Tucker
Peleuses. Both individuals are radio direct response
specialists.
On March 1, 2014 the Company’s Board of Directors approved the
issuance of 333,333 warrants on the Company's common stock priced
at $1.00 per share to Dr. Greg Cynaumon. Dr. Cynaumon has agreed to
join the Company’s Advisory Committee and handle special direct
response television media related to projects going forward.
Crescent CommunicationsDave Long,
1-203-293-7990dlong@crescentir.com
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