Business Context and Reporting Period
This Form 10-Q covers the quarterly period ended September 30, 2009, 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 a Nevada corporation 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.
Key Financial Metrics
| Metric | Three Months Ended Sep 30, 2009 | Nine Months Ended Sep 30, 2009 | As of Sep 30, 2009 |
|---|---|---|---|
| Revenue | $0 | $0 | N/A |
| Net Loss | $(20,446) | $(23,129) | N/A |
| Cash and Cash Equivalents | N/A | N/A | $9,800 |
| Total Assets | N/A | N/A | $10,057 |
| Total Liabilities | N/A | N/A | $10,604 |
| Stockholders' Equity (Deficit) | N/A | N/A | $(547) |
| Common Shares Outstanding | N/A | N/A | 21,371,750 |
Liquidity: The Company has a working capital deficit of approximately $800 (Current Assets $9,800 vs. Current Liabilities $10,604). Cash on hand is $9,800.
Material Changes vs. Prior Period
- Expense Increase: General and administrative expenses increased significantly to $20,446 for the three months ended September 30, 2009, compared to $2,482 in the same period in 2008. This increase is attributed to auditing and legal fees associated with filing a Form 10 registration statement.
- Capital Structure Change: On August 6, 2009, the Company effected a 1-for-4 reverse stock split. On August 12, 2009, it issued 20,000,000 shares of common stock for $20,000 cash to Adam Krommenhoek, resulting in a change of control (he now owns 93.58% of outstanding shares).
- Liabilities: Accounts payable increased from $5,896 at December 31, 2008, to $9,279 at September 30, 2009.
Outlook, Risks, and Management Commentary
- Going Concern: The filing explicitly states that the Company's limited operating history and lack of revenue raise substantial doubt about its ability to continue as a going concern. Financial statements do not include adjustments that might result from this uncertainty.
- Plan of Operation: The Company has no specific business plan other than seeking a reverse acquisition or merger. It estimates ongoing expenses at $15,000 per year for reporting and administrative costs.
- Capital Needs: Management believes the $20,000 raised in August 2009 is sufficient to cover expenses for the next year. However, they anticipate relying on further advances from the President if needed. There is no assurance of success in raising additional capital or finding a suitable acquisition target.
- Risks: Risks include the inability to locate a target company, failure to consummate a merger, and significant dilution to existing shareholders upon any future acquisition.
Investor Verification Checklist
- Shell Status: Verify the Company's status as a shell company with no active operations and its reliance on a future merger for viability.
- Change of Control: Confirm the ownership structure following the August 2009 issuance, where a single investor holds 93.58% of shares.
- Liquidity Runway: Assess whether the $9,800 cash balance and potential related-party advances are sufficient to maintain SEC reporting status without further dilution.
- Related Party Transactions: Review the $1,325 owed to a shareholder and the history of advances used to fund operations.
- Reverse Split Impact: Understand the implications of the 1-for-4 reverse stock split on share count and liquidity.