SEC Filing Summary: Cactus Ventures, Inc. (10-K)
Business Context and Reporting Period
This Form 10-K covers the fiscal year ended December 31, 2009. The registrant is Cactus Ventures, Inc. (Note: The input metadata referenced "Actinium Pharmaceuticals," but the filing text explicitly identifies the issuer as Cactus Ventures, Inc., a Nevada corporation). The company operates as a "blank check" shell entity with no active business operations, no employees, and no revenue-generating activities. Its sole purpose is to seek a business combination, merger, or acquisition with a target company to provide a path to public status for that entity.
Key Financial Metrics
| Metric | 2009 | 2008 |
|---|---|---|
| Revenue | $0 | $0 |
| Net Loss | $(22,331) | $(31,243) |
| Total Expenses | $16,025 | $26,419 |
| Interest Expense | $6,306 | $4,824 |
| Cash and Cash Equivalents | $2,122 | $2,218 |
| Total Liabilities | $98,414 | $76,179 |
| Notes Payable (Related Parties) | $68,514 | $49,827 |
| Shareholders' Deficit | $(96,292) | $(73,961) |
| Working Capital Deficiency | $(27,778) | $(24,134) |
Material Changes vs. Prior Period
- Reduced Operating Loss: The net loss decreased by approximately 28% from $31,243 in 2008 to $22,331 in 2009, driven primarily by a reduction in general and administrative expenses (from $26,419 to $16,025).
- Increased Related Party Debt: Notes payable to related parties increased by $18,687 (from $49,827 to $68,514) to fund ongoing operations.
- Higher Interest Accrual: Accrued interest on related party notes increased by $6,305 (from $8,502 to $14,807) due to the growing principal balance.
- Cash Position: Cash on hand remained negligible, decreasing slightly by $96 to $2,122.
Outlook, Risks, and Management Commentary
- Going Concern Uncertainty: The independent auditor has issued a "going concern" opinion. The company has incurred losses since inception and has a significant shareholders' deficit. Continuation as a going concern is dependent on the ability to secure a business combination and continued funding from related parties.
- Liquidity: The company has no line of credit and relies entirely on advances from its president and related parties. Management anticipates expenses of approximately $20,000 for the next 12 months.
- Stock Liquidity: The common stock trades on the OTCBB under symbol "CTVN." There was no trading volume in 2009. The stock is subject to "Penny Stock" rules, which severely restrict resale and liquidity.
- Management Plan: The company has no specific target identified. It intends to negotiate a merger or acquisition, which will likely result in significant dilution to existing shareholders. No assurance can be given that a transaction will be completed.
- Risks: Key risks include the inability to find a suitable target, failure to consummate a merger, reliance on a single officer (Diane S. Button) who devotes limited time to the company, and potential conflicts of interest regarding business opportunities.
Investor Verification Checklist
- Identity Discrepancy: Verify why the request metadata listed "Actinium Pharmaceuticals" while the filing is for "Cactus Ventures, Inc."
- Related Party Dependence: Confirm the willingness and ability of the president and related parties to continue advancing funds, as the company has no other capital sources.
- Stock Liquidity: Acknowledge the lack of trading volume and the "Penny Stock" restrictions that may prevent selling shares.
- Merger Timeline: Note that there is no active negotiation or identified target; the business plan is speculative with no defined timeline.
- Debt Obligations: Review the $68,514 in related party notes and $14,807 in accrued interest, which are due but have been extended to December 31, 2010.