SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB [X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended: March 31, 2001 [ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period from _____________ to ____________ Commission File Number: 0-26285 ------- AGE RESEARCH, INC. -------------------------------------------------------- (Name of Small Business Issuer in its charter) Delaware 87-0419387 - ------------------------------- ------------------------- (State or other jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 31103 Rancho Viejo Road, #2102, San Juan Capistrano, CA 92675 -------------------------------------------------------------- (Address of principal executive offices and Zip Code) (800) 597-1970 -------------------------------------------------------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (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 (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. (1) Yes [X] No [ ] (2) Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, Par Value $0.001 67,259,301 - ------------------------------ ---------------------------- Title of Class Number of Shares Outstanding as of March 31, 2001 ITEM 1. FINANCIAL STATEMENTS AGE RESEARCH, INC. BALANCE SHEET (Unaudited) March 31, 2001 ASSETS Current Assets Cash $ 467 Accounts Receivable 1,400 Inventory 835 ----------- Total Current Assets 2,702 ----------- Property and Equipment Furniture and Fixtures 5,560 Machinery and Equipment 1,794 ----------- 7,354 Less: Accumulated Depreciation (7,305) ----------- Total Property and Equipment 49 ----------- TOTAL ASSETS $ 2,751 =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable and Accrued Expenses $ 7,100 Income Taxes Payable 2,535 ----------- Total Current Liabilities 9,635 ----------- Stockholders' Deficit Common stock, $.001 par value, 100,000,000 shares authorized, 67,259,301 shares issued and outstanding 67,259 Paid-in Capital 730,264 Accumulated Deficit (804,407) ----------- Total Stockholders' Deficit (6,884) ----------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 2,751 =========== The accompanying notes are an integral part of these financial statements. AGE RESEARCH, INC. STATEMENTS OF OPERATIONS (Unaudited) For the three months ended March 31, 2001 2000 ------------- -------------- SALES $ 2,122 $ 3,589 COST OF SALES 341 603 ------------- -------------- GROSS PROFIT 1,781 2,986 OPERATING EXPENSES 6,452 2,061 ------------- -------------- INCOME (LOSS) FROM OPERATIONS (4,671) 925 OTHER INCOME 54 154 ------------- -------------- NET INCOME (LOSS) BEFORE TAXES (4,617) 1,078 PROVISION FOR INCOME TAXES 800 800 ------------- -------------- NET INCOME (LOSS) $ (5,417) $ 279 ============= ============== EARNINGS (LOSS) PER SHARE - BASIC AND DILUTED $ (0.00) $ (0.00) ============= ============== WEIGHTED AVERAGE NUMBER OF SHARES 67,259,301 63,944,251 ============= ============== The accompanying notes are an integral part of these financial statements. AGE RESEARCH, INC. STATEMENTS OF CASH FLOWS (Unaudited) For the three months ended March 31, 2001 2000 ------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES Net Income (Loss) $ (5,417) 279 Adjustment to reconcile net income to net cash provided by operating activities Depreciation 16 90 (Increase) Decrease in: Accounts Receivable 413 1,364 Inventory 341 603 Increase (Decrease)in: Accounts Payable and Accrued Expenses 756 (3,243) Income Taxes Payable 2,535 800 ------------- -------------- Net Cash Used in Operating Activities (1,356) (107) ------------- -------------- CASH FLOWS FROM INVESTING ACTIVITIES - - ------------- -------------- CASH FLOWS FROM FINANCING ACTIVITIES - - ------------- -------------- NET DECREASE IN CASH (1,356) (107) CASH AT BEGINNING OF PERIOD 1,823 1,105 ------------- -------------- CASH AT END OF PERIOD $ 467 908 ============= ============== SUPPLEMENTARY DISCLOSURES: Interest Paid $ - $ - ============= ============== Income Taxes $ - $ - ============= ============== The accompanying notes are an integral part of these financial statements. AGE RESEARCH, INC. NOTES OF FINANCIAL STATEMENTS NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Presentation of Interim Information - ----------------------------------- In the opinion of the management of Age Research, Inc. (the "Company"), the accompanying unaudited financial statements include all normal adjustments considered necessary to present fairly the financial positions as of March 31, 2001, and the results of operations and cash flows for the three months ended March 31, 2001 and 2000. Interim results are not necessarily indicative of results for a full year. The financial statements and notes are presented as permitted by Form 10-QSB, and do not contain certain information included in the Company's audited financial statements and notes for the fiscal year ended December 31, 2000. Use of estimates - ---------------- In preparing financial statements in conformity with GAAP, management is required 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 revenues and expenses during the reporting period. Actual results could differ from these estimates. NOTE 2 - SUBSIDIARY The Company has a wholly-owned subsidiary, Evergreen Skin Care Centers of America, Inc. which is inactive with no assets and liabilities, and has no activity either in 2001 or 2000. NOTE 3 - GOING CONCERN The accompanying financial statements are presented on the basis that the Company is a going concern. Going concern contemplates the realization of assets and the satisfaction of liabilities in the normal course of business over a reasonable length of time. As shown in the accompanying financial statements, the Company has an accumulated deficit of $804,407 as of March 31, 2001, which is due to significant operating losses in the past several years. Management is currently involved in active negotiations to obtain additional financing and actively increasing marketing efforts to increase revenues. The Company's continued existence depends on its ability to meet its financing requirements and the success of its future operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS Results of Operations - --------------------- Three Month Period Ended March 31, 2001 compared to 2000 - -------------------------------------------------------- Revenues and Costs of Sales. For the three month period ended March 31, 2001, the Company had revenues of $2,122 with cost of sales of $341, representing approximately 16.1% of revenues, for a gross profit of $1,781. For the three month period ended March 31, 2000, the Registrant had revenues of $3,589 with cost of sales of $603, or approximately 16.8% of revenues, for a gross profit of $2,986. Operating Expenses. Total operating expenses for three month period ended March 31, 2001 were $6,452 compared to $2,061 for 2000. The increase in operating expenses during the recent period is attributed to increases in legal and professional fees. The net loss from operations for the three months ended March 31, 2001 was $4,671, compared to a net gain from operations of $925 for the three month period ended March 31, 2000. Liquidity and Capital Resources - ------------------------------- Historically, the Company has financed its operations through a combination of cash flow derived from operations and debt and equity financing. At March 31, 2001, the Company had a working capital deficit of $6,933 based on current assets of $2,702 and current liabilities of $9,635. Based on its current marketing program and sales, it is clear that the Company will have to increase its sales volume significantly in order to have profitable operations. At this time, however, the Company does not have any working capital to expand its marketing efforts. The Company proposes to finance its needs for additional working capital through some combination of debt and equity financing. Given its current financial condition, it is unlikely that the Company could make a public sale of securities or be able to borrow any significant sum from either a commercial or private lender. The most likely method available to the Company would be the private sale of its securities. There can be no assurance that the Company will be able to obtain such additional funding as needed, or that such funding, if available, can be obtained on terms acceptable to the Company. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None. ITEM 2. CHANGES IN SECURITIES None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. SUBMISSION OF MATTERS TO A 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. 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. Age Research, Inc. Dated: May 22, 2001 By:/S/Richard F. Holt, President