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Item 1. Financial Statements

2015-11-23 compared with 2015-08-18 · 58 added, 46 removed, 280 unchanged (27% of the section changed)

4 unchanged sentences

In the opinion of management, the financial statements contain all material adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows of the Company for the interim periods presented.

The results for the three and six months ended June 30, 2015 are not necessarily indicative of the results of operations for the full year.

These financial statements and related footnotes should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the Securities and Exchange Commission on March 30, 2015.

The results for the three and nine months ended September 30, 2015 are not necessarily indicative of the results of operations for the full year.

These financial statements and related footnotes should be read in conjunction with the condensed financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 filed with the Securities and Exchange Commission on March 30, 2015.

GLUCOSE HEALTH, INC.

CONDENSED BALANCE SHEETS

June 30, 2015

SEPTEMBER 30, 2015

DECEMBER 31, 2014

CURRENT ASSETS

Inventory, net

Accounts receivable

Due from affiliate

1 unchanged sentence

Total current assets

Intellectual assets, net

Intellectual assets, net of accumulated amortization of $0 and $0, respectively

LIABILITIES AND STOCKHOLDERS' DEFICIT

4 unchanged sentences

Convertible notes payable

Total current liabilities

TOTAL LIABILITIES

COMMITMENT AND CONTINGENCIES

STOCKHOLDERS' DEFICIT

Preferred stock, $ no par value, 1,000 shares authorized,

1,000 and -0- shares issued and outstanding as of

June 30, 2015 and December 31, 2014, respectively

1,000 shares issued and outstanding as of

September 30, 2015 and December 31, 2014

Common stock, $0.001 par value, 200,000,000 shares authorized,

2,201,004 and 1,309,825 shares issued and outstanding as of

June 30, 2015 and December 31, 2014, respectively

September 30, 2015 and December 31, 2014, respectively (1)

Additional paid in capital

4 unchanged sentences

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

The accompanying notes are an integral part of these unaudited condensed financial statements.

_____________ (1)

The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014.

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

GLUCOSE HEALTH, INC.

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS

June 30, 2015

June 30, 2014

June 30, 2015

June 30, 2014

SEPTEMBER 30, 2015

SEPTEMBER 30, 2014

SEPTEMBER 30, 2015

SEPTEMBER 30, 2014

COST OF REVENUES

1 unchanged sentence

Total Cost of Revenues

GROSS PROFIT/(LOSS)

GROSS INCOME/(LOSS)

OPERATING EXPENSES

4 unchanged sentences

OTHER INCOME (EXPENSE)

Interest expense, net

Interest income (expense)

Gain on forgiveness of accounts payable

Total other expense

LOSS BEFORE IMCOME TAXES

LOSS BEFORE INCOME TAXES

PROVISION FOR (BENEFIT FROM) INCOME TAXES

WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING BASIC AND DILUTED (2)

NET LOSS PER SHARE - BASIC AND DILUTED

WEIGHTED AVERAGE NUMBER OF

SHARES OUTSTANDING, BASIC AND DILUTED

The accompanying notes are an integral part of these unaudited condensed financial statements.

_____________ (2) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014.

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

GLUCOSE HEALTH, INC.

UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS

Six months ended

June 30, 2015

June 30, 2014

SEPTEMBER 30, 2015

SEPTEMBER 30, 2014

OPERATING ACTIVITIES:

6 unchanged sentences

Change in assets and liabilities

Advance to affiliate

Increase in accounts receivable

(Increase) decrease in inventory

Decrease in prepaid expenses

Increase in accounts payable and accrued expenses

Decrease in prepaid expenses and other current assets

Increase (decrease) in accounts payable and accrued expenses

Total adjustments

Net cash used in operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Increase in due from affilliate

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from convertible notes payable

Proceeds from notes and loans payable

Net cash provided by financing activities

NET INCREASE (DECREASE) IN CASH

NET INCREASE IN CASH

CASH - BEGINNING OF PERIOD

CASH - END OF PERIOD

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid during the period for:

NONCASH OPERATING AND INVESTING ACTIVITIES:

3 unchanged sentences

Conversion of liability to common stock

The accompanying notes are an integral part of these unaudited condensed financial statements.

The accompanying notes are an integral part of these unaudited condensed interim financial statements.

NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION

4 unchanged sentences

While management believes the procedures followed in preparing these financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

These unaudited financial statements reflect all adjustments, including normal recurring adjustments, which in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.

These unaudited condensed financial statements reflect all adjustments, including normal recurring adjustments, which in the opinion of management, are necessary to present fairly the operations and cash flows for the periods presented.

On March 27, 2007, Glucose Health, Inc.

5 unchanged sentences

All shares have been reflected retroactively in accordance with SAB Topic 14C.

On September 26, 2011, the Company entered into an acquisition agreement for Type2 Defense, a natural dietary supplement for the Type-2 diabetes market category and the Company’s previous operations were discontinued.

On September 26, 2011, the Company entered into an acquisition agreement for Type2 Defense, a natural dietary supplement for the Type-2 and pre-diabetes market category and the Company's previous operations were discontinued.

During October 2012, the board of directors increased the number of common shares authorized from 90,000,000 to 200,000,000 shares.

19 unchanged sentences

Going Concern

The Company had a working capital deficiency of $362,057 and an accumulated deficit of $5,790,397 as of September 30, 2015.

The Company's continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations and/or obtain additional financing from its members or other sources, as may be required.

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business.

24 unchanged sentences

The Company considers all highly liquid debt instruments and other short-term investments with maturity of three months or less, when purchased, to be cash equivalents.

There were no cash equivalents as of June 30, 2015 and December 31, 2014.

There were no cash equivalents as of September 30, 2015 and December 31, 2014.

The Company maintains its cash balances at one financial institution that is insured by the Federal Deposit Insurance Corporation.

Prepaid Expenses

The Company considers all items incurred for future service to be prepaid expenses.

As of June 30, 2015 and December 31, 2014, the Company had prepaid expenses of $4,141 and $38,859, respectively, comprised of the issuance of unregistered shares of the Company’s common stock to consultants.

The Company considers all items incurred for future services to be prepaid expenses.

As of September 30, 2015 and December 31, 2014, the Company had prepaid expenses of $0 and $38,859, respectively, comprised of the issuance of unregistered shares of the Company's common stock to consultants.

Recoverability of Long-Lived Assets

17 unchanged sentences

Intangible assets with indefinite lives are tested in the third quarter of each fiscal year for impairment, or more often if indicators warrant.

During the three and six months ended June 30, 2015 and the fiscal year 2014, we recorded no impairment charges related to other intangible assets.

During the three and nine months ended September 30, 2015 and for the fiscal year 2014, we recorded no impairment charges related to other intangible assets.

Fair Value of Financial Instruments

11 unchanged sentences

Inputs that are both significant to the fair value measurement and unobservable.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2015.

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of September 30, 2015.

The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.

10 unchanged sentences

ASC 740-10 is effective for fiscal years beginning after December 15, 2006.

Management has adopted ASC 740-10 for 2007, and they evaluate their tax positions on an annual basis, and have determined that as of June 30, 2015, no additional accrual for income taxes is necessary.

Management has adopted ASC 740-10 for 2007, and they evaluate their tax positions on an annual basis, and have determined that as of September 30, 2015, no additional accrual for income taxes is necessary.

The Company's policy is to recognize both interest and penalties related to unrecognized tax benefits expected to result in payment of cash within one year are classified as accrued liabilities, while those expected beyond one year are classified as other liabilities.

5 unchanged sentences

Revenue Recognition

The Company currently has nominal revenues.

Once the Company generates revenues from the sales of our products, the following criteria for revenue recognition will be utilized:

The Company recognizes revenue when:

Persuasive evidence of an arrangement exists;

17 unchanged sentences

Except as noted below, the Company has not issued any options or warrants to date.

At June 30, 2015, the total shares issuable upon conversion of convertible notes payable would be approximately 1,380,600 shares of the Company’s common stock.

At September 30, 2015, the total shares issuable upon conversion of convertible notes payable would be approximately 2,243,700 shares of the Company's common stock.

Inventory is stated at the lower of cost (FIFO:

1 unchanged sentence

The cost of finished goods includes the cost of packaging supplies, direct and indirect labor and other indirect manufacturing costs.

As of June 30, 2015 and December 31, 2014, the Company had inventory of $11,650 and $0, respectively, with no allowance.

As of September 30, 2015 and December 31, 2014, the Company had inventory of $9,700 and $0, respectively, with no allowance for obsolescence.

Recent Issued Accounting Standards

4 unchanged sentences

In October 2012, the Company increased the authorized common shares to 200,000,000.

As of June 30, 2015 and December 31, 2014, 2,112,566 and 1,309,825 shares of the Company’s common stock and 1,000 and 0 shares of the Company’s Preferred Stock were issued and outstanding, respectively.

As of September 30, 2015 and December 31, 2014, 2,201,004 and 1,309,825 shares of the Company's common stock and 1,000 shares of the Company's Preferred Stock were issued and outstanding, respectively.

Issuances pursuant to Conversions

18 unchanged sentences

These shares were valued at $0.005 per share, the conversion price as stated in the Note.

During September 2015, the Company issued 88,438 shares of common stock to a corporation for conversion of $400 principal and $42 accrued interest related to a Note.

These shares were valued at $0.005 per share, the conversion price as stated in the Note.

Issuances pursuant to Agreements

51 unchanged sentences

In addition, at any time, the holder may convert the note into shares of the Company's common stock at an exercise price of $0.025 per share.

On July 1, 2015, the Company issued a $9,090 convertible note to a corporation.

The loan bears interest at 5% and has a maturity date of December 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company's common stock at an exercise price of $0.025 per share.

On July 1, 2015, the Company issued a $8,305 convertible note to a company owned by the Company's CEO.

The loan bears interest at 5% and has a maturity date of December 1, 2015.

In addition, at any time, the holder may convert the note into shares of the Company's common stock at an exercise price of $0.025 per share.

NOTE 5 - SUBSEQUENT EVENTS

On July 7, 2015, the Company received notification from the United States Patent and Trademark Office (USPTO) that its application for trademark of “Glucose Health” was accepted to the Supplemental Register (Reg.

4,770,720) with first use recognized by the USPTO as of February 1, 2015.

No material events occurred subsequent to the current period.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements