Business Context and Reporting Period
This Form 10-Q covers the quarterly period ended September 30, 2010, for Blue Moose Media, Inc. (Note: The input metadata referenced "LIQTECH INTERNATIONAL INC," but the filing text explicitly identifies the registrant as Blue Moose Media, Inc.). The Company is classified as a development stage company and a shell company. It ceased its original media production operations in 2007 and is currently seeking a reverse acquisition or merger with an operating entity to become a public reporting company. The Company has no specific business plan, no employees, and relies on officers to conduct business.
Key Financial Metrics
| Metric | Three Months Ended Sep 30, 2010 | Nine Months Ended Sep 30, 2010 | Balance Sheet (Sep 30, 2010) |
|---|---|---|---|
| Revenue | $0 | $0 | N/A |
| Net Loss | $(5,450) | $(19,842) | N/A |
| Cash and Cash Equivalents | N/A | N/A | $2,925 |
| Total Assets | N/A | N/A | $3,035 |
| Total Liabilities | N/A | N/A | $9,658 |
| Stockholders' Equity (Deficit) | N/A | N/A | $(6,623) |
| Net Cash Used in Operating Activities | N/A | $(22,675) | N/A |
| Net Cash Provided by Financing Activities | N/A | $20,000 | N/A |
Debt and Liquidity: The Company has no long-term debt. Current liabilities consist of $8,333 in accounts payable and $1,325 in advances payable to a related party. The Company has a working capital deficit of approximately $6,733.
Material Changes vs. Prior Period
- Expense Reduction: General and administrative expenses decreased significantly from $20,446 in the three months ended September 30, 2009, to $5,450 in the same period in 2010. The 2009 expenses were driven by auditing and legal fees associated with a Form 10 registration statement.
- Cash Position: Cash decreased from $5,600 at December 31, 2009, to $2,925 at September 30, 2010, reflecting a net cash outflow of $2,675 for the nine-month period.
- Capital Structure: The Company issued 20,000,000 shares of common stock for $20,000 cash on April 20, 2010. This transaction resulted in a change in control. Total shares outstanding increased from 21,371,750 (Dec 31, 2009) to 41,371,750 (Sep 30, 2010).
Outlook, Risks, and Management Commentary
Going Concern: The filing explicitly states that the Company's limited operating history, lack of revenue, and accumulated deficit raise substantial doubt about its ability to continue as a going concern. Management plans to raise necessary funds through loans or additional stock sales, with no assurance of success.
Plan of Operations: The Company intends to search for a business opportunity to acquire or merge with. It estimates ongoing administrative expenses (accounting, legal, filing fees) to be approximately $20,000 per year. Management anticipates relying on advances from the President to meet needs for the next 12 months.
Risks:
- No assurance of identifying or acquiring a suitable business opportunity.
- Any future acquisition will likely result in significant share issuance and substantial dilution to current shareholders.
- Dependence on related-party advances for liquidity.
Investor Verification Checklist
- Shell Status: Verify the Company's status as a shell company with no active operations and its reliance on a future reverse merger.
- Liquidity Runway: Confirm the sufficiency of the $2,925 cash balance against the estimated $20,000 annual operating expense and the reliance on related-party advances.
- Dilution Risk: Assess the impact of the recent issuance of 40 million shares (20 million in 2009, 20 million in 2010) and the potential for further dilution in a future acquisition.
- Related Party Transactions: Review the $1,325 owed to a shareholder and the history of officer advances covering operating costs.
- Management Control: Note that the April 2010 stock sale resulted in a change of control; verify the current ownership structure and management alignment.