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Note 1 - Accounting Policies
3 Months Ended
Mar. 31, 2020
Notes to Financial Statements  
Significant Accounting Policies [Text Block]
1.
Accounting Policies
 
Basis of Presentation
 
The accompanying unaudited condensed consolidated financial statements and notes thereto have been prepared in accordance with the instructions to Form
10
-Q and reflect all adjustments (which primarily include normal recurring accruals) which we believe are necessary to present fairly the financial position, results of operations and cash flows. All significant intercompany accounts and transactions have been eliminated. These statements, however, do
not
include all information and footnotes necessary for a complete presentation of financial position, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States. Interim results
may
not
necessarily be indicative of results that
may
be expected for any other interim period or for the year as a whole. These financial statements should be read in conjunction with the audited consolidated financial statements and footnotes included in the annual report on Form
10
-K for the year ended
December 31, 2019,
filed
March 27, 2020
with the Securities and Exchange Commission.
 
Impact of COVID-
19
Pandemic
 
In
March 2020,
the World Health Organization declared the outbreak of COVID-
19
a pandemic, which continues to spread throughout the U.S. and the world and has resulted in government authorities implementing numerous measures to contain the virus, including travel bans and restrictions, quarantines, shelter-in-place orders, and business limitations and shutdowns. While we are unable to accurately predict the full impact that COVID-
19
will have on our results from operations, financial condition, liquidity and cash flows due to numerous uncertainties, including the duration and severity of the pandemic and containment measures, our compliance with these measures has impacted our day-to-day operations and could disrupt our business and operations, as well as that of our distributors, customers, suppliers (including contract manufacturers) and other counterparties, for an indefinite period of time. To support the health and well-being of our employees, customers, partners and communities, a vast majority of our employees have been working remotely since
March 2020.
 
The ultimate impact of the COVID-
19
pandemic on our worldwide operations is unknown and will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration of the COVID-
19
outbreak, new information which
may
emerge concerning the severity of the COVID-
19
pandemic, and any additional preventative and protective actions that governments
may
direct resulting in an extended period of continued business disruption and reduced operations. Any resulting financial impact cannot be reasonably estimated at this time but
may
have a material adverse impact on our business, financial condition and results of operations.
 
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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
 
Due to the COVID-
19
pandemic, there has been uncertainty and disruption in the global economy and financial markets. We are
not
aware of any specific event or circumstance that would require updates to our estimates or judgments or require us to revise the carrying value of our assets or liabilities as of the date of issuance of this Quarterly Report on Form
10
-Q. These estimates
may
change as new events occur and additional information is obtained. Actual results could differ materially from these estimates under unanticipated conditions or assumptions.
 
Concentrations of Risk
 
Effective
January 1, 2019,
we have entered into outsourcing agreements with Nutracom LLC (“Nutracom”) to manufacture our nutritional and dietary supplements and for warehousing and fulfillment services for the U.S. distribution of our products. Nutracom has also issued promissory notes to us for the acquisition of our manufacturing and fulfillment operations. Any inability of Nutracom to deliver these contracted services or to repay the promissory notes could adversely impact our future operating results and valuation of our Nutracom equity investment. See Note
2
and Note
3
for further discussion of our relationship with Nutracom.
 
Variable Interest Entities (VIE) - Unconsolidated
 
Effective
January 1, 2019,
we have a financial interest in Nutracom. If we are the primary beneficiary of a VIE, we are required to consolidate the VIE in our consolidated financial statements. To determine if we are the primary beneficiary, we evaluate whether we have the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our VIE evaluation requires significant assumptions and judgments.
 
We do
not
have the power to direct the significant activities of Nutracom, primarily because we do
not
have governance rights. We also do
not
participate in the annual profits or losses of Nutracom. Therefore, we do
not
consolidate the financial results of Nutracom in our consolidated financial statements. We account for our financial interest in Nutracom as an equity investment measured at cost minus impairment, if any. A cost method equity investment is subject to periodic impairment review using the other-than-temporary impairment model, which considers the severity and duration of a decline in fair value below cost and our ability and intent to hold the investment for a sufficient period of time to allow for recovery.
 
See Note
2
and Note
3
for further information on our financial relationship with Nutracom.
 
New Accounting Pronouncements –
Not
Yet Adopted
 
In
June 2016,
the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”)
No.
2016
-
13,
Credit Losses
(Topic
326
): Measurement of Credit Losses on Financial Instruments
which requires entities to use a current lifetime expected credit loss methodology to measure impairments of certain financial assets. Using this methodology
may
result in earlier recognition of losses than under the current incurred loss approach, which requires waiting to recognize a loss until it is probable of having been incurred. There are other provisions within the standard that affect how impairments of other financial assets
may
be recorded and presented, and that expand disclosures. This standard will be effective for our interim and annual financial periods beginning
January 1, 2023,
with early adoption permitted. Adoption of this standard must be applied on a modified retrospective basis. We are evaluating the potential impact of this standard on our consolidated financial statements and related disclosures.
 
In
December 2019,
the FASB issued ASU
No.
2019
-
12,
Income Taxes (Topic
740
): Simplifying the Accounting for Income Taxes
which adds new guidance for accounting for tax law changes, year-to-date losses in interim periods, and certain franchise-type taxes, as well as other changes to simplify accounting for income taxes. This standard will be effective for our interim and annual financial periods beginning
January 1, 2021,
with early adoption permitted. The adoption methodologies for this standard vary; subject to the specific provision(s) within the standard being adopted. We are evaluating the potential impact of this standard on our consolidated financial statements and related disclosures.
 
Going Concern
 
We have incurred operating losses, declining net sales, and negative net cash flows over our most recent
five
years. Our management estimates that these unfavorable trends are more likely than
not
to continue for the foreseeable future, and as a result, we will require additional financial support to fund our operations and execute our business plan. As of
March 31, 2020,
we had
$2,828,639
in cash and cash equivalents which
may
not
be sufficient to fund our planned operations through
one
year subsequent to the date of the issuance of these condensed financial statements, and accordingly, there is substantial doubt about our ability to continue as a going concern.
 
In the event that we do
not
generate sufficient liquidity from operations and should we be unable to obtain sufficient additional capital or borrowings, we
may
have to engage in any or all of the following activities: (i) seek to monetize our headquarters building via traditional bank lending or a sale and leaseback-type transaction; (ii) monetizing the note receivable from a distributor; (iii) modify our distributor promotions, incentives, and other activities; (iv) cease operations in certain geographic regions, and (v) reduce employee compensation and benefits.
 
These actions
may
have a material adverse impact on our ability to achieve certain of our planned objectives. Even if we are able to source additional funding, we
may
be forced to significantly reduce our operations or shut down our operations if our business operating performance does
not
improve. These condensed consolidated financial statements have been prepared on a going concern basis and do
not
include any adjustments to the amounts and classification of assets and liabilities that
may
be necessary in the event we can
no
longer continue as a going concern.