UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
( ) 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 0-29057
ALTRIMEGA HEALTH CORPORATION
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(Exact name of registrant as specified in charter)
Nevada 87-0631750
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(State or other jurisdiction of incorporation or organization) (I.R.S. Employer I.D. No.)
4702 Oleander Drive, Suite 200, Myrtle Beach, SC 29577
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(Address of principal executive offices) (Zip)
Issuer's telephone number, including area code (843) 497-7028
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Check whether the issue (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exhcnage Act during the past 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 / /
Securities registered pursuant to section 12 (b) of the Act:
Title of each class Name of each exchange on which registered
None None
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Securities registered pursuant to section 12 (g) of the Act:
Common Stock, par value $0.001 per share
----------------------------------------
(Title of Class)
As of November 17, 2003, the Company had 48,139,950 shares of common stock issued and outstanding.
Transitional Small Business Disclosure Format (check one).
Yes [ ] No [X]
PART I: FINANCIAL INFORMATION
INTRODUCTORY NOTE
FORWARD-LOOKING STATEMENTS
This Form 10-QSB contains "forward-looking statements" relating to
Altrimega Health Corporation ("Altrimega") which represent Altrimega's current
expectations or beliefs including, but not limited to, statements concerning
Altrimega's operations, performance, financial condition and growth. For this
purpose, any statements contained in this Form 10-QSB that are not statements
of historical fact are forward-looking statements. Without limiting the
generality of the foregoing, words such as "may", "anticipation", "intend",
"could", "estimate", or "continue" or the negative or other comparable
terminology are intended to identify forward-looking statements. These
statements by their nature involve substantial risks and uncertainties, such
as credit losses, dependence on management and key personnel, variability of
quarterly results, and the ability of Altrimega to continue its growth
strategy and competition, certain of which are beyond Altrimega's control.
Should one or more of these risks or uncertainties materialize or should the
underlying assumptions prove incorrect, actual outcomes and results could
differ materially from those indicated in the forward-looking statements.
Any forward-looking statement speaks only as of the date on which
such statement is made, and Altrimega undertakes no obligation to update any
forward-looking statement or statements to reflect events or circumstances
after the date on which such statement is made or to reflect the occurrence of
unanticipated events. New factors emerge from time to time and it is not
possible for management to predict all of such factors, nor can it assess the
impact of each such factor on the business or the extent to which any factor,
or combination of factors, may cause actual results to differ materially from
those contained in any forward-looking statements.
2
ITEM 1. FINANCIAL STATEMENTS
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
September 30, 2003
ASSETS
CURRENT ASSETS
Cash $ 1,947
Inventory - real estate - residential units for sale - at cost 917,083
Prepaid expenses 10,841
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Total Current Assets 929,871
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DEPOSITS 35,000
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ACCOUNT RECEIVABLE - related party 57,264
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$ 1,022,135
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Notes payable - secured by residential units for sale $ 1,041,513
Accounts payable - related parties 260,740
Accounts payable 45,507
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Total Current Liabilities 1,347,760
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MINORITY INTEREST 580
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STOCKHOLDERS' DEFICIENCY
Preferred stock
10,000,000 shares authorized at $0.001 par value;
1,000,000 shares issued and outstanding 1,000
Common stock
50,000,000 shares authorized at $0.001 par value;
48,139,950 shares issued and outstanding 48,140
Capital in excess of par value 171,304
Deficit accumulated during the development stage (546,649)
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Total Stockholders' Deficiency (326,205)
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Total $ 1,022,135
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The accompanying notes are an integral part of these financial statements.
3
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 2003 and 2002
Three Months Nine Months
--------------------------- ---------------------------
Sept 30, Sept 30, Sept 30, Sept 30,
2003 2002 2003 2002
------------- ------------ ------------- ------------
SALES 271,679 - $ 634,868 $ -
COST OF SALES 287,838 - 610,086 -
------------- ------------ ------------- ------------
Gross Profit (16,159) - 24,782 -
------------- ------------ ------------- ------------
EXPENSES
Consultants - - 90,000 -
Administrative 9,820 28,667 43,203 60,886
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9,820 28,667 133,203 60,886
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NET LOSS - before minority interest (25,979) (28,667) (108,421) (60,886)
LESS MINORITY INTEREST (180) - (3,721) -
------------- ------------ ------------- ------------
NET LOSS $ (26,159) $ (28,667) $ (112,142) (60,886)
============= ============ ============= ============
NET LOSS PER COMMON SHARE
Basic and diluted $ - $ - $ - $ -
------------- ------------ ------------- ------------
AVERAGE OUTSTANDING SHARES
- (stated in 1,000's)
Basic 48,140 41,807 47,140 41,807
------------- ------------ ------------- ------------
Diluted 345,140 341,807 345,140 341,807
------------- ------------ ------------- ------------
The accompanying notes are an integral part of these financial statements.
4
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Nine Months Ended September 30, 2003 and 2002
2003 2002
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CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (112,142) $ (60,886)
Adjustments to reconcile net loss to net cash
provided by operating activities
Changes in
Inventory 439,135 -
Prepaid expenses (4,441) -
Account receivable - related party (57,264) -
Accounts payable (314,115) 60,886
Minority interest 3,721 -
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Net Cash from Operations (45,106) -
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CASH FLOWS FROM INVESTING ACTIVITIES - -
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CASH FLOWS FROM FINANCING ACTIVITIES - -
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Net Increase (decrease) in Cash (45,106) -
Cash at Beginning of Period 47,053 -
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Cash at End of Period $ 1,947 $ -
============= =============
The accompanying notes are an integral part of these financial statements.
5
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
September 30, 2003
1. ORGANIZATION
The Company was incorporated under the laws of the State of Nevada on
September 8, 1998 with the name of Mega International Health Corporation with
authorized common stock of 50,000,000 shares with a par value of $0.001 and
preferred stock of 10,000,000 shares with a par value of $0.001. The terms of
the preferred includes conversion rights, at the option of stockholder, of 300
shares of common stock for each share of preferred. On June 23, 1999 the name
was changed to Altrimega Health Corporation.
The Company was organized for the purpose of marketing nutritional products
and during the year 2000 became inactive. During November 2002 the Company
changed its purpose to the development and sale of residential real estate by
the acquisition of a residential real estate development company.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ACCOUNTING METHODS
The Company recognizes income and expenses based on the accrual method of
accounting.
DIVIDEND POLICY
The Company has not adopted a policy regarding payment of dividends.
INCOME TAXES
On September 30, 2003 the Company had a net operating loss carryforward of
$685,804. The tax benefit of approximately $206,000 from the loss carry
forward has been fully offset by a valuation reserve because the use of the
future tax benefit is doubtful, since the Company has not been able to project
a reliable future net operating profit. The loss carryover will expire
starting in 2020 through 2024.
BASIC AND DILUTED NET INCOME (LOSS) PER SHARE
Basic net income (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding. Diluted net income (loss) per
share amounts are computed using the weighted average number of common shares
and common equivalent shares outstanding as if shares had been issued on the
exercise of the common share rights unless the exercise becomes antidilutive
and then only the basic per share amounts are shown in the report.
FINANCIAL INSTRUMENTS
The carrying amounts of financial instruments, including cash, inventory,
prepaid expense, an account receivable, and accounts payable, are considered by
management to be their estimated fair values.
6
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS (Continued)
September 30, 2003
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
FINANCIAL AND CONCENTRATIONS RISK
The Company does not have any concentration or related financial credit risk,
except for an account receivable, which is considered to be fully collectable,
and inventory held for sale.
REVENUE RECOGNITION
Revenue is recognized on the sale and transfer of title to the residential
units.
STATEMENT OF CASH FLOWS
For the purposes of the statement of cash flows, the Company considers all
highly liquid investments with a maturity of three months or less to be cash
equivalents.
ADVERTISING AND MARKET DEVELOPMENT
The Company expenses advertising and market development costs as incurred.
PRINCIPALS OF CONSOLIDATION
The consolidated financial statements shown in this report excludes the
historical operating information of the parent before September 30, 2002, and
includes the operating information of the subsidiary, Creative Holdings, Inc.
from July 3, 2002 (date of inception of the subsidiary), and the operating
information of Sea Garden Funding LLC from November 2002 (the date of the
purchase of 80% of the LLC).
All intercompany transactions have been eliminated.
ESTIMATES AND ASSUMPTIONS
Management uses estimates and assumptions in preparing financial statements in
accordance with accounting principles generally accepted in the United States
of America. Those estimates and assumptions affect the reported amounts of the
assets and liabilities, the disclosure of contingent assets and liabilities,
and the reported revenues and expenses. Actual results could vary from the
estimates that were assumed in preparing these financial statements.
OTHER RECENT ACCOUNTING PRONOUNCEMENTS
The Company does not expect that the adoption of other recent accounting
pronouncements to have any material impact on its financial statements.
7
ALTRIMEGA HEALTH CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS (Continued)
September 30, 2003
3. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES
Officers-directors, and their controlled entities, have acquired 36% of the
outstanding stock of the Company, after the conversion of the preferred shares
to common shares (note 1), and have made demand, no interest, loans to the
Company of $260,740.
The Company has made a demand, no interest loan, to the minority interest
holder of Sea Garden Funding LLC of $57,264.
The Company has an employment agreement with an officer, starting in 2003,
which provides for an annual salary of $100,000 with a 5% increase each year
to a maximum of $125,000, provided the Company has a profit in the previous
year.
4. CAPITAL STOCK
During 2002 the Company issued 10,500,000 common shares at $.02 for services,
and the stock issued for the acquisition of the subsidiary outlined in note 5.
On March 19, 2003 2,000,000 common shares of the Company were issued as a
payment of $40,000 of accounts payable.
5. ACQUISITION OF SUBSIDIARIES
On September 30, 2002 the Company acquired all of the outstanding stock of
Creative Holding, Inc. (subsidiary), by a stock for stock exchange in which
the former stockholders of Creative received 13,619,950 common shares and
1,000,000 preferred shares of the Company, and after the conversion of the
preferred shares to common shares, (note 1) represented 90.6% of the
outstanding stock of the company. For reporting purposes, the acquisition was
treated as an acquisition of the Company by Creative Holding, Inc. (reverse
acquisition) and a recapitalization of Creative Holding, Inc. The historical
financial statements prior to September 30, 2002 are those of Creative
Holding, Inc. Creative Holding, Inc. had no significant assets and therefore
no good will was recognized from the acquisition. Creative Holdings, Inc. was
organized on July 3, 2002 in the state of South Carolina.
During November 2002 the Company acquired 80% of Sea Garden Funding LLC by the
assumption of certain liabilities. Sea Garden Funding LLC was organized in the
state of South Carolina on November 13, 2002 for the purpose of the
development and sale of residential real estate.
6. GOING CONCERN
The Company will need additional working capital for its future planned
activity and to service its debt which raises substantial doubt about its
ability to continue as a going concern. Continuation of the Company as a going
concern is dependent upon obtaining sufficient working capital to be
successful in that effort, and the management of the Company has developed a
strategy, which it believes will accomplish this objective, through additional
contributions to capital by related parties, additional short term loans, and
equity funding, which should enable the Company to operate for the coming year.
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PLAN OF OPERATION
Altrimega has entered the real estate development business with its
merger with Creative Holdings, Inc. of Myrtle Beach, S.C. Altrimega will
strive to locate, evaluate and proceed to finance and develop multiple
projects located primarily in the Myrtle Beach, S.C. area and the Carolinas
area of the United States. Management believes that these areas provide the
population growth necessary to achieve profits from new construction projects.
For the last three years, Horry County, South Carolina has been one of the top
three fastest growing counties in the United States. In 1997, Horry County
showed a population of only 180,000. Based on current projections and the 2000
census data, the county will have a permanent population of 500,000 by next
year. The principal industries of the area are tourism related. Myrtle Beach
is considered a drive-in market, where tourists will drive their cars rather
than fly to the destination. The tourism industry in Myrtle Beach has
developed three seasons, spring golf, summer beach vacations and fall golf.
The spring and fall golf seasons bring approximately 150,000 visitors per week
to play on the areas over 100 golf courses. The summer vacation season brings
in approximately 400,000 per week. The average tourist stay is one week.
Altrimega's business strategy includes a focus on interval ownership
properties that cater to this major tourism industry. As well, we intend to
develop projects in the medium price ranges for the areas permanent service
industry population. Management will attempt to seek out low-risk projects
throughout the Carolinas that do not require large financing commitments.
SEA GARDEN TOWN HOME COMMUNITY IN NORTH MYRTLE BEACH, SOUTH CAROLINA
Altrimega has exercised Creative Holdings' option and acquired an 80%
interest in Sea Garden Funding, LLC, the owner and developer of the remaining
59 units in a 175 unit, 2 bedroom, 2 bath town home community approximately 3
blocks from the Atlantic shoreline. Sea Garden Funding purchased the real
property from Sea Garden, LLC on October 21, 2002 for the payment of $210,000
and the assumption of $1,071,344.66 in mortgages on the real property held by
Horry County State Bank. The development consists of buildings that have
either 4 or 5 units per building. The remaining 20% interest in Sea Garden
Funding, LLC, is owned by an unaffiliated party. The community currently
consists of 116 sold units. This is Altrimega's first revenue producing real
estate project. During the first three quarters of 2003, this project produced
revenue of $634,868 with gross profit of $24,782.
RESULTS OF OPERATIONS
We are a development stage company and have had limited operations
during the nine months ended September 30, 2003 and during the fiscal year
ended December 31, 2002. Since our inception (September 8, 1998 through
September 30, 2003), we have an accumulated deficit of $546,649 and we have
had limited operating capital. As a result, the report of our auditor for the
fiscal year ended December 31, 2002 contains a going concern qualification,
which states that Altrimega will need additional capital for its future
planned activities and to service its debt which raises substantial concern
about our ability to continue as a going concern. Our continuation as a going
concern is dependent on our ability to meet our obligations and obtain
additional debt or equity financing required until our current and proposed
real estate projects are generating sufficient earnings. Until such time as
these projects are generating sufficient earnings, we have taken the following
steps to revise our operating and financial requirements in an effort to
enable us to continue in existence:
o We have reduced administrative expenses to a minimum by
consolidating management responsibilities to our president and
chief executive officer.
o We intend to seek either equity or further debt funding.
o We will attempt to obtain the professional services of third
parties through favorable financing arrangements or payment by
the issuance of our common stock.
We believe that the foregoing plan will enable us to generate
sufficient funds to continue its operations for the next twelve months.
9
THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
REVENUE
For the three months ended September 30, 2003, Altrimega had revenue
of $271,679, consisting of the sale of 3 units in the Sea Garden Funding LLC
project. During the three months ended September 30, 2002, Altrimega had no
revenue.
COST OF SALES
For the three months ended September 30, 2003, our cost of sales was
$287,838, compared to $0 for the comparable period in the prior year. The
increase of $287,838 was the result of sales of 3 units at the Sea Garden
Funding LLC project. The sale of these units resulted in a gross profit of
($16,159) for the three months ended September 30, 2003, compared with a gross
profit of $0 for the comparable period in the prior year. The negative gross
profit was a result of the sale of higher cost units.
EXPENSES
For the three months ended September 30, 2003, Altrimega had total
expenses of $9,820, consisting solely of administrative expenses. During the
comparable period in the prior year, Altrimega had $28,667 in administrative
expenses. The decrease in total expenses of $18,847 during the three months
ended September 30, 2003 was primarily due to our decrease in salaries and
legal and accounting fees.
NET LOSS
For the three months ended September 30, 2003, Altrimega had a net
loss of $26,159 as compared to a net loss of $28,667 for the comparable period
in the prior year. The decrease in our net loss was primarily attributable to
decrease in administrative expenses for the three months ended September 30,
2003. While we had revenues during the third quarter of 2003 equaling
$271,679, and no revenues during the third quarter of 2002, our net loss
decrease only by $2,508 based on our negative gross profit of $16,159 for the
three months ended September 30, 2003.
NINE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
REVENUE
For the nine months ended September 30, 2003, Altrimega had revenues
of $634,868, consisting of the sale of 7 units in the Sea Garden Funding LLC
project. During the nine months ended September 30, 2002, Altrimega had no
revenue.
COST OF SALES
For the nine months ended September 30, 2003, our cost of sales was
$610,086, compared to $0 for the comparable period in the prior year. The
increase of $610,086 was the result of sales of 7 units at the Sea Garden
Funding LLC project. The sale of these units resulted in a gross profit of
$24,782 for the nine months ended September 30, 2003, compared with a gross
profit of $0 for the comparable period in the prior year.
EXPENSES
For the nine months ended September 30, 2003, Altrimega had total
expenses of $133,203, as compared to $60,886 for the comparable period in the
prior year. For the nine months ended September 30, 2003, Altrimega's expenses
consisted of $90,000 in consulting fees and $43,203 in administrative
expenses, as compared to $60,886 in administrative expenses during the
comparable period in the prior year. The increase in total expenses of
$72,317 or 118.8%, was primarily due to consulting fees incurred in the nine
months ended September 30, 2003.
NET LOSS
For the nine months ended September 30, 2003, Altrimega had a net
loss of $112,142, as compared to a net loss of $60,886 for the comparable
period in the prior year. While we had revenues during the nine months ended
September 30,
10
2003 equaling $634,868 and no revenues during the nine months ended September
30, 2003, our net loss increased by $51,256 based on our increase for total
expenses during the nine months ended September 30, 2003.
LIQUIDITY AND CAPITAL RESOURCES
We had limited operations and no income during the fiscal year ended
December 31, 2002. We had limited operations during the first nine months of
2003. Our shortfall in working capital, which equaled $417,889 at September
30, 2003, has been met through advances from our president, John Gandy, and
other shareholders who have advanced funds to pay expenses incurred by the
Company from time to time. For the remainder of fiscal year 2003, we
anticipate that we will need $300,000 to continue to fund basic operations, in
addition to funding necessary to acquire an develop real estate projects.
For the nine months ended September 30, 2003, we had revenues of
$634,868 and a net loss of $112,142. On September 30, 2003, we had cash on
hand of $1,947, total assets of $964,871, total liabilities of $1,347,760, and
a working capital deficit of $417,889. Our accumulated deficit at September
30, 2003 was $546,649.
We anticipate that we will require significant capital to maintain
our corporate viability and execute our plan to develop real estate projects.
We anticipate necessary funds will most likely be provided by our existing
shareholders, our officers and directors and outside investors. We will
require significant loan guarantees to acquire properties for development and
to complete construction on Creative Holdings' planned projects. We will be
required to pledge equity in the Company to induce individuals, officers or
directors or other shareholders to guarantee our loans when necessary.
Altrimega's financial statements have been prepared on a going
concern basis that contemplates the realization of assets and the settlement
of liabilities and commitments in the normal course of business. Management
recognizes that Altrimega must generate additional resources to enable it to
continue operations. Management is planning to obtain additional capital
principally through the sale of equity and debt securities. The realization of
assets and satisfaction of liabilities in the normal course of business is
dependent upon Altrimega obtaining additional equity or debt capital and
ultimately obtaining profitable operations. However, no assurances can be
given that Altrimega will be successful in these activities. Should any of
these events not occur, the accompanying consolidated financial statements
will be materially affected.
Altrimega is at present meeting its current obligations from its
monthly cash flows, from investor capital and from loans from related parties.
However, due to insufficient cash generated from operations, Altrimega
currently does not internally generated cash sufficient to pay all of its
incurred expenses and other liabilities. As a result, Altrimega is dependent
on investor capital and loans to meet its expenses and obligations. Although
investor funds and related party loans have allowed Altrimega to meet its
obligations in the recent past, there can be no assurances that Altrimega's
present methods of generating cash flow will be sufficient to meet future
obligations.
Net Cash used in operating activities was $45,106 for the nine months
period ended September 30, 2003. The cash was mainly used as a result of the
net loss of $112,142 and the payment of accounts payable of $314,115, and
offset by the sale of inventory equaling $439,135. There was no cash from
investing activities or financing activities during the nine months ended
September 30, 2003.
From time to time, Altrimega may evaluate potential acquisitions
involving complementary businesses, content, products or technologies.
Altrimega has no present agreements or understanding with respect to any such
acquisition. Altrimega's future capital requirements will depend on many
factors, including an increase in Altrimega's real estate projects, and other
factors including the results of future operations.
ITEM 3. CONTROLS AND PROCEDURES
(a) Evaluation Of Disclosure Controls And Procedures:
Within 90 days prior to the date of this report, the Company carried
out an evaluation, under the supervision and with the participation of the
Company's Principal Executive Officer and Principal Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures. The Company's disclosure controls and procedures are designed
to provide a reasonable level of assurance of achieving the Company's
disclosure control objectives. The Company's Principal Executive Officer and
Principal Accounting Officer have concluded that the Company's disclosure
controls and procedures are, in fact, effective at this reasonable assurance
level.
11
(b) Changes In Internal Controls:
There were no significant changes in the Altrimega's internal
controls or in other factors that could significantly affect these controls
during the quarter covered by this report or from the end of the reporting
period to the date of this Form 10-QSB.
12
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEDURES
None.
ITEM 2. CHANGES IN SECURITIES
(a) None.
(b) None.
(c) None.
(d) None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO BE A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a)(1) EXHIBITS. The following exhibits are included as part of this
report:
EXHIBIT NUMBER TITLE OF DOCUMENT LOCATION
------------------------- --------------------------------------------- -------------------------------------------
2.01 SHARE EXCHANGE AGREEMENT among Altrimega Incorporated by reference to the Company's
Health Corporation, Creative Holdings, Inc. report on Form 8-K, dated October 2, 2002
and the Shareholders of Creative Holdings,
Inc., dated as of September 2, 2002
4.01 CERTIFICATE OF DESIGNATION AS OF SEPTEMBER 30, Incorporated by reference to Exhibit 4.01
2002 to the Company's Form 10-KSB filed on May
20, 2003
31.1 Certification by Chief Executive Officer Provided herewith
pursuant to 15 U.S.C. Section 7241, as adopted
pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
31.2 Certification by Chief Financial Officer Provided herewith
pursuant to 15 U.S.C. Section 7241, as adopted
pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
13
EXHIBIT NUMBER TITLE OF DOCUMENT LOCATION
------------------------- --------------------------------------------- -------------------------------------------
32.1 Certification by Chief Executive Officer Provided herewith
pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
32.2 Certification by Chief Financial Officer Provided herewith
pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
(b) REPORTS ON FORM 8-K. None.
14
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
November 18, 2003 ALTRIMEGA HEALTH CORPORATION
By: /s/ John Gandy
---------------------------------------
John Gandy,
Chief Executive Officer and Director
By: /s/ Ron Hendrix
----------------------------------------
Ron Hendrix,
Chief Financial Officer and Secretary