FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1999
OR
[ ] 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: 0-25238
NATURAL HEALTH TRENDS CORP.
(Exact Name of Small Business Issuer as Specified in its Charter)
Florida 59-2705336
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
380 Lashley Street
Longmont, CO 80501
(Address of Principal Executive Office) (Zip Code)
(303) 682-4637
(Issuer's telephone number including area code)
Indicate by check mark whether the issuer (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 and (2)
has been subject to such filing
requirements for the past 90 days.
Yes X No
The number of shares of issuer's Common Stock,
$.001 par value, outstanding as of September
30, 1999 were 7,169,384 shares.
NATURAL HEALTH TRENDS CORP.
QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999
INDEX
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheet 1
Condensed Consolidated Statements of Operations 2
Condensed Consolidated Statements of Cash Flows 3
Notes to Condensed Consolidated Financial Statements 4-5
Item 2. Management's Discussion and Analysis or Plan of Operation 6-9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities and Use of Proceds 10
Item 3. Defaults Upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
Signature 11
NATURAL HEALTH TRENDS CORP.
CONSOLIDATED BALANCE SHEET
September 30, December 31,
1999 1998
ASSETS (Unaudited)
Current Assets
Cash $ 202,140 $ 294,220
Restricted cash 325,497 -
Account receivables 529,513 19,331
Inventory 1,108,180 314,367
Due from affiliate - 250,000
Prepaid expenses and other current assets 130,834 3,370
----------------- ---------------
Total Current Assets 2,296,164 881,288
Property and Equipment, net 765,225 78,436
Long Term Prepaids 592,525 498,125
Capitalized Acquisition Costs 892,926 -
Patents and Customer Lists 9,450,975 4,415,049
Goodwill 1,891,772 829,468
Deposits and Other Assets 106,456 150,350
----------------- ---------------
Total Assets $ 15,996,043 $ 6,852,716
================= ===============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Checks written in excess of deposits $ 319,623 $ -
Accounts payable 4,020,861 1,685,313
Accrued expenses 202,211 139,566
Accrued bonus payable 786,175 -
Accrued payroll payable 682,716 -
Accrued expenses for discontinued operations 304,593 314,593
Notes payable 894,505 -
Notes payable related parties 140,000 -
Current portion of long term debt - 314,684
Accrued consulting contract 405,385 405,385
Other current liabilities 411,919 38,481
----------------- ---------------
Total Current Liabilities 8,167,988 2,898,022
Capital Lease Obligations, net of current portion 109,425 -
----------------- ---------------
Total Liabilities 8,277,413 2,898,022
Minority Interest in Consolidated Subsidiaries (11,153) -
Common Stock subject to Put 380,000 380,000
Stockholders' Equity:
Preferred stock 5,590,000 1,439,500
Common stock 7,170 6,221
Additional paid in capital 19,655,554 16,878,757
Cumulative adjustments on foreign exchange (30,553) -
Accumulated deficit (17,492,388) (14,369,784)
Common stock subject to put (380,000) (380,000)
----------------- ---------------
Total Stockholders' Equity 7,349,783 3,574,694
----------------- ---------------
Total Liabilities and Stockholders' Equity $15,996,043 $6,852,716
================= ===============
See Notes to Consolidated Financial Statements.
1
NATURAL HEALTH TRENDS CORP.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Nine Months Ended
September 30,
---------------------------------
1999 1998
-------------- --------------
Revenues $ 11,826,722 $ 1,001,481
Cost of sales 2,573,642 283,206
-------------- -------------
Gross profit 9,253,080 718,275
Distributor commissions 5,647,646 -
Selling, general and administrative expenses 5,573,500 2,470,312
-------------- -------------
Operating loss (1,968,066) (1,752,037)
Minority interest in loss of subsidiaries 49,570 -
Gain (loss) on foreign exchange 2,512 -
Other expense (352) -
Interest (net) (50,166) (336,314)
-------------- -------------
Loss from continuing operations (1,966,502) (2,088,351)
-------------- -------------
Discontinued operations:
Income (loss) from discontinued operations - (52,317)
Gain on disposal - 614,407
-------------- -------------
Gain from discontinued operations - 562,090
-------------- -------------
Loss before extraordinary gain (loss) (1,966,502) (1,526,261)
Extraordinary gain (loss) - forgiveness of debt 1,471 869,516
-------------- -------------
Net loss (1,965,031) (656,745)
-------------- -------------
Preferred stock dividends 1,157,573 -
Net loss to common shareholders $ (3,122,604) $ (656,745)
============== =============
Basic and diluted loss per common share:
Continuing operations $ (0.28) $ (0.74)
Discontinued operations - 0.20
Extraordinary gain - 0.31
Preferred stock dividend (0.17) -
-------------- -------------
Net loss to common shareholders $ (0.45) $ (0.23)
============== =============
Basic and diluted weighted common shares used 6,979,308 2,828,559
============== =============
See Notes to Consolidated Financial Statements.
2
NATURAL HEALTH TRENDS CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Nine Months Ended
September 30,
----------------------------------------
1999 1998
----------------- -------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (1,965,031) $ (656,745)
----------------- -------------------
Adjustments to reconcile loss to net cash used in operating activities:
Depreciation and amortization 478,524 513,401
Interest settled by issuance of stock (59,087) 112,971
Write off of goodwill - 322,219
Gain on forgiveness of debt (1,471) -
Proceeds from sale of discontinued operations - (1,783,333)
Increase in income from allocation of minority interest (11,153) -
Changes in assets and liabilities, net of business combination:
(Increase) decrease in accounts receivable (260,785) 1,960,917
Decrease in inventories 66,151 590,084
Increase in prepaid expenses (181,743) (329,837)
(Increase) decrease in property and equipment (1,644) 1,197,603
Decrease in deposits and other assets 252,351 202,621
Increase (decrease) in accounts payable and cash overdraft 622,590 (2,036,847)
Increase (decrease) in accrued expenses 433,050 (410,054)
Increase in deferred revenue - (1,089,647)
Increase (decrease) in other current liabilities 342,885 (220,176)
Decrease in accrued expenses for discontinued operations
(10,000) (41,469)
----------------- -------------------
NET CASH USED IN OPERATING ACTIVITIES (295,363) (1,668,292)
----------------- -------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (21,701) (51,997)
Business acquisitions (880,939) -
Increase in cash overdraft (729,943) -
Disposition of discontinued operations - 4,132,106
----------------- -------------------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (1,632,583) 4,080,109
----------------- -------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Decrease in due to affiliate 250,000 -
Increase in restricted cash (200,497) 250,000
Proceeds from preferred stock 1,201,015 5,283,000
Redemption of preferred stock - (3,621,600)
Cancellation of common stock - (96,197)
Proceeds from notes payable and long-term debt 948,929 196,517
Payments of notes payable and long-term debt (363,581) (3,506,695)
----------------- -------------------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 1,835,866 (1,494,975)
----------------- -------------------
NET INCREASE IN CASH (92,080) 916,842
CASH, BEGINNING OF PERIOD 294,220 104,784
----------------- -------------------
CASH, END OF PERIOD $ 202,140 $ 1,021,626
================= ===================
NATURAL HEALTH TRENDS CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
of Natural Health Trends Corp. (the "Company") have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with instructions to Form 10-QSB and Article 10
of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of
management, all adjustments considered necessary for a fair presentation,
(consisting of normal recurring accruals), of financial position and
results of operations for the interim periods have been presented. The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates. Operating results for the three-month and nine month periods
ended September 30, 1999 are not necessarily indicative of the results
that may be expected for the full year. For further information, refer to
the consolidated financial statements and footnotes thereto included in
the Company's Annual report on Form 10-KSB for the year ended December
31, 1998.
Reclassifications
Certain prior period amounts have been reclassified to conform to
the current period presentation.
2. ACQUISITIONS
In February 1999, the Company's newly formed wholly-owned subsidiary,
Kaire Nutraceuticals, Inc., acquired substantially all of the assets (the
"Kaire Assets") of Kaire International, Inc. ("Kaire"). In exchange for
the Kaire Assets, the Company issued (i) to Kaire, $2,800,000 aggregate
stated value of Series F Preferred Stock; (ii) to two creditors of Kaire,
$350,000 aggregate stated value of Series G Preferred and (iii) to Kaire,
five-year warrants to purchase 200,000 shares of the Company's common
stock exercisable at $4.06 per share. In addition, Kaire Nutraceuticals
has agreed to make certain payments to Kaire each year for a period of
five years (the "Kaire Payments") commencing with the year ending
December 31, 1999, to be determined as follows:
(i) 25% of the net income of Kaire Nutraceuticals if the
net sales of Kaire Nutraceuticals in any such year are
between $1 and $10,000,000;
(ii) 33% of Kaire Nutraceuticals' net income if it's net
sales are between $10,000,000 and $15,000,000;
(iii)40% of Kaire Nutraceuticals' net income if it's net
sales are between $15,000,000 and $40,000,000; and
(iv) 50% of Kaire Nutraceuticals' net income if it's net
sales are in excess of $40,000,000.
4
The following schedule combines the unaudited pro forma results
of operations of the Company and this acquisition for the nine-months
ended September 30, 1999 and 1998 as if the acquisition had occurred on
January 1, 1998 and includes such adjustments, which are directly
attributable to the acquisition. It should not be considered indicative
of the results that would have been achieved had the acquisition not
occurred or the results that would have been obtained had the acquisition
actually occurred on January 1, 1998.
Nine Months Ended Nine Months Ended
SEPTEMBER 30, 1999 SEPTEMBER 30, 1998
Net sales $ 11,827,000 $ 21,441,000
Net loss $ 1,967,000 $ 9,670,000
Preferred stock dividends $ 1,158,000 $ --
Loss to common stockholders $ 3,123,000 $ 9,670,000
Loss per share $ 0.45 $ 3.42
Shares used in computation 6,979,308 2,828,559
5
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The following discussions should be read in conjunction with the
condensed consolidated financial statements and notes contained in Item 1
hereof.
Forward Looking Statements
When used in Form 10-QSB and in future filings by the Company
with the Securities and Exchange Commission, the words "will likely
result", "the Company expects", "will continue", "is anticipated",
"estimated", "projected", "outlook" or similar expressions are intended
to identify "forward- looking statements" within the meaning of the
Private Securities Litigation Act of 1995. The Company wishes to caution
readers not to place undue reliance on such forward-looking statements,
each of which speak only as of the date made. Such statements are subject
to certain risks and uncertainties that could cause actual results to
differ materially from historical earnings and those presently
anticipated or projected. The Company has no obligation to publicly
release the results of any revisions, which may be made to any
forward-looking statements to reflect anticipated or unanticipated events
or circumstances occurring after the date of such statements.
Overview
Prior to August 1997, the Company's operations consisted of the
operations of Natural Health Care Centers, and vocational schools. Upon
the acquisition of Global Health Alternatives, Inc. ("GHA") on July 23,
1997, the Company commenced marketing and distributing a line of natural,
over-the-counter homeopathic pharmaceutical products. In February 1999,
the Company formed a subsidiary, Kaire Nutraceuticals, Inc. ("KNI"), and
acquired substantially all of the assets of Kaire International, Inc. and
commenced marketing and distributing a line of natural, herbal based
dietary supplements and personal care products through an established
network marketing system. The Company discontinued the operations of the
natural health care centers during the third quarter of 1997 and sold the
vocational schools in August 1998. During most of the year ended December
1997, the Company's ongoing lines of business were not in operation, not
having been acquired until July 1997 and February 1999, respectively.
NINE MONTHS ENDED SEPTEMBER 30, 1999 COMPARED TO THE NINE MONTHS ENDED
SEPTEMBER 30,
1998
NET SALES. Net sales for nine months ended September 30, 1999
were approximately $11,827,000 as compared to net sales for the nine
months ended September 30, 1998 of approximately $1,001,000, an increase
of approximately $10,826,000 or 1,081.5%. Sales for the nine months ended
September 30, 1998 were primarily from GHA. The increase in sales is
primarily attributable to KNI's sales of approximately $11,065,000, which
commenced February 19, 1999. GHA's revenues declined 23.9% during the
nine months ended September 30, 1998 as compared to the nine months ended
September 30, 1999 due to a change in the marketing approach used by the
Company to a less capital intensive method.
COST OF GOODS SOLD. Cost of goods sold for the nine months ended
September 30, 1999 was approximately $2,574,000 or 21.8% of net sales.
Cost of goods sold for the nine months ended September 30, 1998 was
approximately $283,000 or 28.3% of net sales. The total cost of goods
sold increased by approximately $2,291,000 or 809.5%. The Company
believes that the increase was primarily attributable to KNI and its
related operations. The decrease in the cost of goods sold as a
percentage of net sales is also attributable to the effect of KNI's sales
due to the different pricing structure associated with KNI's sales
distribution channel.
6
GROSS PROFIT. Gross profit increased from approximately $718,000
in the nine months ended September 30, 1998 to approximately $9,253,000
in the nine months ended September 30, 1999. The increase was
approximately $8,535,000 or 1,188.7%. The increase was attributable to
KNI's sales.
COMMISSIONS. Associate commissions were approximately $5,648,000
or 47.8% of net sales in the nine months ended September 30, 1999
attributable to KNI's direct marketing system.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general
and administrative costs increased from approximately $2,470,000 or
246.8% of sales in the nine months ended September 30, 1998 to
approximately $5,574,000 or 47.1% of sales in the nine months ended
September 30, 1999, an increase of approximately $3,104,000 or 125.7%.
The increase in dollars and corresponding decrease as a percentage of
sales is primarily attributable to KNI's operations.
LOSS FROM OPERATIONS. Operating losses increased from
approximately $1,752,000 in the nine months ended September 30, 1998 to
approximately $1,968,000 in the nine months ended September 30, 1999
representing a 12.3% increase in the loss or approximately $216,000
between comparable periods. This increase is due to larger losses being
incurred by GHA due to reduced revenues without a corresponding reduction
in operating expenses.
MINORITY INTEREST. The loss offset of approximately $50,000 in
the nine months ended September 30, 1999 for minority interest is a
reflection of the profitability of the Australia and New Zealand
subsidiaries. KNI owns 51% of such subsidiaries.
GAIN ON FOREIGN EXCHANGE. As a part of the acquisition of KNI,
the Company acquired interests in KNI's subsidiaries in Australia, New
Zealand, Trinidad and Tobago and the United Kingdom. During the nine
months ended September 30, 1999, the net gain realized on foreign
exchange adjustments was approximately $3,000.
OTHER EXPENSES. Other expenses of approximately $336,000 or
33.6% of sales in the nine months ended September 30, 1998 declined to
approximately $51,000 or 0.4% of sales in the nine months ended September
30, 1999, a change of approximately $285,000. This decrease is due
primarily to a workout of various debts and payables of GHA resulting in
an overall reduction in interest bearing liabilities.
INCOME TAXES. Income tax benefits were not reflected in either
period. The anticipated benefits of utilizing net operating losses
against future profits was not recognized in the nine months ended
September 30, 1999 or the nine months ended September 30, 1998 under the
provisions of Financial Standards Board Statement of Financial Accounting
Standards No. 109 (Accounting for Income Taxes), utilizing its loss
carryforwards as a component of income tax expense. A valuation allowance
equal to the net deferred tax asset has not been recorded, as management
of the Company has not been able to determine that it is more likely than
not that the deferred tax assets will be realized.
NET LOSS FROM CONTINUING OPERATIONS. Net loss from continuing
operations was approximately $1,968,000 in the nine months ended
September 30, 1999 or 16.6% of net sales as compared to approximately
$2,088,000 or 208.6 % of net sales in the nine months ended September 30,
1998. Of the net loss from continuing operations, approximately
$1,322,000 was attributable to GHA's operations and approximately
$646,000 was attributable to KNI's operations.
DISCONTINUED OPERATIONS. In February 1998, the Company closed
the natural health care center in Pompano Beach, Florida. The anticipated
gain on this discontinued operation was reflected in the nine months
ended September 30, 1998.
GAIN ON FORGIVENESS OF DEBT. During the nine months ended
September 30, 1999 and the nine months ended September 30, 1998, the
Company realized a $1,000 gain and a $870,000 gain, respectively, on the
workout of various debt and payables of GHA.
7
NET LOSS. Net loss was approximately $1,965,000 in the nine
months ended September 30, 1999 or 16.6% of net sales as compared to
approximately $657,000 net loss or 65.6% of net sales in the nine months
ended September 30, 1998. The decrease as a percentage of net sales is
primarily related to KNI's sales volume and a greater gross margin on KNI
related sales.
LIQUIDITY AND CAPITAL RESOURCES:
The Company has funded its working capital and capital expenditure
requirements primarily from cash provided through borrowings from institutions
and individuals, and from the sale of its securities in private placements. The
Company's other ongoing source of cash receipts has been from the sale of GHA's
and KNI's products.
In February 1998, the Company issued $300,000 face amount of Series B
Preferred Stock, net of expenses of $38,500. The Series B Preferred Stock has
been converted into 541,330 shares of common stock.
In April 1998, the Company issued $4,000,000 face amount of Series C
Preferred Stock, net of expenses of $493,000. From the proceeds raised, the
Company paid $2,500,000 to retire $1,568,407 face value of Series A Preferred
Stock outstanding. The Series C Preferred Stock has been converted into
3,608,296 shares of common stock.
In July 1998, the Company issued $75,000 face amount of Series D
Preferred Stock, which was redeemed in August 1998 for $91,291.
In August 1998, the Company issued $1,650,000 face amount of Series E
Preferred Stock, net of expenses of $211,000. The Series E Preferred Stock pays
dividends of 10% per annum and is convertible into shares of common stock at the
lower of the closing bid price on the date of issue or 75% of the market value
of the common stock. During the three months ended September 30, 1999 $610,000
face amount of Series E Preferred Stock was converted to 603,130 shares of the
Company's common stock pursuant to the conversion rights.
In March and April 1999, the Company issued $1,400,000 of Series H
Preferred Stock. The Series H Preferred Stock pays dividends of 10% per annum
and is convertible into shares of common stock at the lower of the closing bid
price on the date of issue or 75% of the market value of the common stock.
In August 1998, the Company sold its three vocational schools and
certain related businesses for $1,778,333 and other consideration. From the
proceeds from the sale of the schools, the Company paid $1,030,309 to retire the
remaining $631,593 face value of Series A Preferred Stock outstanding, and
$91,291 to redeem all of the Series D Preferred Stock outstanding. The remaining
proceeds were used to pay down notes payable.
At September 30, 1999, the Company's ratio of current assets to current
liabilities was .28 to 1.0 and the Company had a working capital deficit of
approximately $5,872,000.
Cash used in operations for the period ended September 30, 1999 was
approximately $295,000 attributable primarily to the net loss of approximately
$1,965,000 and increases in inventories of approximately $66,000 and other
assets of $252,000, offset by increases in accounts payable of approximately
$623,000, accrued expenses of approximately $433,000, accounts receivable of
approximately $261,000, and prepaid expenses of approximately $182,000. Cash
used by investing activities during the period was approximately $1,633,000,
which primarily relates to the KNI acquisition and computer upgrades at KNI.
Cash provided by financing activities during the period was approximately
$1,835,000, primarily from the issuance of preferred stock of approximately
$1,201,000 and an increase in the notes payable of approximately $585,000. Total
cash decreased by approximately $92,000 during the period.
8
The Company anticipates that further additional financing will be
required to finance its continuing operations during the next twelve months,
principally to fund KNI's operations. The Company has revised its business plan
of marketing development and support for GHA's products, decreasing its emphasis
on mass-market advertising. Instead, the Company plans to use its resources for
the development of other less capital-intensive distribution channels. The
Company believes that KNI will require approximately $1,600,000, over the next
twelve months and that GHA will not require any additional financing provided
that GHA is successful in reaching satisfactory settlements with its creditors.
As of September 30, 1999, GHA owed approximately $2,057,000 to creditors and had
a working capital deficit of $1,895,000. In the event that the Company cannot
reach satisfactory settlements with GHA's creditors, the Company may discontinue
the operations of GHA. There can be no assurance that the Company will be able
to achieve satisfactory settlements with its creditors or secure such additional
financing. The Company's failure to achieve satisfactory settlements with its
creditors or secure additional financing would have a material adverse effect on
its business, prospects, financial conditions and results of operations.
YEAR 2000 ISSUE:
The Company is currently addressing a universal situation commonly
referred to as the "Year 2000 Problem." Many currently installed computer
operating systems and software products, as well as, embedded chips are coded to
accept only two-digit entries to represent years in the date code field. This
failure to properly recognize and process date-sensitive information relative to
the Year 2000 and beyond could cause business disruptions or result in
unreliable data. Computer systems and products that do not accommodate
four-digit year entries will need to be upgraded or replaced to accept four
digit year entries to distinguish years beginning with 2000 from prior years.
The Company is in the process of becoming compliant with the Year 2000
requirements and believe that its management information systems will be
compliant on a timely basis at an approximate cost of $150,000. The Company
currently does not anticipate that it will experience any material disruption to
its operations as a result of the failure of its management information systems
to be Year 2000 compliant. There can be no assurance, however, that computer
systems operated by third parties, including customers, vendors, credit card
transaction processors, and financial institutions, with which its management
information system interface will continue to properly interface with its system
and will otherwise be compliant on a timely basis with Year 2000 requirements.
The Company currently is developing a plan to evaluate the Year 2000 compliance
status of third parties with which its system interfaces. Any failure of the
Company's management information system or the systems of third parties to
timely achieve Year 2000 compliance could have a material adverse effect on its
business, financial condition, and operating results.
9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
In August 1997 Samantha Haimes brought an action in the Fifteenth
Judicial Circuit of Palm Beach County, Florida, against the Company and National
Health Care Centers of America, Inc., the Company's then wholly owned
subsidiary. The complaint arises out of the defendant's alleged breach of
contract in connection with the Company's natural health care center which was
located in Boca Raton, Florida. The Company has agreed to settle such action for
shares of common stock with a fair market value of $325,000, but not less than
125,000 shares of common stock.
In September 1999 Command Financial Press Corp. commenced an action in
the Supreme Court of the State of New York in New York City against the company
for unpaid invoices for printing services in the amount of $65,000. The Company
is defending the action.
Item 2. Changes in Securities and Use of Proceeds
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
NATURAL HEALTH TRENDS CORP.
By: /s/ Robert L. Richards
-----------------------
Robert L. Richards
President
By: /s/ Mark D. Woodburn
-----------------------
Mark D. Woodburn
Chief Financial Officer
Date: November 22, 1999
11