Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Business Overview
We are an international direct-selling and e-commerce company. Subsidiaries
controlled by us sell personal care, wellness, and "quality of life" products
under the "NHT Global" brand to an independent distributor network that either
uses the products themselves or resells them to consumers.
As of September 30, 2008, we are conducting business through approximately
35,000 active distributors. We consider a distributor "active" if they have
placed at least one product order with us during the preceding year. Although we
have in prior years expended significant efforts to expand into new markets, we
do not intend to devote material resources to opening any additional foreign
markets in the near future. Our priority is to focus our resources in our most
promising markets, namely Greater China, South Korea and Europe, in particular
Russia. Additionally, we have consolidated underperforming markets in Latin
America and Southeast Asia to further improve operating results and free up
additional internal resources for our most promising markets.
During the year 2007 and the first nine months of 2008, we generated
approximately 90% and 92% of our revenue from subsidiaries located outside North
America, with sales in Hong Kong representing approximately 62% and 65% of
revenue, respectively. Because of the size of our foreign operations, operating
results can be impacted negatively or positively by factors such as foreign
currency fluctuations, and economic, political and business conditions around
the world. In addition, our business is subject to various laws and regulations,
in particular regulations related to direct selling activities that create
certain risks for our business, including improper claims or activities by our
distributors and potential inability to obtain necessary product registrations.
China is currently our most important business development project. In
June 2004, NHT Global obtained a general business license in China. The license
stipulates a capital requirement of $12 million over a three-year period,
including a $1.8 million initial payment we made in January 2005. Direct selling
is prohibited in China and only permitted with a direct selling license. In
December 2005, we submitted a preliminary application for a direct selling
license and fully capitalized our Chinese entity with the remaining capital
necessary to fulfill the $12 million required cash infusion. In June 2006, we
submitted a revised application package in accordance with new requirements
issued by the Chinese government. In June 2007, we launched a new e-commerce
retail platform in China that does not require a direct selling license and is
separate from our current worldwide platform. We believe this model, which
offers discounts based on volume purchases, will encourage repeat purchases of
our products for personal consumption in the Chinese market. The platform is
designed to be in compliance with our understanding of current laws and
regulations in China. In November 2007, we filed a new, revised direct selling
application incorporating a name change, our new e-commerce model and other
developments. We believe a direct selling license would compliment our business
conducted in China under the e-commerce retail platform. We are unable to
predict whether we will be successful in obtaining a direct selling license to
operate in China, and if we are successful, when we will be permitted to enhance
our e-commerce retail platform with direct selling operations.
Table of Contents
Most of the Company's Hong Kong revenues are derived from the sale of products
that are delivered to members in China. After consulting with outside
professionals, the Company believes that its Hong Kong e-commerce business does
not violate any applicable laws in China even though it is used for the internet
purchase of our products by buyers in China. But the government in China could,
in the future, officially interpret its laws and regulations - or adopt new laws
and regulations - to prohibit some or all of our e-commerce activities with
China and, if our members engage in illegal activities in China, those actions
could be attributed to us. In addition, other Chinese laws regarding how and
when members may assemble and the activities that they may conduct, or the
conditions under which the activities may be conducted, in China are subject to
interpretations and enforcement attitudes that sometimes vary from province to
province, among different levels of government, and from time to time. Members
sometimes violate one or more of the laws regulating these activities,
notwithstanding training that the Company attempts to provide. Enforcement
measures regarding these violations, which can include arrests, raises the
uncertainty and perceived risk associated with conducting this business,
especially among those who are aware of the enforcement actions but not the
specific activities leading to the enforcement. The Company believes that this
has led some existing members in China - who are signed up as distributors in
Hong Kong - to leave the business or curtail their selling activities and has
led potential members to choose not to participate. Among other things, the
Company is combating this issue with more training and public relations efforts
that are designed, among other things, to distinguish the Company from
businesses that make no attempt to comply with the law. This environment creates
uncertainty about the future of doing this type of business in China generally
and under our business model, specifically.
Income Statement Presentation
The Company derives its revenue from sales of its products, sales of its
enrollment packages, and from shipping charges. Substantially all of its product
sales are to independent distributors at published wholesale prices. We
translate revenue from each market's local currency into U.S. dollars using
average rates of exchange during the period. The following table sets forth
revenue by market and product line for the time periods indicated (dollars in
thousands).